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AS Inbank entered into merger agreement with Inbank Ventures OÜ
Globenewswire· 2025-06-20 13:30
Group 1 - AS Inbank has entered into a notarial merger agreement with its 100% subsidiary Inbank Ventures OÜ, resulting in Inbank Ventures OÜ ceasing to exist without liquidation, with AS Inbank becoming its legal successor [1] - The purpose of the merger is to align the Group's legal structure with its actual business operations and enhance organizational efficiency, while leaving consolidated assets, rights, and obligations unchanged [1] - The merger will take effect after receiving approval from the Financial Supervision and Resolution Authority, with completion expected in the first quarter of 2026 [2] Group 2 - Inbank operates as a financial technology company with an EU banking license, connecting merchants, consumers, and financial institutions on its embedded finance platform [3] - The company partners with over 5,600 merchants and has more than 941,000 active contracts, collecting deposits across 7 markets in Europe [3] - Inbank bonds are listed on the Nasdaq Tallinn Stock Exchange [3]
Logan Ridge Finance Corporation Announces Adviser Funded Cash Payment to Shareholders in Connection with its Merger with Portman Ridge Finance Corporation
Globenewswire· 2025-06-17 20:05
Core Viewpoint - Logan Ridge Finance Corporation (LRFC) has announced a merger with Portman Ridge Finance Corporation (PTMN), with a commitment from its investment adviser, Mount Logan Management LLC, to finance an additional cash payment of $0.47 per share to LRFC shareholders prior to the merger closing, effectively allowing shareholders to receive 100% of net asset value (NAV) as of March 31, 2025, adjusted for estimated transaction costs [1][2][3]. Summary by Sections Merger Agreement - LRFC has entered into a merger agreement with PTMN, with the investment adviser financing a pre-closing cash payment of $0.47 per share to shareholders of record as of May 6, 2025 [2]. - This payment, combined with a previously announced tax distribution of at least $1,000,000 (or $0.38 per share) and the exchange of shares at a ratio of 1.5x PTMN shares for each LRFC share, will ensure that shareholders receive 100% of LRFC's NAV [2]. Management Commentary - Ted Goldthorpe, President and CEO of LRFC and PTMN, expressed satisfaction with the agreement, highlighting the enhanced value for shareholders through the additional payment and appreciation for shareholder support during the process [4]. Shareholder Meeting - A special meeting for LRFC shareholders is scheduled for June 20, 2025, at 10:30 am ET, where shareholders are encouraged to vote according to the instructions in the joint proxy statement [4]. Company Background - LRFC is a business development company (BDC) that primarily invests in first lien loans and, to a lesser extent, second lien loans and equity securities of lower middle-market companies, focusing on well-established businesses with low cyclicality and operating risk [6]. - PTMN is also a publicly traded BDC that manages a portfolio of term loans, mezzanine investments, and selected equity securities in middle-market companies [7].
Shutterstock Receives Stockholder Approval for Proposed Merger with Getty Images
Prnewswire· 2025-06-10 21:19
Core Points - Shutterstock's stockholders approved the merger agreement with Getty Images, with approximately 82% of the shares voting in favor [1][2][3] - The merger aims to create a premier visual content company, enhancing capabilities in content creation, event coverage, and technology innovation [2][3] - The transaction is expected to close in the second half of 2025, pending regulatory approvals and customary conditions [3] Company Overview - Shutterstock is a leading global creative platform providing high-quality creative content for brands, digital media, and marketing companies [5] - The platform is supported by millions of creators and offers a diverse collection of 3D models, videos, music, photographs, vectors, and illustrations [5] - Shutterstock aims to deliver exceptional value to partners, contributors, and stockholders through its innovative technology and comprehensive resources [5]
Dada Announces Shareholders' Approval of Merger Agreement
Globenewswire· 2025-06-10 10:43
Core Viewpoint - Dada Nexus Limited has received shareholder approval for a merger agreement with JD Sunflower Investment Limited, which will result in Dada becoming a wholly owned subsidiary and a privately held company, leading to the termination of its ADS program and delisting from NASDAQ [1][2][3]. Group 1: Merger Details - The extraordinary general meeting of shareholders saw approximately 73.4% of total outstanding ordinary shares voting, with 92.1% of votes cast in favor of the merger agreement [2]. - The merger agreement was dated April 1, 2025, and involves the merger of Dada with JD Sunflower Merger Sub Limited, a wholly owned subsidiary of JD Sunflower Investment Limited [1][2]. - Upon completion, Dada will cease to exist as a publicly traded entity, and its American depositary shares will no longer be listed on any securities exchange [3]. Group 2: Company Overview - Dada Nexus Limited is recognized as China's leading local on-demand retail and delivery platform, operating JD NOW and Dada NOW, which are interconnected to enhance delivery efficiency and order volume [4]. - JD NOW serves as a major local on-demand retail platform, while Dada NOW provides delivery solutions across various industries, benefiting both platforms through increased order density and improved delivery experiences [4].
