Core Points - 180 Degree Capital Corp. has rescheduled its special meeting of shareholders for electing directors to September 15, 2025 [1] - The date change follows discussions with shareholders who submitted a demand letter on June 17, 2025, acknowledging the company's focus on minimizing expenses and maximizing net asset value ahead of a proposed merger with Mount Logan Capital Inc. [2] - The company anticipates securing necessary regulatory approvals to hold the special meeting and potentially close the merger before the new meeting date [2] Company Overview - 180 Degree Capital Corp. is a publicly traded closed-end fund that invests in undervalued small publicly traded companies, aiming for significant turnarounds through constructive activism [4] - The company plans to file a proxy statement with the SEC regarding the Director Election Special Meeting and the Business Combination with Mount Logan [5][7] - The merger agreement between 180 Degree Capital and Mount Logan Capital Inc. was established on January 16, 2025, and involves an all-stock transaction [6]

Transaction Overview - DNOW 将以全股票合并交易方式收购 MRC[28] - MRC 股东每股 MRC 股份将获得 0.9489 股 DNOW 股份[28] - 合并后的企业价值约为 30 亿美元，包括 MRC 的净债务[28] Financial Synergies and Accretion - 预计在交易完成后三年内实现 7000 万美元的年度成本协同效应[28] - 预计交易完成后第一年调整后的每股收益将实现两位数的增长[28] - 预计交易完成后的 Pro Forma 净杠杆率低于 0.5 倍，并在交易完成后的第一年实现净现金头寸[28] Combined Company Profile - 合并后的公司预计年收入约为 53 亿美元[37, 58, 71] - 调整后的 EBITDA 约为 4.3 亿美元[37] - 调整后的 EBITDA 利润率约为 8.0%[37] - 运营产生的现金流约为 5 亿美元[37] Geographic Reach - DNOW 在美国拥有 165 个分支机构，MRC 在美国拥有 197 个分支机构[32] - 合并后的公司在超过 20 个国家/地区拥有业务[53] - 合并后的公司收入的 82% 来自美国，14% 来自加拿大，4% 来自国际市场[51] Cost Synergies Breakdown - 预计 2026 年实现 1700 万美元的税前运行率协同效应[81] - 预计 2027 年实现 4200 万美元的税前运行率协同效应[81] - 预计 2028 年实现 7000 万美元的税前运行率协同效应[81]

Summary of MRC Global and DNOW Merger Conference Call Company and Industry Overview - **Companies Involved**: MRC Global (MRC) and DNOW - **Industry**: Energy and Industrial Solutions Key Points and Arguments 1. **Merger Announcement**: The merger between DNOW and MRC Global is described as a transformational combination aimed at creating a premier energy and industrial solutions provider, enhancing long-term sustainable growth and shareholder value [4][5][6] 2. **Transaction Structure**: The merger is structured as an all-stock transaction with an enterprise value of approximately $3 billion. MRC Global shareholders will receive 0.9489 shares of DNOW common stock for each share of MRC Global common stock [7][8] 3. **Ownership Post-Merger**: Upon closing, DNOW and MRC Global shareholders will own approximately 56.5% of the combined company on a fully diluted basis [7] 4. **Expected Synergies**: The merger is expected to generate annual run rate pretax synergies of $70 million within three years, primarily from public company costs, corporate and IT systems, and operational efficiencies [7][23] 5. **Financial Strength**: The combined company anticipates starting with revenues of approximately $5.3 billion and expects the transaction to be accretive to adjusted EPS in the first year following the close [13][22] 6. **Geographic and Product Expansion**: The merger will enhance the geographic footprint and product offerings, allowing the combined company to serve customers globally across more than 350 service and distribution locations [14][15] 7. **Customer-Centric Approach**: Both companies emphasize a customer-first mindset, aiming to leverage their combined strengths to better serve existing customers and attract new ones [29][30] 8. **Capital Structure and Liquidity**: The combined entity will have over $200 million in cash and a $500 million revolving credit facility, with additional commitments to expand the credit facility by $250 million at the close of the merger [8][27] 9. **Integration Strategy**: The focus will be on retaining top talent and driving revenue growth through cross-selling opportunities, with branch network efficiencies evaluated as integration progresses [58][60] Additional Important Content 1. **Regulatory Approval**: The companies do not anticipate regulatory issues, believing the merger will enhance customer choice and service capabilities [49] 2. **Cost Savings**: The expected cost savings will come from systems consolidation, distribution network optimization, and operational efficiencies, although specific integration costs have not yet been estimated [23][50] 3. **Long-Term Value Creation**: The merger is positioned to create long-term value through disciplined capital allocation, including organic growth investments, share repurchases, and potential future M&A [58][27] 4. **Market Opportunities**: The combined company aims to penetrate growing sectors such as alternative energy, artificial intelligence infrastructure, and mining, leveraging each company's strengths [20][19] This summary encapsulates the key points discussed during the conference call regarding the merger between MRC Global and DNOW, highlighting the strategic rationale, expected benefits, and future outlook for the combined entity.

