Core Viewpoint - DallasNews Corporation has rejected an unsolicited acquisition proposal from MNG Enterprises, Inc. and reaffirmed its commitment to a merger agreement with Hearst, which has been amended to increase the purchase price from $14.00 to $15.00 per share in cash [2][5]. Summary by Sections Acquisition Proposals - DallasNews received a non-binding proposal from MNG Enterprises to acquire its shares at $16.50 per share, which was reviewed and rejected by the Board [2][4]. - The Board concluded that the Alden Proposal does not qualify as a "Superior Proposal" under the existing Hearst Merger Agreement [4]. Hearst Merger Agreement - On July 9, 2025, DallasNews entered into a definitive agreement with Hearst to acquire all outstanding shares at $14.00 per share, which was later amended to $15.00 per share at the Board's request [3][5]. - Robert W. Decherd, who controls a significant portion of the voting power, has committed to vote in favor of the Hearst merger and against alternative proposals [3][4]. Shareholder Rights Plan - The Board adopted a shareholder rights plan to protect against potential hostile takeovers, particularly in response to the Alden Proposal [6][7]. - The rights plan allows shareholders to purchase additional shares at a discounted price if a person or group acquires 10% or more of the Company's Series A common stock without Board approval [8][9]. - The rights plan is effective immediately and will expire on July 26, 2026, unless terminated earlier [10]. Financial Advisory - J.P. Morgan Securities LLC is serving as the exclusive financial advisor to DallasNews, while Haynes Boone is providing legal advice [11].

Core Points - Erdene Resource Development Corporation's shareholders voted in favor of all items at the Annual and Special Meeting held on June 25, 2025 [1] Group 1: Board and Executive Appointments - Shareholders approved management's nominees to the board of directors with high support, including Peter C. Akerley (99.76% for), Dr. Anna G. Biolik (99.61% for), T. Layton Croft (99.42% for), Kenneth W. MacDonald (99.76% for), and Cameron McRae (99.76% for) [2] - The board appointed Peter Akerley as President and CEO, T. Layton Croft as Chairman, Robert Jenkins as CFO, and Suzan Frazer as Corporate Secretary for the upcoming year [3] Group 2: Auditor and Rights Plan - MNP LLP was appointed as the Auditor of the Company until the next annual general meeting, with directors authorized to fix the Auditor's remuneration [4] - Shareholders approved the termination of the Company's shareholder rights plan effective June 26, 2025 [5] Group 3: Share Consolidation - A special resolution for the consolidation of all issued and outstanding common shares on a basis of one post-consolidated share for every six pre-consolidated shares was approved [6] - The board has been authorized to determine the effective date of the consolidation or to decide against proceeding without further shareholder approval [7] - The consolidation is subject to final approval from the Toronto Stock Exchange, with additional details available in the Company's management information circular [8] Group 4: Company Overview - Erdene Resource Development Corp. is focused on bringing the Bayan Khundii Gold Mine into production in late 2025 and is involved in the acquisition, exploration, and development of precious and base metals in Mongolia [9]

Core Viewpoint - The Board of Directors of Victoria's Secret & Co. has adopted a limited-duration shareholder rights plan to protect the interests of all shareholders in response to significant stock accumulation by BBRC International Pte Limited [2][3][4] Group 1: Rights Plan Details - The Rights Plan is effective immediately and will expire in one year, specifically on May 18, 2026 [2][8] - Each shareholder will receive one right for each share of common stock as of May 29, 2025, which will initially trade with the common stock [5][8] - The rights become exercisable if any person acquires 15% or more of the outstanding common stock, or 20% for certain passive investors [5][6] Group 2: Rationale for the Rights Plan - The Board adopted the Rights Plan due to the substantial accumulation of shares by BBRC, which began increasing its position to approximately 13% starting in March 2025 [3][6] - The Board expressed concerns about the current market dislocation in the retail sector and its impact on the trading value of the Company's shares, which they believe does not reflect the inherent value of VS&Co [3][4] - The Rights Plan aims to ensure fair treatment of all shareholders in the event of a takeover and to prevent control from being gained without appropriate compensation [4][6] Group 3: Engagement with BBRC - The Company has maintained open dialogue with BBRC and values their investment, indicating a willingness to continue discussions [4] - BBRC has a history of acquiring controlling interests in retail companies and has recently launched a new global lingerie and beauty brand [6][4] Group 4: Company Overview - Victoria's Secret & Co. is a specialty retailer known for its fashion-inspired collections, including lingerie, sleepwear, and beauty products, with a global presence of approximately 1,380 retail stores in nearly 70 countries [9]

