Arrangement

Osino Announces Filing of Management Information Circular for Special Meeting of Securityholders, and Provides Update on Transaction in Respect of Arrangement with Yintai

Retrieved on: 
Wednesday, April 3, 2024
Warrant, Namibian Stock Exchange, NSX, Committee, Proxy, Minority, Special, Circular, DSU, Shareholder, Social Democrats (Slovenia), TSX, OSN, Arrangement, Court, RSU, Person

The Board unanimously recommends that Securityholders vote FOR the Arrangement Resolution at the Special Meeting.

Key Points: 
  • The Board unanimously recommends that Securityholders vote FOR the Arrangement Resolution at the Special Meeting.
  • At the Special Meeting, Securityholders will be asked to consider and, if deemed advisable, to pass a special resolution (the “Arrangement Resolution”) approving the previously announced plan of arrangement (the “Arrangement”) under the Business Corporations Act (British Columbia), pursuant to which 1466331 B.C.
  • The Board unanimously recommends that Securityholders vote FOR the Arrangement Resolution at the Special Meeting.
  • You are encouraged to vote your Osino securities and to attend the Special Meeting.

Lancaster Resources Closing of Spin-Off of Nelson Lake Copper Corp.

Retrieved on: 
Tuesday, April 2, 2024
Technical report, Technical, Disclosure, Security (finance), Metallurgy, Arrangement, LCR

VANCOUVER, British Columbia, April 02, 2024 (GLOBE NEWSWIRE) -- Lancaster Resources Inc. (CSE:LCR | OTCQB:LANRF | FRA:6UF0) (“Lancaster” or the “Company”) and Nelson Lake Copper Corp. (“Nelson”) announce that the plan of arrangement previously announced on January 30, 2024 (the “Arrangement”), including the spin-off of Lancaster’s wholly-owned subsidiary, Nelson, closed today.

Key Points: 
  • VANCOUVER, British Columbia, April 02, 2024 (GLOBE NEWSWIRE) -- Lancaster Resources Inc. (CSE:LCR | OTCQB:LANRF | FRA:6UF0) (“Lancaster” or the “Company”) and Nelson Lake Copper Corp. (“Nelson”) announce that the plan of arrangement previously announced on January 30, 2024 (the “Arrangement”), including the spin-off of Lancaster’s wholly-owned subsidiary, Nelson, closed today.
  • Following the transaction, Lancaster continues to own 703,731 common shares of Nelson, and Nelson is now a separate unlisted “reporting issuer” in each of British Columbia, Alberta, Saskatchewan, and Ontario.
  • Nelson owns 100% of the Nelson Lake Copper Project, which consists of 1 mining claim covering a contiguous block of 5,746 hectares in Saskatchewan (the “Nelson Lake Copper Project”).
  • More detailed information about the Nelson Lake Copper Project is contained in the Technical Report entitled, Nelson Lake Copper Property, Saskatchewan Canada dated February 1, 2024, prepared by Nikolay Bashaev, Sc., P.Geo, and Fallon Clarke, B.Sc., P. Geo, of APEX Geoscience Ltd., of Edmonton, Alberta, Canada (the “Technical Report”).

Appili Therapeutics Signs Definitive Agreement to be Acquired by Aditxt, Inc.

Retrieved on: 
Tuesday, April 2, 2024
Infection, OTCQX, Therapy, Bank, LZH, Arrangement, Calendar, Health, Public, Research, News, Acquisition, TSX, Drug development, Population health, Canada Business Corporations Act, Transaction, Growth, Entrepreneurship, Share, Procurement, CDN, Security (finance)

HALIFAX, Nova Scotia, April 02, 2024 (GLOBE NEWSWIRE) -- Appili Therapeutics Inc. (TSX: APLI; OTCPink: APLIF) (“Appili”), a biopharmaceutical company focused on drug development for infectious diseases and medical countermeasures, today announced that it has entered into a definitive arrangement agreement (the "Arrangement Agreement") pursuant to which Aditxt Inc. (NASDAQ: ADTX) (“Aditxt”), a Richmond, Virginia- based company dedicated to discovering, developing, and deploying promising health innovation, through its wholly-owned subsidiary, Adivir, Inc. (“Adivir” or the “Buyer”), agreed to acquire all of the issued and outstanding Class A common shares (the "Appili Shares") of Appili by way of a court-approved plan of arrangement under the Canada Business Corporations Act (the "Transaction").

Key Points: 
  • We welcome this new chapter, confident that together, we will achieve even greater heights in deploying innovative healthcare solutions.” said Dr. Don Cilla, President and CEO of Appili Therapeutics.
  • Under the terms of the Arrangement Agreement, Adivir will acquire all of the issued and outstanding Appili Shares, with each Appili Shareholder receiving the Transaction Consideration.
  • The Transaction is subject to the approval of at least two-thirds of the votes cast by the Appili Shareholders at the Appili Meeting.
  • Bloom Burton Securities Inc. acted as financial advisor to the Appili Board and BDO Canada LLP acted as independent financial advisor to the Appili Special Committee.

Alamos Gold Announces Friendly Acquisition of Argonaut Gold

Retrieved on: 
Wednesday, March 27, 2024
La Colorada, Immediate, Private, Growth, Agreement, Webcast, Par value, AGI, Gold, Torys, Scotiabank, Toronto Stock Exchange, Alamos Gold, Life, TSX, Mineral, Arrangement, Transaction

TORONTO, March 27, 2024 (GLOBE NEWSWIRE) -- Alamos Gold Inc. (“Alamos”) (TSX:AGI; NYSE:AGI) and Argonaut Gold Inc. (“Argonaut”) (TSX:AR) are pleased to announce that they have entered into a definitive agreement (the “Agreement”) whereby Alamos will acquire all of the issued and outstanding shares of Argonaut pursuant to a court approved plan of arrangement (the “Transaction”).

Key Points: 
  • TORONTO, March 27, 2024 (GLOBE NEWSWIRE) -- Alamos Gold Inc. (“Alamos”) (TSX:AGI; NYSE:AGI) and Argonaut Gold Inc. (“Argonaut”) (TSX:AR) are pleased to announce that they have entered into a definitive agreement (the “Agreement”) whereby Alamos will acquire all of the issued and outstanding shares of Argonaut pursuant to a court approved plan of arrangement (the “Transaction”).
  • As part of the Transaction, Alamos will acquire Argonaut’s Magino mine, located adjacent to its Island Gold mine in Ontario, Canada.
  • Under the terms of the Agreement, each Argonaut common share outstanding will be exchanged for 0.0185 Alamos common shares and 1 share of SpinCo2 (the “Exchange Ratio”).
  • Upon completion of the Transaction, existing Alamos and Argonaut shareholders will own approximately 95% and 5% of the pro forma company, respectively.

Xos, Inc. Accelerates Growth with Strategic Acquisition of ElectraMeccanica

Retrieved on: 
Tuesday, March 26, 2024
Growth, UniFirst, Entrepreneurship, XOS, Acquisition, National instrument, Arrangement, FedEx Ground, UPS, Related

The all-stock transaction is expected to add approximately $48 million to Xos’ balance sheet and provide growth capital for the company.

Key Points: 
  • The all-stock transaction is expected to add approximately $48 million to Xos’ balance sheet and provide growth capital for the company.
  • The consideration received by ElectraMeccanica shareholders pursuant to the acquisition (the “Arrangement”) was 0.0143739 shares of Xos common stock for each common share of ElectraMeccanica held immediately prior to the consummation of the Arrangement.
  • As a result, following the close of the Arrangement, former shareholders of ElectraMeccanica own approximately 21.0% of Xos.
  • Following completion of the Arrangement, Xos has beneficial ownership and control over 100% of the issued and outstanding common shares of ElectraMeccanica.

Trumpeter/Composer Etienne Charles Debuts as a Big Band Leader with "Creole Orchestra," Arriving June 14 on Culture Shock Records

Retrieved on: 
Monday, April 8, 2024
Berklee College of Music, World War II, René Marie, Juilliard School, SFJAZZ Center, Logic, California State University, Earth, Townhouse, Assembly, JAS, Caramoor Summer Music Festival, Poison, Florida State University, Bell Biv DeVoe, CO, Mt. Hood Jazz Festival, Arrangement, Multimedia, Night Train, The arts, Aspen, Music

RICHMOND, