Securities Act

ITT Holdings Announces Planned Offering of $1.22 Billion of Senior Notes

Retrieved on: 
Monday, June 21, 2021
73rd United States Congress, Securities Act, U.S. Securities and Exchange Commission, Financial markets, United States Securities Regulation, Security

NEW ORLEANS, June 21, 2021 (GLOBE NEWSWIRE) -- ITT Holdings LLC (ITT) announced today that it intends to offer $1.22 billion aggregate principal amount of senior notes due 2029 (the notes) in an unregistered offering, subject to market conditions.

Key Points: 
  • NEW ORLEANS, June 21, 2021 (GLOBE NEWSWIRE) -- ITT Holdings LLC (ITT) announced today that it intends to offer $1.22 billion aggregate principal amount of senior notes due 2029 (the notes) in an unregistered offering, subject to market conditions.
  • Unless they are registered, the notes may be offered only in transactions that are exempt from registration under the Securities Act and applicable state securities laws.
  • Forward-looking statements include statements in this news release regarding the potential securities offering and our expectations regarding the use of proceeds.
  • ITT Holdings LLC is one of the largest providers of independent, or third-party, bulk liquid terminal services in North America.

DGAP-News: hGears AG: Post-Stabilisation disclosure - Partial exercise of the Greenshoe Option

Retrieved on: 
Friday, June 18, 2021
Finance, Money, U.S. Securities and Exchange Commission, Financial markets, 73rd United States Congress, Stock market, Initial public offering, Securities Act, Security, Public offering, Regulation D, Regulation S-K

There will be no public offering of the securities in the United States.

Key Points: 
  • There will be no public offering of the securities in the United States.
  • The Securities of the Company have not been, and will not be, registered under the Securities Act.
  • This document is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons.
  • This publication constitutes neither an offer to sell nor a solicitation to buy any securities.

KemPharm Announces Exercise of Existing Warrants and Issuance of Warrants in Private Placement

Retrieved on: 
Friday, June 18, 2021
Finance, Money, Financial markets, Corporate finance, Equity securities, Options, Stock market, Warrant, Security, Private placement, Securities Act

The new warrants are immediately exercisable and have substantially the same terms as the existing warrants, except that the new warrants have an exercise price of $16.50 per share and expire on December 31, 2026.

Key Points: 
  • The new warrants are immediately exercisable and have substantially the same terms as the existing warrants, except that the new warrants have an exercise price of $16.50 per share and expire on December 31, 2026.
  • The aggregate gross proceeds from the exercise of the existing warrants and the issuance of the new warrants are expected to total approximately $39.1 million, before deducting the financial advisory fees.
  • Roth Capital Partners is acting as a financial advisor in connection with the private placement.
  • The securities offered in the private placement have not been registered under the Securities Act of 1933, as amended, or applicable under state securities laws.

Predictmedix Inc. Files Registration Statement on Form 20-F With the SEC

Retrieved on: 
Friday, June 18, 2021
Communication, Forward-looking statement, Securities Act, Auditing, SEC filings, Articles, Finance, Economy, Regulation S-K

This news release may contain forward-looking statements and information based on current expectations.

Key Points: 
  • This news release may contain forward-looking statements and information based on current expectations.
  • These statements should not be read as guarantees of future performance or results of the Company.
  • Although such statements are based on management's reasonable assumptions, there can be no assurance that such assumptions will prove to be correct.
  • Persons", as such term is defined in Regulations under the U.S. Securities Act, absent registration or an applicable exemption from such registration requirements.

Epsilon Announces AGM Results

Retrieved on: 
Wednesday, June 16, 2021
73rd United States Congress, Financial markets, U.S. Securities and Exchange Commission, Finance, Securities Act, United States Securities Regulation, Security, Government, SEC filings, Federal Deposit Insurance Corporation, Form 144, Municipal Securities Rulemaking Board

The securities described in the news release have not been registered under the United Stated Securities Act of 1933, as amended, (the 1933 Act) or state securities laws.

Key Points: 
  • The securities described in the news release have not been registered under the United Stated Securities Act of 1933, as amended, (the 1933 Act) or state securities laws.
  • Any holder of these securities, by purchasing such securities, agrees for the benefit of Epsilon Energy Ltd. (the Corporation) that such securities may not be offered, sold, or otherwise transferred only (A) to the Corporation or its affiliates; (B) outside the United States in accordance with applicable state laws and either (1) Rule 144(as) under the 1933 Act or (2) Rule 144 under the 1933 Act, if applicable.

LifeSci Acquisition II Corp. Announces Confidential Submission of S-4 Registration Statement Related to Proposed Business Combination

Retrieved on: 
Wednesday, June 16, 2021
U.S. Securities and Exchange Commission, 73rd United States Congress, Initial public offering, Securities Act, Prospectus, Registration statement, United States Securities Regulation, Financial markets, Financial economics

This press release contains certain forward-looking statements within the meaning of the federal securities laws with respect to the proposed transaction between Science 37 and LifeSci.