Core Points - Morien Resources Corp. announced that shareholders voted in favor of all items at the Annual and Special Meeting of Shareholders held on May 14, 2025 [1] Group 1: Election of Directors - The Board set the number of directors at four, re-electing John Budreski, Dawson Brisco, Mary Ritchie, and Beau White for the upcoming year [2] - The Board confirmed the appointment of executive officers: John Budreski as Executive Chairman, Dawson Brisco as President and CEO, Susanne Willett as CFO, and Suzan Frazer as Corporate Secretary [2] Group 2: Appointment of Auditor - MNP LLP was re-appointed as the Company's auditor until the next annual meeting or until a successor is appointed, with remuneration to be determined by the Board [3] Group 3: Approval of Stock Option Plan - Shareholders re-approved the Company's 10% rolling incentive stock option plan in accordance with TSX Venture Exchange rules [4] Group 4: Continuance of Shareholder Rights Plan - Shareholders approved the reconfirmation and continuance of the Company's shareholder rights plan, originally approved in 2019, which requires affirmation every three years [5] - The Rights Plan aims to provide the Board and shareholders time to consider future takeover bids, ensuring fair treatment for all shareholders [5] Group 5: Company Overview - Morien is a mining development company based in Nova Scotia, established in 2012, focusing on direct prosperity for Nova Scotians [6] - The Company's primary assets include a royalty on coal sales from the Donkin Mine and a royalty on aggregate sales from the Black Point Project [6] - Morien emphasizes shareholder returns over corporate size and has 51,292,000 issued common shares, with a fully diluted position of 53,992,000 [6]

Core Points - Dundee Precious Metals Inc. held its Annual and Special Meeting of Shareholders on May 7, 2025, with 132,500,374 common shares voted, representing approximately 77.83% of outstanding shares [1] Group 1: Election of Directors - All director nominees were elected with high support, including Dr. Nicole Adshead-Bell (98.65% in favor), Robert M. Bosshard (98.33% in favor), and David Rae (99.73% in favor) [2] Group 2: Appointment of Auditor - PricewaterhouseCoopers LLP was appointed as the auditor with 91.82% of votes in favor and 8.18% votes withheld [3] Group 3: Approval of Shareholder Rights Plan - The Shareholder Rights Plan was approved with 96.51% of votes in favor and 3.49% against [4] Group 4: Approach to Executive Compensation - The advisory resolution on executive compensation received significant support, with 99.04% of votes in favor [5] Group 5: Company Overview - Dundee Precious Metals Inc. is a Canadian-based international gold mining company with operations in Bulgaria, Serbia, and Ecuador, aiming to become a mid-tier precious metals company focused on sustainable and efficient gold production [6][7]

Core Points - TransAlta Corporation held its Annual and Special Meeting of Shareholders on April 24, 2025, with 188,962,557 common shares represented, accounting for 63.43% of the outstanding shares [1] - The eleven director nominees proposed by management were elected with high approval rates, the lowest being 91.13% for Thomas M. O'Flynn [1] - Ernst & Young LLP was appointed as the auditors for 2025, receiving 96.74% approval [2] - The non-binding advisory vote on executive compensation was approved with 98.90% in favor [3] - The continuation of the Company's Amended and Restated Shareholder Rights Plan was approved with 97.44% support [4] Company Overview - TransAlta owns and operates a diverse fleet of electrical power generation assets in Canada, the United States, and Australia, focusing on long-term shareholder value [6] - The company is one of Canada's largest producers of wind power and Alberta's largest producer of thermal generation and hydro-electric power [6] - TransAlta has achieved a 70% reduction in GHG emissions, equating to 22.7 million tonnes CO2e since 2015, and has received an upgraded MSCI ESG rating of AA [6]