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Grupo Aeroportuario del Pacifico Announces Shareholder Approval of the Business Combination of the Cross Border Xpress and Technical Assistance Services
Globenewswire· 2025-12-11 19:46
Core Viewpoint - Grupo Aeroportuario del Pacífico (GAP) has received shareholder approval for the business combination with Cross Border Xpress (CBX), which includes technical assistance and technology transfer services, marking a significant step in the company's development strategy [1][3]. Company Overview - GAP operates 12 airports in Mexico's Pacific region, including major cities like Guadalajara and Tijuana, as well as tourist destinations such as Puerto Vallarta and Los Cabos [4]. - The company was listed on the New York Stock Exchange in February 2006 and on the Mexican Stock Exchange in the same year [4]. - GAP has expanded its operations internationally, acquiring a majority stake in MBJ Airports Limited in Jamaica and entering into a concession agreement for the Norman Manley International Airport [4]. Shareholder Meeting Outcomes - During the Ordinary and Extraordinary General Shareholders' Meeting, 96% of the votes cast approved the merger, with a quorum of 88.1% of shareholders present [1]. - The merger will involve the issuance of approximately 90 million net new shares, increasing the total outstanding shares from approximately 505 million to about 595 million [2]. Governance and Transparency - The company emphasized adherence to high international standards of corporate governance throughout the proposal process, ensuring that the transaction was supported by the "majority of the minority" shareholders [3]. - An information statement regarding the transaction was provided to shareholders well in advance of legal requirements, promoting transparency in the decision-making process [3].
Parex Resources Announces Update on Discussions with GeoPark Regarding a Potential Business Combination
Globenewswire· 2025-12-09 12:00
Core Viewpoint - Parex Resources Inc. has decided to halt discussions regarding the acquisition of GeoPark Limited due to a lack of agreement on the perceived value of GeoPark shares compared to Parex's acquisition proposal of US$9.00 per share [2][5]. Company Overview - Parex Resources Inc. is one of the largest independent oil and gas companies in Colombia, focusing on sustainable and conventional production. The company is headquartered in Calgary, Canada, with an operating office in Bogotá, Colombia, and its shares trade on the Toronto Stock Exchange under the symbol PXT [3]. Timeline of Events - On November 2, 2025, GeoPark's CEO indicated readiness to engage in discussions with Parex regarding a potential transaction [5]. - A non-disclosure agreement was executed between Parex and GeoPark from November 4 to November 13, 2025 [5]. - GeoPark provided Parex access to a virtual data room on November 14, 2025, and shared select information [5]. - On December 1, 2025, Parex and GeoPark representatives met in person in Bogotá to discuss their views on value [5]. - On December 8, 2025, GeoPark reaffirmed its unwillingness to negotiate within the parameters of Parex's September Proposal, leading Parex to halt further discussions [5].
Home Bancshares (Conway, AR) (NYSE:HOMB) Earnings Call Presentation
2025-12-08 15:30
Acquisition Overview - Home BancShares, Inc (HOMB) is acquiring Mountain Commerce Bancorp, Inc (MCBI)[1] - The transaction is expected to be accretive to EPS, BVPS, and TBVPS[5] - The deal provides HOMB with a meaningful entrance into high-growth Knoxville, Nashville, and Johnson City MSAs[5] - The transaction is financially compelling and low-risk, with conservative assumptions for credit mark, one-time costs, and expense savings[5] Transaction Terms - The consideration mix is 100% HOMB stock[7,18] - The implied price per share is $2351[18] - The aggregate transaction value is $1501 million[18] - The price/TBV is 105%[18] - The price/2026E EPS is 81x[18] Financial Highlights of MCBI - MCBI has $18 billion in assets[6] - MCBI has $16 billion in deposits[6] - MCBI has $15 billion in gross loans[6,7] - MCBI's average ROAA from 2021-2024 was 102%[6] - MCBI's average ROATCE from 2021-2024 was 123%[6] - MCBI's efficiency ratio is 552%[6] - MCBI's YoY NIM expansion was 43 bps[6] Pro Forma Impact - The acquisition is expected to increase ROATCE by +35bps[20] - 2026E EPS accretion is projected to be 14%[20] - 2027E EPS accretion is projected to be 30%[20] - BVPS accretion is projected to be 07%[20] - TBVPS accretion is projected to be 02%[20] - The CET1 ratio at closing is projected to be 159%[20] - The total capital ratio at closing is projected to be 185%[20]
Mawson Shareholders Approve Arrangement with First Nordic Metals Corp.
