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ExGen Resources and MTB Metals Enter into Non-Binding Letter of Intent to Merge, Creating a Copper, Gold and Lithium Exploration and Development Company
Globenewswire· 2025-08-13 10:00
Core Viewpoint - ExGen Resources Inc. and MTB Metals Corp. have entered into a non-binding letter of intent for a proposed business combination, which will involve ExGen acquiring all outstanding securities of MTB at a ratio of 0.286 ExGen shares for each MTB share, subject to various approvals and conditions [1][2][14]. Summary by Sections Proposed Transaction - The transaction will be an Arm's Length Transaction and is contingent upon the negotiation of a Definitive Agreement, shareholder approvals, and customary closing conditions [1][2][14]. - If a Definitive Agreement is not reached within 60 days, either party may terminate the LOI [2]. Benefits of the Proposed Transaction - The merger combines MTB's copper and gold project exposure with ExGen's interest in the Empire copper mine, which is expected to provide near-term cash flow [4]. - The combined company will have a strong balance sheet and aims to expand its portfolio of royalties and carried interests while pursuing selective exploration programs [4]. Property Portfolio of ExGen - ExGen holds a 20% carried interest in the Empire Mine project in Idaho, which has shown significant mineralization potential, including a drillhole with 8.4% copper [5]. - ExGen also retains a 40% interest in the DOK claims, part of MTB's Telegraph project in British Columbia [6]. Property Portfolio of MTB - MTB's Telegraph project spans 350 square kilometers and is located near several notable porphyry deposits, with early drilling indicating a copper-gold bearing porphyry system over 3.3 km [10]. - MTB also holds royalties on four projects in the Golden Triangle, including two past-producing mines, and has significant mineralization occurrences on its Southmore property [11][19]. Future Outlook - The proposed transaction is expected to create a well-positioned exploration and development company with assets in favorable jurisdictions, focusing on copper, gold, and lithium [7][4]. - The combined management team will seek value-accretive opportunities and aims to evolve into a leading royalty and carried interest company [4][5].
Primo Brands Reports Second Quarter 2025 Results
Prnewswire· 2025-08-07 10:30
Core Insights - Primo Brands Corporation reported its second quarter results for 2025, highlighting significant operational changes and challenges following its merger with Blue Triton Brands [1][2][3] Financial Performance - Net sales increased by 31.6% to $1.73 billion compared to $1.31 billion in Q2 2024, primarily driven by the merger with Primo Water [7][11] - Net income from continuing operations decreased to $30.5 million, or $0.08 per diluted share, down from $54.5 million, or $0.25 per diluted share in the same quarter last year [7][11] - Adjusted net income rose to $137.1 million, or $0.36 per diluted share, compared to $76.7 million, or $0.35 per diluted share in Q2 2024 [7][11] - Adjusted EBITDA increased by 42.1% to $366.7 million, with an adjusted EBITDA margin of 21.2%, up from 19.6% [7][11] Operational Developments - The company faced challenges due to tornado damage at its Hawkins, Texas facility and service issues during the integration process, but has since restarted operations at Hawkins and is addressing service disruptions [2][3] - The company is on track to achieve targeted cost synergies of $200 million in 2025 and $300 million in 2026 [2][10] Strategic Initiatives - A new share repurchase program of up to $250 million has been authorized to return value to shareholders [9][10] - The company declared a quarterly dividend of $0.10 per share, payable on September 4, 2025 [8][10] Market Position - Despite challenges, the company continues to see strong consumer demand for healthy hydration products and has experienced retail share growth in July [3][10] - The long-term growth algorithm is reaffirmed at 3% to 5% organic net sales growth post-2025 [10]
WESTERN MIDSTREAM TO ACQUIRE ARIS WATER SOLUTIONS
Prnewswire· 2025-08-06 20:05
Core Viewpoint - Western Midstream Partners, LP ("WES") is acquiring Aris Water Solutions, Inc. ("Aris") in a transaction valued at approximately $1.5 billion, which includes both equity and cash components [1][2]. Transaction Details - The acquisition involves Aris shareholders receiving 0.625 common units of WES for each Aris share, with an option for $25.00 per share in cash, subject to proration, with a maximum cash consideration of $415 million [1][9]. - The total enterprise value of the transaction is approximately $2.0 billion before transaction costs [1]. - The transaction is expected to close in the fourth quarter of 2025, pending regulatory and shareholder approvals [2]. Strategic Rationale - The merger is aimed at creating a leading produced-water gathering, disposal, and recycling business, enhancing WES's ability to meet customer needs in the Delaware Basin [5][6]. - The integration of Aris's assets will expand WES's footprint into Lea and Eddy Counties, New Mexico, unlocking new throughput opportunities across its natural gas, crude oil, and produced water businesses [3][6]. - The combined infrastructure will create a fully integrated produced-water value chain, enhancing WES's competitive position in the market [6]. Financial Implications - The transaction is expected to be accretive to WES's 2026 Free Cash Flow per unit and represents an approximate 7.5x multiple on consensus 2026 EBITDA, including estimated cost synergies [6]. - WES is targeting $40 million in estimated annualized cost synergies from the acquisition [6]. Operational Enhancements - Aris's full-cycle water infrastructure includes approximately 790 miles of produced-water pipeline and significant handling and recycling capacities, which will complement WES's existing operations [3]. - The acquisition will diversify WES's customer base through Aris's long-term contracts and minimum-volume commitments with investment-grade counterparties [6][7]. Leadership Commentary - WES's CEO expressed excitement about the strategic combination, emphasizing the alignment with WES's strategy of acquiring high-quality midstream assets [4]. - Aris's CEO highlighted the transaction as a significant milestone, positioning the combined entity as a premier midstream water-solutions provider [8].