Key Points: 
  • This press release contains certain forward-looking statements within the meaning of the federal securities laws with respect to the proposed transaction between Science 37 and LifeSci.
  • This document relates to a proposed transaction between Science 37 and LifeSci.
  • LifeSci intends to publicly file a registration statement on Form S-4 that will include a proxy statement of LifeSci and a prospectus of LifeSci.
  • No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.

Colgate Energy Announces $400 Million Private Placement of Senior Notes Due 2029

Retrieved on: 
Wednesday, June 16, 2021
Oil, Gas, Energy, Financial markets, Finance, U.S. Securities and Exchange Commission, Money, 73rd United States Congress, Stock market, SEC Rule 144A, Securities Act, Qualified institutional buyer, United States Securities Regulation, Security, Private placement

Colgate Energy Partners III, LLC (Colgate) announced today that, subject to market conditions, it intends to offer for sale in a private placement under Rule 144A and Regulation S of the Securities Act of 1933, as amended (the Securities Act), to eligible purchasers $400 million in aggregate principal amount of senior unsecured notes due 2029. Colgate intends to use the net proceeds from this offering to fund a portion of the acquisition of certain assets of Occidental in Reeves and Ward Counties (the Occidental Acquisition).

Key Points: 
  • Colgate Energy Partners III, LLC (Colgate) announced today that, subject to market conditions, it intends to offer for sale in a private placement under Rule 144A and Regulation S of the Securities Act of 1933, as amended (the Securities Act), to eligible purchasers $400 million in aggregate principal amount of senior unsecured notes due 2029. Colgate intends to use the net proceeds from this offering to fund a portion of the acquisition of certain assets of Occidental in Reeves and Ward Counties (the Occidental Acquisition).
  • Colgate plans to offer and sell the notes only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to persons outside the United States pursuant to Regulation S under the Securities Act.
  • This communication includes statements regarding this private placement that may contain forward-looking statements within the meaning of federal securities laws.
  • Colgate believes that its expectations and forecasts are based on reasonable assumptions; however, no assurance can be given that such expectations and forecasts will prove to be correct.

Renesas Announces Withdrawal of Shelf Registration for Issuance of New Shares

Retrieved on: 
Wednesday, June 16, 2021
Semiconductor, Internet, Hardware, Mobile, Wireless, Technology, Financial markets, Stock market, U.S. Securities and Exchange Commission, Shelf registration, Finance, Security, Securities Act, Renesas Electronics, Financial economics, Shelf, SuperH

The shelf registration was withdrawn due to the completion of the offering of shares scheduled under the shelf registration.

Key Points: 
  • The shelf registration was withdrawn due to the completion of the offering of shares scheduled under the shelf registration.
  • For details thereof, please see the press release dated May 28, 2021, entitled Renesas Announces Issuance of New Shares and Secondary Offering of Shares , and the press release dated June 9, 2021, entitled Renesas Announces Determination of Issue Price, Selling Price and Other Matters .
  • Note: This press release has been prepared for the purpose of announcing to the public certain matters relating to withdrawal of shelf registration for the issuance of new shares of Renesas, and not for the purpose of soliciting investment or engaging in any other similar activities within or outside Japan.
  • The securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act.

J.P. Morgan Securities PLC: Pre-stabilisation Period Announcement

Retrieved on: 
Tuesday, June 15, 2021
U.S. Securities and Exchange Commission, Financial markets, Stock market, Finance, 73rd United States Congress, Securities Act, Security, Financial economics, Subscription

Stabilisation period expected to start on:

Key Points: 
  • Stabilisation period expected to start on:
    Stabilisation period expected to end no later than:
    Existence, maximum size and conditions of use of over-allotment facility:
    The Stabilisation Manager(s) may over-allot the securities in an amount not exceeding 5% of the aggregate nominal amount stated above.
  • This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Issuer in any jurisdiction.
  • The securities have not been, and will not be, registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an exemption from registration.
  • There will be no public offer of securities in the United States.

Assurant Announces Closing of Public Offering of Senior Notes

Retrieved on: 
Monday, June 14, 2021
Insurance, Professional services, Initial public offering, Finance, Financial economics, Money, Financial markets, U.S. Securities and Exchange Commission, Assurant, Public offering, AIZ, Prospectus, Securities Act, Underwriting

Assurant, Inc. (NYSE: AIZ) (Assurant), a leading global provider of lifestyle and housing solutions that support, protect and connect major consumer purchases, today announced the closing of a public offering of $350.0 million aggregate principal amount of its 2.650% Senior Notes due 2032 (the Notes).

Key Points: 
  • Assurant, Inc. (NYSE: AIZ) (Assurant), a leading global provider of lifestyle and housing solutions that support, protect and connect major consumer purchases, today announced the closing of a public offering of $350.0 million aggregate principal amount of its 2.650% Senior Notes due 2032 (the Notes).
  • The net proceeds from the sale of the Notes will be approximately $346.2 million, after deducting underwriting discounts and commissions and estimated offering expenses payable by Assurant.
  • The offering of the Notes was registered under the Securities Act of 1933, as amended.
  • The offering and sale of the Notes was made only by means of a prospectus and an accompanying prospectus supplement related to the offering.