Globenewswire· 2025-12-04 23:18
Core Viewpoint - Mawson Finland Limited has received overwhelming shareholder approval for its business combination with First Nordic Metals Corp, which involves the acquisition of all common shares of Mawson by First Nordic through a statutory plan of arrangement [1][2]. Group 1: Shareholder Approval - A total of 11,568,435 common shares were voted at the special meeting, representing 52.09% of the issued and outstanding shares, with 100% voting in favor of the arrangement [2]. Group 2: Arrangement Details - The arrangement will exchange all issued and outstanding common shares of Mawson for 1.7884 First Nordic common shares after a 4:1 consolidation of First Nordic's shares, or 7.1534 on a pre-consolidation basis for each Mawson share [4]. - Following the completion of the arrangement, Mawson will become a wholly-owned subsidiary of First Nordic [4]. Group 3: Next Steps - The arrangement is subject to final approval by the Ontario Superior Court of Justice, with a hearing scheduled for December 8, 2025, and the closing is expected around December 16, 2025 [3]. Group 4: Company Background - Mawson Finland Limited is focused on the acquisition and exploration of precious and base metal properties in Finland, primarily gold and cobalt, holding a 100% interest in the Rajapalot Gold-Cobalt Project [6].
Aimfinity Investment Corp. I Announces Extension of the Deadline for an Initial Business Combination
Globenewswire· 2025-12-04 20:30
Core Points - Aimfinity Investment Corp. I has extended the deadline for completing its initial business combination from November 28, 2025, to December 28, 2025, by depositing $500 into its trust account [1] - This extension is the second of nine monthly extensions allowed under the company's current charter, which permits extensions from October 28, 2025, until July 28, 2026 [2] - Aimfinity Investment Corp. I is a special purpose acquisition company (SPAC) focused on merging with high-growth potential businesses [3] Additional Information - On October 13, 2023, Aimfinity Investment Corp. I entered into a merger agreement with Docter, which involves a reincorporation merger and an acquisition merger [4] - Shareholders of Aimfinity Investment Corp. I are advised to read the proxy statement/prospectus and other documents related to the proposed business combination for important information [4][9]
Tailwind 2.0 Acquisition Corp. Announces the Separate Trading of Its Class A Ordinary Shares and Rights, Commencing on December 8, 2025
Globenewswire· 2025-12-02 21:15
Core Viewpoint - Tailwind 2.0 Acquisition Corp. will allow holders of its initial public offering units to separately trade Class A ordinary shares and rights starting December 8, 2025 [1][2]. Company Overview - The Company was established to pursue mergers, amalgamations, share exchanges, asset acquisitions, share purchases, reorganizations, or similar business combinations with various businesses [3]. - The Company aims to focus on opportunities in industries related to energy and compute infrastructure, specifically targeting structural inefficiencies in energy routing, compute optimization, and grid intelligence [3]. Trading Information - The separated Ordinary Shares and Rights will trade on the Nasdaq Global Market under the symbols "TDWD" and "TDWDR," respectively, while the units that remain unseparated will continue to trade under the symbol "TDWDU" [2]. - Holders of Units must contact the Company's transfer agent, Lucky Lucko, Inc. d/b/a Efficiency, to separate the Units into Ordinary Shares and Rights [2]. Offering Details - The Units were initially offered through an underwritten offering, with Cohen & Company Capital Markets serving as the lead book-running manager [4]. - The registration statement for the Company's securities became effective on November 5, 2025 [5].
Precision Aerospace & Defense Group, Inc. to Combine with FACT II Acquisition Corp. to Become Publicly Listed Company
Globenewswire· 2025-12-01 21:30
Highlights Precision Aerospace & Defense Group, Inc. (“PAD”) to merge with FACT II Acquisition Corp. (NASDAQ: FACT) (“FACT”), creating a Nasdaq-listed holistic solutions provider in the aerospace, defense and space industries.PAD’s strong growth, platform strengths, blue-chip customer relationships, robust committed backlog and strategic accretive pipeline to provide attractive combination for public market investors.The transaction values PAD at up to a $320 million implied enterprise value (assuming a $10 ...