Columbia Banking System and Pacific Premier Bancorp Announce Regulatory Approvals and Anticipated Merger Closing Date
Prnewswire· 2025-08-06 15:14
Core Viewpoint - Columbia Banking System, Inc. is set to acquire Pacific Premier Bancorp, Inc. in an all-stock transaction, with all necessary regulatory approvals received, and the deal expected to close around August 31, 2025 [1][2][3] Company Overview Columbia Banking System, Inc. - Columbia Banking System, Inc. is headquartered in Tacoma, Washington, and is the parent company of Columbia Bank, which is the largest bank in the Northwest with over $50 billion in assets [4] - Columbia Bank offers a full suite of services including retail and commercial banking, SBA lending, and wealth management [4] Pacific Premier Bancorp, Inc. - Pacific Premier Bancorp, Inc. is based in California and operates Pacific Premier Bank, which has approximately $18 billion in total assets [5] - The bank focuses on serving small to middle-market businesses and offers a variety of banking products and services, including digital banking and treasury management [5]
Helix Acquisition Corp. II Retains More than 60% of Trust Account after Redemptions in connection with Business Combination with BridgeBio Oncology Therapeutics
Globenewswire· 2025-08-06 11:33
Core Insights - Helix Acquisition Corp. II has retained approximately $120 million in its trust account, net of redemptions, representing over 60% of the cash held in trust [1] - The transaction is expected to raise approximately $382 million in gross proceeds, including $120 million from Helix's trust account and about $261 million from a private placement transaction [2] - Helix and TheRas, Inc. (BridgeBio Oncology Therapeutics) plan to expedite the closing of their business combination, pending the satisfaction or waiver of closing conditions [3] Company Overview - Helix Acquisition Corp. II is a special purpose acquisition company (SPAC) formed to effect a merger or similar business combination, having raised $184 million in its initial public offering on February 9, 2024 [4] - TheRas, Inc. (BridgeBio Oncology Therapeutics) is a clinical-stage biopharmaceutical company focused on developing novel small molecule therapeutics targeting RAS and PI3Kα malignancies, initially formed as a subsidiary of BridgeBio Pharma, Inc. [5] Financial Highlights - The combined company will have access to gross proceeds of approximately $120 million from the trust account and approximately $261 million from PIPE financing at the closing [7] - The transaction reflects the lowest redemption rate for a biotech de-SPAC transaction since 2022 [7]
Presidio Petroleum to go Public via Business Combination with EQV Ventures Acquisition Corp., Creating a Differentiated Dividend Yield-Driven C Corp Focused on the Optimization, Acquisition and Production of Oil and Natural Gas
Globenewswire· 2025-08-05 13:15
Core Viewpoint - Presidio Investment Holdings, LLC and EQV Ventures Acquisition Corp. have announced a definitive business combination agreement, leading to Presidio becoming a publicly listed company with an estimated post-transaction enterprise value of approximately $660 million [1][10]. Company Overview - The combined entity will be named Presidio Production Company and will be led by the existing management team, including Co-CEOs Will Ulrich and Chris Hammack [2]. - Presidio focuses on optimizing mature oil and gas assets in the U.S., with a strategy of acquiring under-managed wells and enhancing production through technology [5][16]. Financial Highlights - The transaction is expected to create a stable dividend, with an anticipated annual common dividend of $1.35 per share, reflecting a 13.5% expected yield at a $10.00 share price [7]. - Presidio's expected net production for 2025 is 26 Mboe/d, with a low base decline rate of 8% compared to a 24% peer average [7][13]. - The financing for the transaction includes approximately $970 million, with significant contributions from existing equity holders, PIPE investments, and preferred equity [7][11]. Strategic Positioning - Presidio's entry into public markets aligns with a shift in the energy sector towards capital discipline and return-focused operations, minimizing reliance on future drilling and capital investment [4][6]. - The company plans to leverage technology such as automation and AI to optimize production and enhance cash flow from its mature asset base [3][8]. Management Commentary - Management emphasizes the goal of being a leading steward of U.S. oil and gas wells, focusing on a yield-driven model and accretive acquisitions [6][9]. - The management team believes that their track record in acquisitions and cost optimization positions them as a strong consolidator of mature assets in the industry [8].
