Earnout

AERKOMM and Nasdaq-Listed IX Acquisition Corp. Announce Merger Agreement and US $35 Million Private Placement

Retrieved on: 
Friday, March 29, 2024
LEO, MEO, Communication, AKOM, Aerospace, Telecommunications, BCA, Boeing, Low Earth orbit, Aviation, Private sector, HEO, Business analyst, NTN, Earnout, Unmanned aerial vehicle, OTCQX, Data-rate units, Annual report, PIPE, GEO, Defense, Communications satellite

SILICON VALLEY, Calif., March 29, 2024 (GLOBE NEWSWIRE) -- AERKOMM Inc. (Euronext: AKOM, OTCQX: AKOM, “AERKOMM”), an innovative satellite technology company providing multi-orbit broadband connectivity solutions, and IX Acquisition Corp (Nasdaq: IXAQU, “IXAQ”), a SPAC focused on the technology, media and telecommunications industries, have entered into a definitive Business Combination Agreement (“BCA”) and raised US $35 million in a private placement.

Key Points: 
  • Adjusted enterprise value of AERKOMM is US $200 million, as well as up to US $200 million of earnout shares for the AERKOMM shareholders, if certain milestones are achieved.
  • Transaction supported by a fund-raise of US $35 million common equity PIPE (Private Investment in Public Equity) subscribed concurrently with the signing of the BCA.
  • There may be more capital raised prior to the business combination, but there is no minimum cash condition for the transaction.
  • AERKOMM is developing partnerships with both public and private sector clients that have increasing demands for multi-beam and multi-orbit satellite communications solutions.

Pineapple Energy Reports Fourth Quarter and Full Year 2023 Financial Results

Retrieved on: 
Thursday, March 28, 2024
Earnout, Investment, Sale, CSI, Acquisition, Video game

MINNETONKA, Minn., March 28, 2024 (GLOBE NEWSWIRE) -- Pineapple Energy Inc. (NASDAQ: PEGY), a leading provider of sustainable solar energy and back-up power to households and small businesses, today announced financial results for the fourth-quarter and full year ended December 31, 2023.

Key Points: 
  • Total revenue was $19.4 million in the fourth quarter of 2023, up $2.3 million, or 13%, from the fourth quarter of 2022.
  • Total gross profit was $5.5 million in the fourth quarter of 2023, an increase of $0.5 million, or 10%, from the fourth quarter of 2022.
  • Total operating expenses were $7.9 million in the fourth quarter of 2023, a decrease of $0.7 million, or 8%, from the fourth quarter of 2022.
  • Other income was $780,884 in the fourth quarter of 2023, a decrease of $2.2 million, from the fourth quarter of 2022.

The Oncology Institute Reports Fourth Quarter and Full Year 2023 Financial Results and Guidance for 2024

Retrieved on: 
Wednesday, March 27, 2024
Growth, Prescription, Earnout, Depreciation, Eastern Time Zone, PMPY, FFS, Pharmaceutical industry

Consolidated revenue for Q4 2023 was $86 million, an increase of 20.1% compared to Q4 2022, and a 4.6% increase compared to Q3 2023.

Key Points: 
  • Consolidated revenue for Q4 2023 was $86 million, an increase of 20.1% compared to Q4 2022, and a 4.6% increase compared to Q3 2023.
  • Gross profit in Q4 2023 was $14 million, a decrease of 8.0% compared to Q4 2022.
  • Gross profit is calculated by subtracting direct costs of patient services, dispensary, and clinical trials and other from consolidated revenues.
  • TOI will host a conference call on Wednesday, March 27, 2024 at 5:00 p.m. (Eastern Time) to discuss fourth quarter and full year results and management’s outlook for future financial and operational performance.

Blue Owl Capital Expands into Real Estate Finance with Acquisition of Prima Capital Advisors

Retrieved on: 
Tuesday, April 9, 2024
Real estate, HOM, Culture, Morgan Stanley, LLP, Acquisition, Scotiabank, Investment banking, Pleasure, Earnout, GIC, Blue Owl Capital, Pillsbury Winthrop Shaw Pittman, Wells Fargo, Kirkland & Ellis, J.P. Morgan & Co.

NEW YORK, April 9, 2024 /PRNewswire/ -- Blue Owl Capital Inc. ("Blue Owl") (NYSE: OWL), a leading alternative asset manager, announced today the creation of Blue Owl's Real Estate Finance strategy with the acquisition of Prima Capital Advisors ("Prima") for the aggregate consideration of $170 million.