Signing Day Sports Announces Filing of Registration Statement on Form S-4 for Proposed Business Combination with One Blockchain LLC
Globenewswire· 2025-12-01 11:50
Core Viewpoint - Signing Day Sports, Inc. is progressing towards a business combination with BlockchAIn Digital Infrastructure, Inc. and One Blockchain LLC, aiming to enhance its recruitment platform for high school athletes and college coaches through this strategic alignment [1][2]. Company Overview - Signing Day Sports is focused on improving the recruiting process for student-athletes, providing a platform that allows them to create recruitment profiles with necessary information for college coaches [3]. - One Blockchain LLC specializes in digital infrastructure, particularly in Bitcoin mining and high-performance computing, operating a significant data center in South Carolina that generated approximately $22.9 million in revenue and $5.7 million in net income in 2024 [4]. Business Combination Details - The Registration Statement on Form S-4 has been filed with the SEC, detailing the proposed business combination and the listing of BlockchAIn common shares on NYSE American under the ticker symbol "AIB" [1][2]. - The business combination agreement was initially entered into on May 27, 2025, and amended on November 10, 2025, marking a significant milestone for both companies [2]. Strategic Benefits - The combined entity is expected to leverage Signing Day Sports' technology-driven recruitment platform alongside One Blockchain's digital infrastructure, enhancing financial flexibility and technical capabilities [2]. - This merger is anticipated to accelerate innovation, expand market opportunities, and strengthen the competitive position of the combined company, ultimately creating long-term value for shareholders [2].
Somnigroup Proposes to Acquire Leggett & Platt in All-Stock Transaction
Prnewswire· 2025-12-01 11:30
Core Viewpoint - Somnigroup International Inc. has proposed an all-stock acquisition of Leggett & Platt Inc., offering a 30.3% premium to Leggett & Platt shareholders based on recent trading prices, which has not been achieved since December 2024 [1][4][7]. Proposal Details - The proposal entails that Leggett & Platt shareholders would receive shares of Somnigroup common stock valued at $12.00 for each share of Leggett & Platt [1][4]. - The all-stock structure allows Leggett & Platt shareholders to participate in the future growth of the combined company on a tax-deferred basis [2][5]. Strategic Rationale - The merger is expected to create significant strategic advantages and efficiencies for both companies, enhancing their market positions [6]. - Somnigroup has a long-standing commercial relationship with Leggett & Platt, which is anticipated to continue post-merger [6][8]. Operational Independence - Leggett & Platt would maintain operational independence under Somnigroup, with its leadership team retaining significant autonomy [8]. - The merger is expected to provide Leggett & Platt with a reliable customer base and greater growth opportunities, supported by Somnigroup's strategic backing [8]. Transaction Conditions - The transaction is subject to customary closing conditions, including regulatory approvals, but will not require financing contingencies or approval from Somnigroup's shareholders [9][12]. - The proposal has been unanimously authorized by Somnigroup's Board of Directors, and the company is prepared to conduct due diligence and finalize agreements promptly [10][11].
Relativity Acquisition Corp. SPAC and Instinct Bio Technical Co. Announce Effectiveness of Registration Statement
Globenewswire· 2025-11-12 23:13
Core Points - Relativity Acquisition Corp. and Instinct Bio Technical Company Inc. announced the effectiveness of their registration statement for a proposed business combination on November 12, 2025 [1][2] - The combined entity will operate under the name Instinct Bio Technical Company Holdings Inc. and plans to list on NASDAQ with the ticker symbol 'BIOT' [2] Company Overview - Instinct Brothers Co., Ltd. is a vertically integrated Japanese company focused on stem cell skincare and wellness products, founded in 2011, with a focus on stem cell products starting in 2017 [3] - The company is led by Tomoki Nagano, who aims to drive innovation in regenerative medicine and enhance patient outcomes through advanced stem cell science [3] Business Combination Details - The Registration Statement includes a proxy statement/prospectus that provides detailed information about the business combination and the related shareholder vote [2][5] - Relativity Acquisition Corp. is a blank check company formed to effect a merger or similar business combination with one or more businesses [4] Additional Information - The Registration Statement and related documents are available on the SEC's website, and stockholders are encouraged to review these documents for important information regarding the business combination [5]