Scheme

Leading Independent Proxy Advisory Firm Glass Lewis Recommends IMAX China Shareholders Vote "FOR" the Privatization Transaction with IMAX Corporation

Retrieved on: 
월요일, 10월 2, 2023

NEW YORK, Oct. 1, 2023 /PRNewswire/ -- IMAX Corporation (NYSE: IMAX) today announced that leading proxy advisory firm Glass, Lewis & Co. ("Glass Lewis") has recommended that shareholders of IMAX China (HKSE:1970), a Hong Kong-listed subsidiary established by IMAX Corporation to oversee its business in Greater China, vote "FOR" the Company's previously announced privatization transaction with IMAX.  Previously, leading proxy advisory firm Institutional Shareholder Services Inc. ("ISS") also recommended in favor of the privatization transaction.

Key Points: 
  • NEW YORK, Oct. 1, 2023 /PRNewswire/ -- IMAX Corporation (NYSE: IMAX) today announced that leading proxy advisory firm Glass, Lewis & Co. ("Glass Lewis") has recommended that shareholders of IMAX China (HKSE:1970), a Hong Kong-listed subsidiary established by IMAX Corporation to oversee its business in Greater China, vote "FOR" the Company's previously announced privatization transaction with IMAX.
  • Previously, leading proxy advisory firm Institutional Shareholder Services Inc. ("ISS") also recommended in favor of the privatization transaction.
  • Earlier, ISS also encouraged IMAX China shareholders to vote "FOR" the Company's previously announced privatization transaction with IMAX2:
    "The Offer Price is deemed fair and reasonable.
  • IMAX China has scheduled an Extraordinary Shareholders Meeting to approve the proposed transaction with IMAX for October 10, 2023.

Leading Independent Proxy Advisory Firm ISS Recommends IMAX China Shareholders Vote "FOR" the Privatization Transaction with IMAX Corporation

Retrieved on: 
수요일, 9월 27, 2023

NEW YORK, Sept. 26, 2023 /PRNewswire/ -- IMAX Corporation (NYSE: IMAX) today announced that leading independent proxy advisory firm Institutional Shareholder Services, Inc. ("ISS") has recommended that shareholders of IMAX China (HKSE:1970), a Hong Kong-listed subsidiary established by IMAX Corporation to oversee its business in Greater China, vote "FOR" the Company's previously announced privatization transaction with IMAX.

Key Points: 
  • Highlights the Long-Term Benefits of the Deal, Including the Ability to Fuel New Growth in China While Reducing Operation Costs
    NEW YORK, Sept. 26, 2023 /PRNewswire/ -- IMAX Corporation (NYSE: IMAX) today announced that leading independent proxy advisory firm Institutional Shareholder Services, Inc. ("ISS") has recommended that shareholders of IMAX China (HKSE:1970), a Hong Kong-listed subsidiary established by IMAX Corporation to oversee its business in Greater China, vote "FOR" the Company's previously announced privatization transaction with IMAX.
  • Upon approval of the offer and the scheme of arrangement, IMAX Corporation will own 100% of IMAX China.
  • IMAX China has scheduled an Extraordinary Shareholders Meeting to approve the proposed transaction with IMAX for October 10, 2023.
  • The full IFA letter is contained in the scheme document jointly issued by IMAX China and IMAX Corporation on September 15, 2023.

Carbon Revolution Announces Completion of SEC Review and Scheduling of Twin Ridge Shareholder Meeting

Retrieved on: 
목요일, 9월 14, 2023

As previously announced, the merger of the Company and Twin Ridge Capital Acquisition Corp. ("Twin Ridge") (NYSE: TRCA) will be effected by way of MergeCo acquiring the Company (via a scheme of arrangement ("Scheme")) and Twin Ridge (via a merger ("Business Combination")) (collectively, the "Transaction").