Key Points: 
  • NEW YORK, April 9, 2024 /PRNewswire/ -- Blue Owl Capital Inc. ("Blue Owl") (NYSE: OWL), a leading alternative asset manager, announced today the creation of Blue Owl's Real Estate Finance strategy with the acquisition of Prima Capital Advisors ("Prima") for the aggregate consideration of $170 million.
  • Prima, founded in 1992 by Gregory White, is a real estate lender focused primarily on investing in commercial mortgage-backed securities.
  • Blue Owl also announced that Jesse Hom, previously Global Head of Real Estate Credit at GIC, will join Blue Owl to lead the newly created Real Estate Finance strategy and serve as Chief Investment Officer for Blue Owl's Real Estate platform, reporting directly to Marc Zahr, Co-President of Blue Owl and Head of Real Estate.
  • Blue Owl Co-CEOs Doug Ostrover and Marc Lipschultz said: "This acquisition of Prima represents a further expansion of Blue Owl's suite of capital solutions, adding a differentiated and high-quality real estate lending capability and further diversifying our real estate platform.

GCT Semiconductor Becomes a Publicly Traded Company After Completing Business Combination with Concord Acquisition Corp III, Will Commence Trading on NYSE Under Ticker Symbol "GCTS"

Retrieved on: 
Tuesday, March 26, 2024
Semiconductor, IOT (Internet of Things), Technology, Telecommunications, 5G, Hardware, Morgan, Lewis & Bockius, Growth, Atlas, LTE, Internet of things, LLP, GCT, Earnout, DLA Piper

GCT Semiconductor, Inc. (“GCT Semiconductor” or “GCT”), a leading fabless designer and supplier of advanced LTE, IoT and 5G semiconductor solutions, is pleased to announce the completion of its business combination, previously announced on November 3, 2023 with Concord Acquisition Corp III (NYSE: CNDB) (“Concord”) today.

Key Points: 
  • GCT Semiconductor, Inc. (“GCT Semiconductor” or “GCT”), a leading fabless designer and supplier of advanced LTE, IoT and 5G semiconductor solutions, is pleased to announce the completion of its business combination, previously announced on November 3, 2023 with Concord Acquisition Corp III (NYSE: CNDB) (“Concord”) today.
  • Commencing at the opening of trading on March 27, 2024, GCT common shares and warrants to purchase common shares will be listed on the NYSE under the ticker symbols “GCTS” and “GCTSW,” respectively.
  • The transaction has provided the combined company with approximately $50 million of gross proceeds to fuel its continued growth.
  • DLA Piper LLP (US) is acting as legal advisor to TD Cowen and B. Riley Securities, Inc.

Ingersoll Rand to Acquire ILC Dover to Expand Presence in Life Sciences

Retrieved on: 
Monday, March 25, 2024
Chemicals, Plastics, Aerospace, Manufacturing, Pharmaceutical, Professional Services, Medical Devices, Asset Management, Genetics, Other Manufacturing, Biotechnology, Machinery, Machine Tools, Metalworking & Metallurgy, Packaging, Health, Engineering, Conference call, Conference, ILC Dover, Growth, Goldman Sachs, ILC, Ingersoll Rand, Partnership, Simpson Thacher & Bartlett, Acquisition, LLP, ILS, DGX, Adjustment, Earnout, Investment, Jefferies Group, Kirkland & Ellis

In connection with this acquisition, Ingersoll Rand will establish a life sciences platform within its P&ST segment, consisting of ILC plus Ingersoll Rand’s life science-focused brands including Thomas, Welch, Zinsser Analytic, Tricontinent, Air Dimensions, and ILS.

Key Points: 
  • In connection with this acquisition, Ingersoll Rand will establish a life sciences platform within its P&ST segment, consisting of ILC plus Ingersoll Rand’s life science-focused brands including Thomas, Welch, Zinsser Analytic, Tricontinent, Air Dimensions, and ILS.
  • Corey Walker, ILC President and CEO, will lead the life sciences platform and join the Ingersoll Rand leadership team, reporting to Vicente Reynal, chairman and chief executive officer.
  • “This acquisition is the next phase of our long-term vision to expand into higher-growth end markets like life sciences.
  • We see a strong fit between Ingersoll Rand and ILC, and we are confident that Ingersoll Rand is the right partner for its next stage of growth.”
    This acquisition is immediately accretive to Ingersoll Rand’s growth and margin rates.

