Spin-off

CORRECTION - Lancaster Resources to Spin-Off Nelson Lake through Plan of Arrangement

Retrieved on: 
Tuesday, January 30, 2024
Lithium, LCR, Dry lake, DLE, News, Date, Proxy, Transaction, Spin-off, Meeting, Acquisition, Peng, National instrument, Security (finance)

Full details of the Spin-Off, Nelson Lake, and the Nelson Lake Copper Project will be included in an information circular which will be distributed to Lancaster shareholders in advance of the Meeting.

Key Points: 
  • Full details of the Spin-Off, Nelson Lake, and the Nelson Lake Copper Project will be included in an information circular which will be distributed to Lancaster shareholders in advance of the Meeting.
  • Pursuant to the Arrangement Agreement, the parties have agreed to a Plan of Arrangement whereby Lancaster will issue 550,000 Lancaster common shares with a deemed value of $0.06 each to Nelson Lake in exchange for 1,650,000 Nelson Lake shares at a deemed value of $0.02 each.
  • Approximately 1,000,000 common shares of Nelson Lake (the “Dividend Shares”) will be distributed to Lancaster shareholders at the Transaction's closing.
  • Lancaster Shareholders holding shares as of the Record Date will receive shares in Nelson Lake Copper Corp. in addition to shares held in Lancaster.

Lancaster Resources to Spin-Off Nelson Lake through Plan of Arrangement

Retrieved on: 
Tuesday, January 30, 2024
Lithium, LCR, Dry lake, DLE, News, Date, Proxy, Transaction, Spin-off, Meeting, Acquisition, Peng, National instrument, Security (finance)

Full details of the Spin-Off, Nelson Lake, and the Nelson Lake Copper Project will be included in an information circular which will be distributed to Lancaster shareholders in advance of the Meeting.

Key Points: 
  • Full details of the Spin-Off, Nelson Lake, and the Nelson Lake Copper Project will be included in an information circular which will be distributed to Lancaster shareholders in advance of the Meeting.
  • Immediately after the Spin-Off, the Company will continue to own approximately 750,000 shares of Nelson Lake, which will be approximately 43% of the outstanding shares of Nelson Lake.
  • Pursuant to the Arrangement Agreement, the parties have agreed to a Plan of Arrangement whereby Lancaster will issue 550,000 Lancaster common shares with a deemed value of $0.06 each to Nelson Lake in exchange for 1,650,000 Nelson Lake shares at a deemed value of $0.02 each.
  • Lancaster Shareholders holding shares as of the Record Date will receive shares in Nelson Lake Copper Corp. in addition to shares held in Lancaster.

Opioid Master Disbursement Trust II Wins Key Opening Victory in Covidien Litigation

Retrieved on: 
Friday, January 19, 2024
Fraud, City, Personal injury, Spin-off, Court, MDT, Bankruptcy Code

NEW YORK, Jan. 19, 2024 /PRNewswire/ -- On January 18, 2024, the Opioid Master Disbursement Trust II ("MDT II") won a key, opening victory in its case against Covidien Unlimited Company, Mallinckrodt's former parent, and three of its subsidiaries ("Covidien"), surviving a substantive motion to dismiss that had been filed by the defendants that sought to dismiss all of MDT II's claims against the defendants.

Key Points: 
  • NEW YORK, Jan. 19, 2024 /PRNewswire/ -- On January 18, 2024, the Opioid Master Disbursement Trust II ("MDT II") won a key, opening victory in its case against Covidien Unlimited Company, Mallinckrodt's former parent, and three of its subsidiaries ("Covidien"), surviving a substantive motion to dismiss that had been filed by the defendants that sought to dismiss all of MDT II's claims against the defendants.
  • John T. Dorsey held that MDT II had pled facts sufficiently plausible to find that the transfers made in connection with the spinoff were actually fraudulent.
  • Judge Dorsey dismissed MDT II's claims for constructive fraudulent transfer, breach of fiduciary duty as a promoter, and equitable disallowance.
  • It is expected that full merits discovery will now commence as to the many claims asserted by MDT II that the Court sustained in its decision.