Core Points - The Extraordinary General Meeting of Eureka Acquisition Corp has been postponed from June 25, 2025, to June 30, 2025, to allow more time for shareholder engagement [1] - The meeting will consider a proposal to amend the Company's charter to extend the deadline for completing a business combination to July 3, 2026, with the option to extend up to twelve times, each by one month [2] - The record date for shareholders entitled to vote remains May 23, 2025, and shareholders can vote even if they have sold their shares after this date [3] Summary of Key Information - The deadline for redemption requests from shareholders has been extended to June 26, 2025, due to the postponement [4] - There are no changes to the location, record date, or other proposals for the Extraordinary General Meeting [5] - Eureka Acquisition Corp is a blank check company, also known as a SPAC, aimed at effecting business combinations [6]

MONTCLAIR, N.J., June 23, 2025 (GLOBE NEWSWIRE) -- 180 Degree Capital Corp. (NASDAQ:TURN) ("180 Degree Capital") today provides notice to its shareholders of its intent to hold a special meeting of shareholders for the sole purpose of electing directors ("Director Election Special Meeting") on August 18, 2025, as required under New York Business Corporation Law pursuant to the shareholder demand request submitted on June 17, 2025 (the "Demand Letter"), and in lieu of holding an annual meeting of shareholder ...

New York, NY, June 23, 2025 (GLOBE NEWSWIRE) -- American investor and entrepreneur Anthony Pompliano today announced that ProCap BTC, LLC, a bitcoin-native financial services firm, has entered into a definitive agreement for a business combination with Columbus Circle Capital Corp. I (NASDAQ: CCCM), a SPAC sponsored by a controlled subsidiary of Cohen & Company, Inc. At the closing of the proposed business combination, the combined company will operate as ProCap Financial, Inc., with up to $1 billion in bit ...

Core Viewpoint - Equinox Gold Corp. has successfully completed the acquisition of Calibre Mining Corp., creating a diversified gold producer focused on the Americas with significant growth potential [1][2]. Company Overview - The merger has resulted in a company with a portfolio of mines across five countries, highlighted by two major Canadian gold mines: Greenstone Gold Mine in Ontario and Valentine Gold Mine in Newfoundland & Labrador [2]. - Valentine Gold Mine is nearing completion, with first gold production expected by the end of Q3 2025 [2]. - With both Greenstone and Valentine operating at full capacity, Equinox Gold is positioned to become the second largest gold producer in Canada [2]. Leadership Changes - The Board of Directors of Equinox Gold has seen new appointments from Calibre, including Blayne Johnson, Doug Forster, Omaya Elguindi, and Mike Vint, while retaining several existing directors [4]. - The leadership team will include Greg Smith as CEO, Darren Hall as President and COO, and Peter Hardie as CFO [4]. Strategic Importance - The merger is described as transformative, combining the strengths of both companies to enhance production capabilities and long-term value for shareholders [5]. - Equinox Gold plans to delist Calibre shares from the Toronto Stock Exchange and cease its public reporting requirements [5]. Shareholder Information - Calibre shareholders will automatically receive Equinox Gold shares in their trading accounts within two weeks of the merger closing [6]. - Shareholders with physical certificates must submit a Letter of Transmittal to receive their Equinox Gold shares [6]. Advisory Roles - BMO Capital Markets and GenCap Mining Advisory served as financial advisors to Equinox Gold, while multiple firms provided advisory services to Calibre [7].

Core Viewpoint - ESGL Holdings Limited has received shareholder approval for its business combination with De Tomaso Automobili, aiming to enhance growth opportunities and shareholder value [1][2][3]. Group 1: Shareholder Approval - All proposals related to the business combination were approved by ESGL shareholders during the Extraordinary General Meeting held on June 10, 2025 [2]. - The proposals included the expansion of authorized share capital, potential share consolidation, a proposed name change, adoption of a revised charter, and authority to adjourn the meeting for maximum shareholder support [8]. Group 2: Strategic Implications - The Chairman and CEO of ESGL expressed confidence that the transaction will unlock new growth opportunities and expand the company's presence across various industries and markets [3]. - The company is actively working with Nasdaq to complete the listing review process and fulfill remaining closing conditions [3]. Group 3: Next Steps - The completion of the business combination is still subject to Nasdaq's approval and other customary closing conditions [2][3]. - Further updates will be provided as material developments occur [4].

Core Viewpoint - 180 Degree Capital Corp. is progressing with its proposed all-stock merger with Mount Logan Capital Inc., with the expectation that the new entity will operate as New Mount Logan and be listed on Nasdaq under the symbol "MLCI" [1][2][3] Group 1: Merger Details - An amended preliminary joint proxy statement/prospectus was filed with the SEC on June 12, 2025, regarding the merger [1] - The valuation of Mount Logan at the time of signing was approximately $67.4 million, with 180 Degree Capital shareholders receiving ownership in New Mount Logan based on 180 Degree Capital's net asset value at closing [1] - The SEC review process is ongoing, and the company aims to set record and meeting dates for a special meeting to seek shareholder approval during the third quarter of 2025 [2][3] Group 2: Shareholder Engagement - Approximately 14% of non-insider shareholders have signed voting agreements or provided non-binding indications of support for the merger [3] - The company appreciates the engagement from shareholders and is committed to addressing their questions and comments [3] Group 3: Company Background - 180 Degree Capital Corp. is a publicly traded registered closed-end fund focused on investing in undervalued small publicly traded companies, aiming for significant turnarounds through constructive activism [4]

Group 1 - The Company, Inflection Point Acquisition Corp. III, completed its initial public offering of 25,300,000 units on April 28, 2025, which includes 3,300,000 units from the underwriters' overallotment option [1] - Holders of the units will be able to separately trade Class A ordinary shares and rights starting on or about June 16, 2025, with the respective trading symbols being "IPCX" for Class A ordinary shares and "IPCXR" for rights [1] - The Company is led by a management team including Chairman and CEO Michael Blitzer, CFO Peter Ondishin, and COO Kevin Shannon [2] Group 2 - The Company intends to pursue a business combination with a North American or European business in disruptive growth sectors, but may consider opportunities in any industry or geographic region [2][5] - A registration statement for the securities was declared effective on April 24, 2025, in accordance with the Securities Act of 1933 [3]