G-III Apparel Group, Ltd. Reports Fourth Quarter and Full-Year Fiscal 2024 Results; Provides Fiscal 2025 Outlook

Retrieved on: 
Thursday, March 14, 2024
Retail, Textiles, Manufacturing, Fashion, Growth, DKNY, Acquisition, Karl Lagerfeld, Table, Donna Karan, Bank statement, Earnout, GAAP, Nautica, Halston, Pharmaceutical industry

G-III Apparel Group, Ltd. (NasdaqGS: GIII) today reported results for the fourth quarter and full fiscal year ended January 31, 2024.

Key Points: 
  • G-III Apparel Group, Ltd. (NasdaqGS: GIII) today reported results for the fourth quarter and full fiscal year ended January 31, 2024.
  • Last year’s fourth quarter included a $291.5 million non-cash goodwill impairment charge, net of tax, or $6.19 per share.
  • Non-GAAP net income per diluted share was $0.76 for the fourth quarter compared to $0.41 in the same period last year.
  • This compares to non-GAAP net income of $6.0 million, or $0.13 per diluted share, for the first quarter of fiscal 2024.

Biote Reports Fourth Quarter and Full Year 2023 Financial Results

Retrieved on: 
Tuesday, March 12, 2024
Biotechnology, General Health, Pharmaceutical, Health, Body composition, Forecasting, Growth, Dietary supplement, Operating cost, Acquisition, Adjustment, Earnout, Video game

Biote (NASDAQ: BTMD), a leading solutions provider in preventive health care through the delivery of personalized hormone optimization and therapeutic wellness, today announced financial results for the fourth quarter and full year ended December 31, 2023.

Key Points: 
  • Biote (NASDAQ: BTMD), a leading solutions provider in preventive health care through the delivery of personalized hormone optimization and therapeutic wellness, today announced financial results for the fourth quarter and full year ended December 31, 2023.
  • Gross profit margin for the fourth quarter of 2023 was 69.4% compared to 65.3% for the fourth quarter of 2022.
  • Operating income for the fourth quarter of 2023 was $5.5 million, compared to $7.3 million for the fourth quarter of 2022.
  • Adjusted EBITDA for the fourth quarter of 2023 was $13.6 million, with an Adjusted EBITDA margin of 29.7%, compared to Adjusted EBITDA of $13.1 million, with an Adjusted EBITDA margin of 29.5% for the fourth quarter of 2022.

FiscalNote Announces Sale of Board.Org Community Engagement Platform for up to $103 Million in Total Consideration

Retrieved on: 
Tuesday, March 12, 2024
Software, Technology, Artificial Intelligence, Data Management, Health, Software as a service, FY, Intelligence, FiscalNote, Social media, Policy, LLP, Q4, AI, Earnout, Credit, Adjustment, GAAP, Bank

Board.org was acquired by FiscalNote in 2021 for $10 million in cash and $4.3 million in convertible securities ($14.3 million in total consideration), and operated as an independent product offering of FiscalNote.

Key Points: 
  • Board.org was acquired by FiscalNote in 2021 for $10 million in cash and $4.3 million in convertible securities ($14.3 million in total consideration), and operated as an independent product offering of FiscalNote.
  • “The divestiture of Board.org is a clear illustration of the stark undervaluation of FiscalNote in the public markets.
  • “Over our three-year ownership period, FiscalNote meaningfully grew Board.org, launched new communities, and drove new innovation in community engagement, resulting in market share growth and sustained leadership within its niche market.
  • “In 2023 we reached the inflection point of Adjusted EBITDA profitability, rationalized our product portfolio, and aligned our sales and operations.

AERKOMM and Nasdaq-Listed IX Acquisition Corp. Announce Merger Agreement and US $35 Million Private Placement

Retrieved on: 
Friday, March 29, 2024
LEO, MEO, Communication, AKOM, Aerospace, Telecommunications, BCA, Boeing, Low Earth orbit, Aviation, Private sector, HEO, Business analyst, NTN, Earnout, Unmanned aerial vehicle, OTCQX, Data-rate units, Annual report, PIPE, GEO, Defense, Communications satellite

Adjusted enterprise value of AERKOMM is US $200 million, as well as up to US $200 million of earnout shares for the AERKOMM shareholders, if certain milestones are achieved.

Key Points: 
  • Adjusted enterprise value of AERKOMM is US $200 million, as well as up to US $200 million of earnout shares for the AERKOMM shareholders, if certain milestones are achieved.
  • Transaction supported by a fund-raise of US $35 million common equity PIPE (Private Investment in Public Equity) subscribed concurrently with the signing of the BCA.
  • There may be more capital raised prior to the business combination, but there is no minimum cash condition for the transaction.
  • AERKOMM is developing partnerships with both public and private sector clients that have increasing demands for multi-beam and multi-orbit satellite communications solutions.