Logan Ridge Announces Change of Date to the Special Meeting of Stockholders to Allow Additional Time for Stockholders to Vote “FOR” the Merger Proposal
Globenewswire· 2025-06-05 23:35
Core Viewpoint - Logan Ridge Finance Corporation (LRFC) stockholders have shown strong support for the proposed merger with Portman Ridge Finance Corporation (PTMN), with leading independent proxy advisors recommending a "FOR" vote on the merger proposal [1][3]. Group 1: Merger Proposal Details - The Special Meeting of Stockholders for LRFC is rescheduled to June 20, 2025, to allow more time for stockholders to vote on the merger with PTMN [1]. - The Board of Directors of LRFC unanimously recommends that stockholders vote "FOR" the proposed merger [2][5]. - Stockholders eligible to vote are those on record as of May 6, 2025, and previously submitted proxies will be counted unless revoked [4]. Group 2: Voting Process - Stockholders can attend the meeting and cast their votes either in person or virtually through a designated website or phone number [2][5]. - The company encourages stockholders to vote their proxies as soon as possible to avoid delays in the meeting [5]. Group 3: Company Backgrounds - LRFC is a business development company that primarily invests in first lien loans and second lien loans, focusing on lower middle-market companies [6]. - PTMN is also a publicly traded business development company that manages a portfolio of term loans, mezzanine investments, and selected equity securities in middle market companies [7].
Portman Ridge Announces Change of Date to the Special Meeting of Stockholders to Allow Additional Time for Stockholders to Vote “FOR” the Share Issuance Proposal
Globenewswire· 2025-06-05 23:35
Group 1 - The Special Meeting of Stockholders for Portman Ridge Finance Corporation (PTMN) is rescheduled to June 20, 2025, to allow more time for stockholders to vote on the share issuance proposal related to the merger with Logan Ridge Finance Corporation (LRFC) [1][2] - Leading independent proxy advisors, Institutional Shareholder Services (ISS) and Glass Lewis, have both recommended that PTMN stockholders vote "FOR" the proposed merger [3][6] - The record date for stockholders eligible to vote remains May 6, 2025, and those who have already voted do not need to take further action [4][5] Group 2 - PTMN is a publicly traded, externally managed investment company regulated as a business development company (BDC) under the 1940 Act, focusing on middle market investments [6] - LRFC is also a BDC that primarily invests in first lien loans and equity securities of lower middle-market companies, employing fundamental credit analysis [7]
ConnectOne Bancorp, Inc. Completes Merger With the First of Long Island Corporation
Globenewswire· 2025-06-02 11:00
Core Viewpoint - ConnectOne Bancorp, Inc. has successfully completed its merger with The First of Long Island Corporation, creating a combined entity with approximately $14 billion in total assets, $11 billion in total deposits, and $11 billion in total loans [1]. Group 1: Merger Details - The merger allows ConnectOne to operate under a unified brand, enhancing its scale and capabilities while maintaining a client-first culture [2]. - First of Long Island shareholders received 0.5175 shares of ConnectOne common stock for each share of FLIC common stock owned, along with cash for any fractional shares [3]. Group 2: Leadership and Governance - Following the merger, ConnectOne's Board of Directors has expanded to 15 members, with Christopher Becker appointed as Vice Chairman [4]. - The addition of new board members is expected to bring valuable industry expertise and strategic insight to support the company's growth [5]. Group 3: Company Overview - ConnectOne Bancorp operates through its subsidiary, ConnectOne Bank, and its fintech subsidiary, BoeFly, Inc., focusing on small to middle-market businesses [6].