Key Points: 
  • As previously announced, the merger of the Company and Twin Ridge Capital Acquisition Corp. ("Twin Ridge") (NYSE: TRCA) will be effected by way of MergeCo acquiring the Company (via a scheme of arrangement ("Scheme")) and Twin Ridge (via a merger ("Business Combination")) (collectively, the "Transaction").
  • The declaration of effectiveness of the Registration Statement, following the completion of the SEC's review of the Registration Statement, permits Twin Ridge to schedule a meeting of its shareholders to approve the Business Combination.
  • On September 8, 2023, MergeCo filed with the SEC, and Twin Ridge commenced mailing to its shareholders, the final proxy statement/prospectus contained in the Registration Statement for consideration by Twin Ridge shareholders in approving the Business Combination and related matters at a meeting proposed to be held on September 26, 2023 (New York time) (the "Twin Ridge Shareholder Meeting").
  • Redemption requests by TRCA public shareholders must be made two business days prior to the Twin Ridge Shareholder Meeting but may be withdrawn prior to the meeting.

Cenntro Electric Group Limited Announces Proposed Re-domiciliation to the United States

Retrieved on: 
월요일, 9월 11, 2023

The Scheme is subject to court approval in Australia, as well as approval by Cenntro Shareholders.

Key Points: 
  • The Scheme is subject to court approval in Australia, as well as approval by Cenntro Shareholders.
  • If the Scheme is implemented, Cenntro will become a wholly owned subsidiary of HoldCo.
  • The directors of Cenntro intend to vote all Cenntro Shares they hold in favor of the Scheme, subject to the same qualifications.
  • Cenntro has retained MinterEllison as its Australian legal advisor, and Ortoli Rosenstadt LLP as its U.S. legal advisor.

Newmont Announces Date of Special Meeting of Stockholders and Filing of Definitive Proxy Statement for Acquisition of Newcrest

Retrieved on: 
금요일, 9월 8, 2023

Newmont Corporation (NYSE: NEM, TSX: NGT) has announced a special meeting of stockholders and the filing of its definitive proxy statement in connection with the Company’s proposed acquisition of Newcrest Mining Limited (ASX, TSX, PNGX: NCM) by way of a Scheme of Arrangement (“Scheme”).

Key Points: 
  • Newmont Corporation (NYSE: NEM, TSX: NGT) has announced a special meeting of stockholders and the filing of its definitive proxy statement in connection with the Company’s proposed acquisition of Newcrest Mining Limited (ASX, TSX, PNGX: NCM) by way of a Scheme of Arrangement (“Scheme”).
  • Newmont notified stockholders that the meeting will take place virtually on Wednesday, October 11, 2023, at 8:00 a.m. Mountain Daylight Time.
  • Newmont stockholders will be asked to vote on, among other proposals, the issuance of shares of Newmont common stock in connection with the Scheme.
  • Newmont’s Board of Directors unanimously recommends that Newmont stockholders vote in favor of each of the proposals that are included in the definitive proxy statement.

Mitsubishi Corporation: Rice-paddy Methane Reduction Project Receives J-Credit Scheme Approval

Retrieved on: 
수요일, 6월 28, 2023

The project, which aims to reduce rice-paddy methane emissions by prolonging mid-season drainage periods(3), is one of MC's decarbonization initiatives.

Key Points: 
  • The project, which aims to reduce rice-paddy methane emissions by prolonging mid-season drainage periods(3), is one of MC's decarbonization initiatives.
  • Methane from rice paddies accounts for roughly 40% of all methane emissions in Japan.
  • One such challenge is the reduction of its methane emissions.
  • The objectives of MC's project are to monitor efforts by rice growers to reduce methane emissions in this manner, calculate their reduction amounts and manage the procedure to register certification of credit.

Allkem and Livent Announce Board of Directors for New TopCo

Retrieved on: 
수요일, 8월 2, 2023

Allkem Chair Peter Coleman commented "We are pleased to announce the new Board of Directors for the merged company.

Key Points: 
  • Allkem Chair Peter Coleman commented "We are pleased to announce the new Board of Directors for the merged company.
  • "I would also like to acknowledge both Richard and Martin who will be retiring as directors following completion of the Transaction.
  • We are grateful for their experience, leadership, and collaboration on the Livent board and for all of the contributions they have made in getting Livent to its current position."
  • The amendment to the Transaction Agreement reflects the decision that the New TopCo Board as of the closing of the Transaction will now comprise 12 members, instead of the previously contemplated 14 members, consisting of six directors nominated by Allkem and six directors nominated by Livent.