NCR Corporation and NCR Atleos, LLC Announce Upsize and Pricing of Senior Secured Notes Offering

Retrieved on: 
Friday, September 22, 2023
IOT (Internet of Things), Other Professional Services, Security, Data Management, Technology, Finance, Fintech, Banking, Business, Professional Services, Electronic Commerce, Other Technology, Payments, Software, Networks, Mobile, Wireless, Telecommunications, Borrowing base, Escrow, NCR Corporation, Senior, SEC Rule 144A, Corporate spin-off, Digital banking, NCR, Sale, Regulation, Date, Spin-off, Digital, Restaurant, Hand, NYSE, Payment, Bank, Security (finance), Note

NCR Corporation (NYSE: NCR) (“NCR”) and NCR Atleos, LLC (“NCR Atleos”) announced today that their wholly-owned subsidiary, NCR Atleos Escrow Corporation (the “Escrow Issuer”), priced an offering of $1,350 million aggregate principal amount of 9.500% senior secured notes due 2029 (the “Notes”) at a price of 98.750% of the principal amount of the Notes.

Key Points: 
  • NCR Corporation (NYSE: NCR) (“NCR”) and NCR Atleos, LLC (“NCR Atleos”) announced today that their wholly-owned subsidiary, NCR Atleos Escrow Corporation (the “Escrow Issuer”), priced an offering of $1,350 million aggregate principal amount of 9.500% senior secured notes due 2029 (the “Notes”) at a price of 98.750% of the principal amount of the Notes.
  • The aggregate principal amount of the Notes to be issued in the offering was increased to $1,350 million from the previously announced $1,050 million.
  • The maturity of the Notes was shortened to five and a half years from the previously announced seven year maturity.
  • Upon consummation of the Spin-Off, the Notes will be jointly and severally and unconditionally guaranteed on a senior secured basis by certain of NCR Atleos’s domestic subsidiaries (the “Guarantors”) that will also guarantee its new senior secured credit facilities.

Announcement of solicitation of consents by SODEXO

Retrieved on: 
Monday, July 3, 2023
Electronic voting, Communication, AS, Spin-off, Foodservice, OSS, Adjournment, Extraordinary resolution, Policy, Meeting, Electronic, Growth, The Simpsons Spin-Off Showcase, Proxy, Condition, Benefit, Direct participation program, BRS, Single-crossing condition, Saturday, Information, Series E bond, Food, Spin, Primary Dealer Credit Facility, Fitch, Cross, School, EBITDA, The Sundays, Health, Solicitation, Security (finance), Property management, Communications satellite, Microscope, Clothing, Financial adviser, Bond (finance), Sodexo, Default, Appendix, Bond, Euronext Paris, Series, Issuer

The Consent Solicitation is being made on the terms and subject to the conditions set out in the Consent Solicitation Memorandum dated July 3, 2023 (the “Consent Solicitation Memorandum”).

Key Points: 
  • The Consent Solicitation is being made on the terms and subject to the conditions set out in the Consent Solicitation Memorandum dated July 3, 2023 (the “Consent Solicitation Memorandum”).
  • Capitalised terms used in this announcement but not defined have the meanings given to them in the Consent Solicitation Memorandum.
  • In addition, Bondholders may contact the Solicitation Agents for information at their telephone number and email address set out on the back cover page of the Consent Solicitation Memorandum.
  • The Consent Solicitation Memorandum, each Fiscal Agency Agreement and each Notice of Meeting are available for viewing on the Consent Website.

Myriant Enters into Strategic Collaboration with S&P Global Market Intelligence for Capital Markets Insights Offering

Retrieved on: 
Wednesday, June 21, 2023
Initial public offering, Ethics, S&P Global, AI, S, Intelligence, Information services, Benchmarking, Privacy, Roman Catholic Diocese of La Crosse, Spin-off

NEW YORK, June 21, 2023 /PRNewswire/ -- Myriant by United Minds, a management consultancy that applies a stakeholder lens to business decisions, today announced a strategic collaboration with S&P Global Market Intelligence, a provider of information services and solutions to global markets, to leverage proprietary capital markets insights to uplevel Myriant's capital markets advisory services.

Key Points: 
  • NEW YORK, June 21, 2023 /PRNewswire/ -- Myriant by United Minds, a management consultancy that applies a stakeholder lens to business decisions, today announced a strategic collaboration with S&P Global Market Intelligence, a provider of information services and solutions to global markets, to leverage proprietary capital markets insights to uplevel Myriant's capital markets advisory services.
  • Our collaboration with S&P Global Market Intelligence enables us to offer our clients differentiated capital markets insights and counsel.
  • The new capital markets insights offering integrates world-class market data, shareholder analytics and sector intelligence by S&P Global Market Intelligence to enhance and uplevel Myriant's ability to counsel on business decisions impacting investors and drive strong investor engagement.
  • Myriant's new capital markets insights offering unlock the value of these insights to better serve our clients in ongoing and event-driven situations."