Uniti(UNIT) - 2025 FY - Earnings Call Presentation
2025-05-28 14:39
TD Cowen 53rd Annual Technology, Media & Telecom Conference May 28, 2025 Together, Building the Future Safe Harbor Statement Forward-Looking Statements Certain statements in this communication may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended from time to time. Those forward-looking statements include all statements that are not historical statements of fact, including, without limitation, statements regarding the anticipated clo ...
Hudson Global (HSON) Earnings Call Presentation
2025-05-22 08:23
Merger Highlights - The proposed merger aims to create a larger multi-sector holding company, targeting inclusion in the Russell 2000 index[11] - The combined company, NewCo, projects $40 million in Adjusted EBITDA by 2030, a significant increase from the pro forma $6.4 million in 2024[11] - NewCo anticipates at least $2 million in annualized cost savings within 12 months, potentially generating approximately $0.57 in incremental pro-forma EPS[11] - NewCo expects to better utilize Hudson's Net Operating Losses (NOLs), with a potential value of $14.45 per pro-forma share[11] Strategic Rationale - The merger diversifies revenues for both Hudson and Star, creating pro-forma annualized revenues of $210 million, compared to $140.1 million and $53.4 million respectively in FY 2024[19] - The combined entity anticipates approximately $2 million in annualized savings from corporate overhead and public company costs[19] - Hudson has $240 million in usable US Federal NOLs, which NewCo can better utilize to shield more US taxable income[19] - The combined cash position of the companies was $23.3 million as of December 31, 2024, with Hudson holding $17.7 million and Star holding $5.6 million[19] Transaction Details - Hudson will acquire all outstanding common shares of Star, issuing 0.23 common shares of HSON for each common share of STRR[25] - Upon completion of the merger, Hudson shareholders will own approximately 79% stake in NewCo, and Star shareholders will own approximately 21%[25]
Eyenovia Provides Updates on Potential Merger with Betaliq and Development of the Optejet User Filled Device (UFD), and Reports First Quarter 2025 Financial Results
Globenewswire· 2025-05-19 21:30
Merger Negotiations - Eyenovia is in ongoing negotiations for a binding merger agreement with Betaliq, a clinical-stage pharmaceutical company focused on glaucoma [2] - The exclusivity period for the merger discussions has been extended until June 7, 2025, to facilitate the completion of the agreement [2] Optejet Development - The development of the Optejet user-filled device (UFD) is progressing well, with plans to file for U.S. regulatory approval in September 2025 [3] - Approval of the Optejet could lead to multiple commercial opportunities, both directly with consumers and through partnerships with eye care practitioners and license partners [3] Financial Performance - For Q1 2025, Eyenovia reported a net loss of $3.5 million, or $1.59 per share, a significant improvement from a net loss of $10.9 million, or $18.75 per share, in Q1 2024 [6][16] - Research and development expenses decreased by 85% to $0.7 million in Q1 2025, compared to $4.4 million in Q1 2024 [6] - General and administrative expenses were reduced by 35% to $2.4 million in Q1 2025, down from $3.6 million in Q1 2024 [7] - Total operating expenses for Q1 2025 were $3.0 million, a decrease of 70% from $10.1 million in Q1 2024 [7] Cash Position - As of March 31, 2025, the company's unrestricted cash and cash equivalents were $3.9 million, an increase from $2.1 million at the end of 2024 [7][14] - A debt restructuring agreement was entered into earlier this year, deferring certain repayment obligations until October 2025, which has contributed to extending the company's cash runway [4][5]