Incannex Announces Intention to Redomicile to United States, List all Shares on Nasdaq

Retrieved on: 
월요일, 7월 10, 2023

MELBOURNE, Australia, July 10, 2023 (GLOBE NEWSWIRE) --  Incannex Healthcare Limited (NASDAQ: IXHL) (ASX: IHL), (Incannex, IHL or the Company) is pleased to announce its intention to redomicile from Australia to the United States via proposed schemes of arrangement (Schemes) between Incannex and its shareholders (Share Scheme) and Incannex and its optionholders (Option Scheme). Implementation of the Schemes is subject to approval of IHL's shareholders (in respect of the Share Scheme) and IHL's optionholders (in respect of the Option Scheme) and other regulatory and court approvals.

Key Points: 
  • Incannex has already achieved registration of its ordinary shares from the US Securities and Exchange Commission (SEC).
  • Since February 2022, Incannex’s ordinary shares, in the form of American Depository Receipts (ADRs), have been trading in the United States since gaining Nasdaq Global market listing status.
  • Pursuant to the Share Scheme:
    holders of fully paid ordinary shares in Incannex (Incannex Shares) will be entitled to receive one share of common stock in Incannex US (Incannex US Share) for every 100 Incannex Shares held on the record date for the Share Scheme; and
    holders of Incannex ADRs will be entitled to receive one Incannex US Share for every four ADRs (each ADR currently represents 25 Incannex Shares) held in Incannex on the Share Scheme record date.
  • Incannex has engaged Thomson Geer to assist in the implementation of the Schemes and Rimôn Law to assist in the Nasdaq listing of Incannex US.

Victims now know they were right about robodebt all along. Let the royal commission change the way we talk about welfare

Retrieved on: 
금요일, 7월 7, 2023

The long-awaited robodebt royal commission report landed today, making searing adverse findings against both politicians and bureaucrats.

Key Points: 
  • The long-awaited robodebt royal commission report landed today, making searing adverse findings against both politicians and bureaucrats.
  • Read more:
    Robodebt royal commissioner makes multiple referrals for prosecution, condemning scheme as 'crude and cruel'

Consequences

    • The report leaves a core question unanswered: will anyone ever face consequences for what happened?
    • Robodebt Royal Commissioner Catherine Holmes’ decision to keep referrals confidential should be perceived as victim-centred.
    • It’s a mechanism that is particularly precious to the marginalised, those failed by the media and party political cycles.

Holmes’ challenge for Australians

    • This reflects the arguments of advocates that even if it had been lawful, robodebt was still a scandal.
    • The commissioner’s call to consider raising the rate of JobSeeker directs us to the bigger picture.
    • Welfare advocates in this country can now forcefully critique any government program that trades on stigma or vulnerability and ignores real-life suffering.
    • As the report reads:
      politicians need to lead a change in social attitudes to people receiving welfare payments.

‘Robodebt’: the power of a word

    • The report detailed:
      The beginning of 2017 was the point at which Robodebt’s unfairness, probable illegality and cruelty became apparent.
    • The government was, the DHS and DSS ministers maintained, acting righteously to recoup taxpayers’ money from the undeserving.
    • To Asher Wolf, Lyndsey Jackson, Amy Patterson and the forever anonymous volunteers who built the very word on everyone’s lips.
    • The people who were told it was disrespectful and wrong to even use the word “robodebt”.

Change comes from the outside

    • Robodebt stands as a warning against rose-tinted visions of the rule of law, or any idea our institutions are inherently self-correcting.
    • Commissioner Holmes has named that as the path to real change.

Thales proposes to acquire Tesserent in a recommended transaction, expanding its global cybersecurity leadership

Retrieved on: 
화요일, 6월 13, 2023

The combination of Thales and Tesserent will create an experienced provider of much needed cybersecurity services in Australia and New Zealand at a time when the market is expecting double-digit growth through to 2026.

Key Points: 
  • The combination of Thales and Tesserent will create an experienced provider of much needed cybersecurity services in Australia and New Zealand at a time when the market is expecting double-digit growth through to 2026.
  • The Tesserent business will continue to be known as Tesserent, and its visual identity will incorporate the “Cyber Solutions by Thales” tagline.
  • It will become the lead Cybersecurity offering of Thales Australia and New Zealand.
  • It will accelerate the growth of cyber solutions operations for Thales customers in Australia and New Zealand, supported by the scale, balance sheet and know-how of the global Thales business.