Mallinckrodt, Endo Complete Merger to Create Global, Scaled, Diversified Therapeutics Leader
Prnewswire· 2025-08-01 11:00
Highly Complementary Companies to Advance Therapies to Address Unmet Patient Needs Respective Generics Businesses and Endo's Sterile Injectables Business to be Combined and Spun Off as an Independent Company with Target Date in the Fourth Quarter of 2025 New York Stock Exchange (NYSE) Listing of Branded Company Following Spin-off DUBLIN, Aug. 1, 2025 /PRNewswire/ -- Mallinckrodt plc and Endo, Inc. today announced that they have completed their merger to create a global, scaled, diversified therapeutics lead ...
Competition Commission of South Africa Approves the Offer by ASP Isotopes Inc. for Renergen Limited
Globenewswire· 2025-07-25 12:59
Core Viewpoint - ASP Isotopes Inc. has received approval from the Competition Commission of South Africa for its proposed acquisition of Renergen Limited, which is expected to create a global leader in the production of critical materials, including helium and isotopes [1][3]. Group 1: Acquisition Details - The acquisition of Renergen is subject to the fulfillment of certain conditions, including regulatory approvals, and is expected to become effective by the third quarter of 2025 [2]. - The combination of ASP Isotopes and Renergen aims to establish a vertically and horizontally integrated supply chain with significant synergies anticipated from 2026 [3]. Group 2: Financial Projections - The transaction is projected to be highly accretive to ASP Isotopes's revenue, EBITDA, earnings per share, and cash flow per share starting from 2026 [4]. - The combined group aims to generate over $300 million in EBITDA by 2030, driven by sales of isotopes, helium, and LNG in the South African energy market [4]. Group 3: Company Background - ASP Isotopes Inc. focuses on developing technology and processes for isotope production, employing proprietary Aerodynamic Separation Process technology [5]. - The company plans to enrich isotopes for various sectors, including healthcare, technology, and nuclear energy, with facilities located in Pretoria, South Africa [5][6]. Group 4: Market Demand - There is a growing demand for isotopes such as Silicon-28 and Molybdenum-100 for emerging healthcare applications and green energy solutions [6].
ESSA Pharma Inc. Provides Update on its Application to the Supreme Court of British Columbia for Approval of an Interim Order and Cash Distribution to Shareholders
Prnewswire· 2025-07-23 20:51
Core Viewpoint - ESSA Pharma Inc. is moving forward with a business combination agreement with XenoTherapeutics, intending to apply for court orders to facilitate a cash distribution to shareholders prior to the transaction's closing [1][2]. Group 1: Transaction Details - The business combination involves Xeno acquiring all issued and outstanding common shares of ESSA [1]. - ESSA plans to apply for an interim order to hold a special meeting for transaction approval and a distribution order for an initial cash distribution to shareholders [1][2]. - If authorized, each ESSA shareholder is estimated to receive approximately US$1.91 per common share, excluding any contingent value rights payments [2]. Group 2: Court Hearing Information - The hearing for the court orders is scheduled for August 5, 2025, at 9:45 a.m. Pacific time at the Supreme Court of British Columbia [3]. - Individuals affected by the orders may present evidence or arguments at the hearing [4]. Group 3: Filing and Response Requirements - ESSA intends to file its Petition Record on July 31, 2025, one business day before the hearing [5]. - Response materials must be submitted to ESSA's counsel by 1:00 p.m. on July 31, 2025, to be included in the Petition Record [5]. Group 4: Company Background - ESSA Pharma Inc. is a pharmaceutical company focused on developing novel therapies for prostate cancer treatment [6].
Mesa Air Group Files Registration Statement on Form S-4 and S-1 in Connection with Proposed Merger with Republic Airways Holdings Inc.
Globenewswire· 2025-07-23 11:00
Company Overview - Mesa Air Group, Inc. is headquartered in Phoenix, Arizona and operates as a regional air carrier providing scheduled passenger service to 82 cities across 32 states, the District of Columbia, Cuba, and Mexico [3] - As of March 31, 2025, Mesa operated a fleet of 60 aircraft with approximately 238 daily departures and employed around 1,650 individuals [3] - All flights are operated as United Express under a capacity purchase agreement with United Airlines [3] Merger Announcement - Mesa Air Group filed a registration statement on Form S-4 and S-1 with the U.S. Securities and Exchange Commission on July 10, 2025, regarding a proposed merger with Republic Airways Holdings Inc. [1] - The registration statement includes a proxy statement and preliminary prospectus, which will be mailed to Mesa stockholders once declared effective by the SEC [1][7] - The registration statement has not yet become effective, and the information contained is subject to change [2][6]