Vitesse Energy Announces First Quarter 2023 Results

Retrieved on: 
Monday, May 8, 2023
Oil, Gas, Energy, Acceleration, Vitesse, Borrowing base, Jefferies Financial Group, Spin-off, Share repurchase, Public expenditure, EBITDA, Acquisition, Henry Hub, WTI, VTS, NYSE, Corporate spin-off, Life insurance, Bank, Holding company, Airline, Arms industry, G&A

Vitesse Energy, Inc. (NYSE: VTS) (“we,” “our,” “Vitesse,” or the “Company”) today announced the Company’s first quarter 2023 financial and operating results.

Key Points: 
  • Vitesse Energy, Inc. (NYSE: VTS) (“we,” “our,” “Vitesse,” or the “Company”) today announced the Company’s first quarter 2023 financial and operating results.
  • In the first quarter of 2023, Vitesse repurchased $0.2 million of common stock at an average share price of $16.98.
  • Oil and gas production for the first quarter of 2023 averaged 11,524 Boe per day, an increase of 20% from the first quarter of 2022.
  • During the quarter, Vitesse spent $21.6 million on development capital expenditures and $1.1 million on acquisitions of oil and gas properties.

LOYALTY VENTURES, INC. INVESTOR ALERT: Kaplan Fox & Kilsheimer LLP Notifies Loyalty Ventures Investors of a Class Action Lawsuit and Upcoming Deadline

Retrieved on: 
Thursday, May 4, 2023
FOX, ADS, Spin-off, Kaplan Fox, Complaint, Chapter 11, Title 11, United States Code, Notice, AIR, Bread Financial, OTC, Loyalty, Air Miles, News, Cryptocurrency, Sobeys

If you acquired Loyalty Ventures common stock during the Class Period and would like to discuss this case, please click here .

Key Points: 
  • If you acquired Loyalty Ventures common stock during the Class Period and would like to discuss this case, please click here .
  • Shortly after the Class Period, and just 15 months after Loyalty Ventures became a publicly traded company, on March 9, 2023, Loyalty Ventures filed for Chapter 11 Bankruptcy.
  • With over 50 years of experience in securities litigation, Kaplan Fox offers the professional experience and track record that clients demand.
  • For more information about Kaplan Fox & Kilsheimer LLP, you may visit our website at www.kaplanfox.com.

Endonovo Announces Binding Letter of Intent to Sell SofPulse® Assets to Spin-Off Company

Retrieved on: 
Wednesday, March 29, 2023
Spin-off, PEMF, Marketing, Intellectual property, Edema, OTCQB, IP, LOI, Weisberg, Acquisition, Patient, U.S. Department of Defense Strategy for Operating in Cyberspace, Pain management, FMV, Therapy, Corporate spin-off, Pharmaceutical industry, Risk management, Ocean Tomo

As previously announced, Endonovo hired Ocean Tomo to value its medical IP assets for an anticipated Spin-Off.

Key Points: 
  • As previously announced, Endonovo hired Ocean Tomo to value its medical IP assets for an anticipated Spin-Off.
  • Endonovo will retain its non-medical PEMF assets and the future telehealth division.
  • Ocean Tomo is a leading provider of expert opinion and consulting services for IP and intangible assets.
  • The last valuation report issued for Endonovo’s SofPulse® IP and assets, completed in 2018, stated that these assets were worth $75 million.

NASA Spinoffs Bolster Climate Resilience, Improve Medical Care, More

Retrieved on: 
Tuesday, January 31, 2023
Transfer, International Space Station, Hospital, Human, NP-hardness, Animal, Investment, Arm, Wind, Software, Technology transfer, International Space Station programme, Research, NASA, STMD, Coral, Multimedia, Doppler effect, Quality of life, Astronaut, 3D, Communications satellite, Renewable energy, Spin-off

But the benefits of going above and beyond can be found here on Earth through products and services born from NASA innovation.

Key Points: 
  • But the benefits of going above and beyond can be found here on Earth through products and services born from NASA innovation.
  • "From the heavens to hospitals around the world, NASA spinoffs are improving life for all of humanity," said NASA Administrator Bill Nelson.
  • Readers also can check out Spinoffs of Tomorrow, a section that highlights 20 NASA technologies available for licensing and commercialization.
  • Those interested in licensing NASA technology are encouraged to begin their search by browsing the agency's patent portfolio.