TORONTO, Nov. 06, 2025 (GLOBE NEWSWIRE) -- Optiva Inc. (TSX:OPT) ("Optiva") is pleased to announce the mailing of its notices of meetings, management information circular (the "Circular"), forms of proxy and letters of transmittal (collectively, the "Meeting Materials") to (i) the shareholders of Optiva (the "Shareholders") in connection with the special meeting of Shareholders scheduled to commence at 10:00 a.m. (Toronto time) on November 27, 2025 (the "Shareholder Meeting") and (i) holders (the "Noteholde ...

Core Viewpoint - Berman Tabacco is investigating the proposal by controlling stockholders of Grindr Inc. to take the company private by cashing out public stockholders at $18.00 per share [1][2][3] Investigation Details - On October 14, 2025, Grindr received a letter from controlling stockholders George Raymond Zage, III and James Fu Bin Lu expressing interest in a going-private transaction [2] - On October 24, 2025, Zage and Lu made an offer to purchase all Grindr shares from minority stockholders for $18.00 per share [2] - Concerns have been raised regarding the independence of the special committee appointed by Grindr to review the transaction, especially since it previously authorized stock buybacks that increased Zage's ownership past 50% [2] - There is no indication that the transaction will require the affirmative vote of a majority of minority stockholders [2] Legal Investigation - Berman Tabacco is examining whether Grindr's controlling stockholders and board of directors have breached their fiduciary duties to stockholders in relation to the proposed transaction [3]

Core Viewpoint - Bright Scholar Education Holdings Limited has announced a merger agreement with Excellence Education Investment Limited, which will result in Bright Scholar becoming a wholly owned subsidiary of the parent company [1][5]. Merger Details - The merger will involve the cancellation of each American depository share (ADS) for a cash payment of US$2.30 per ADS, and each share of the company will be cancelled for US$0.575 per share, excluding certain shares [2]. - The merger consideration represents a premium of approximately 47.4% to the closing price of the ADSs on May 23, 2025, and premiums of approximately 39.4% and 35.9% to the volume-weighted average closing prices over the last 30 and 60 trading days, respectively [3]. Funding Structure - The merger will be funded through a combination of cash contributions from Wisdom Avenue Global Limited and Waterflower Investment Ltd., equity rollover by Sure Brilliant Global Limited, and a transfer of shares by Ultimate Wise Group Limited to Merger Sub for nominal value [4]. Board Approval - The merger agreement has been approved by the board of directors of Bright Scholar, following a unanimous recommendation from a special committee of independent directors [5]. Closing Timeline - The merger is expected to close in 2025, subject to customary closing conditions, and will result in Bright Scholar becoming a privately held company with its ADSs no longer listed on The New York Stock Exchange [6]. Legal and Advisory Support - Kroll, LLC is serving as the financial advisor to the special committee, while various law firms are providing legal counsel to both the company and the buyer group [7].

Core Viewpoint - THEMAC Resources Group Limited has entered into an arrangement agreement with Tulla Resources Group Pty. Ltd. for a going private transaction, where Tulla will acquire all outstanding common shares not already owned by it for cash consideration of $0.08 per share, representing an approximately 11% premium to the 20-day volume-weighted average trading price prior to the announcement [1]. Group 1: Transaction Details - The arrangement will be executed under the Yukon Business Corporations Act, and Tulla currently controls approximately 60.39% of the Company's outstanding shares [1]. - A special meeting of shareholders is scheduled for October 7, 2025, to approve the arrangement, requiring at least two-thirds of the votes cast and a simple majority excluding certain shares held by Tulla and related parties [2]. - The board of directors has unanimously determined that the arrangement is in the best interests of the Company and fair to shareholders, based on recommendations from a special committee of independent directors [4]. Group 2: Shareholder Support - In addition to Tulla's shares, certain directors and significant shareholders holding 14,804,130 common shares, representing 18.64% of the total, have entered into Voting and Support Agreements to vote in favor of the arrangement [5]. - 90.78% of the locked-up shareholders are affiliates or associates of Tulla, indicating strong support for the transaction [5]. Group 3: Valuation and Fairness - The recommendation for the transaction was based on a comprehensive valuation report and fairness opinion prepared by an independent valuator, which concluded that the consideration is fair to minority shareholders [9]. - A summary of the valuation and fairness opinion will be included in the information circular to be sent to shareholders [10]. Group 4: Conditions and Timeline - The transaction is subject to approval by the Supreme Court of Yukon and the TSX Venture Exchange, with an expected closing in mid to late October 2025 [8]. - Upon completion, the shares will be delisted from the TSXV, and the Company will apply to cease being a reporting issuer in applicable provinces [8].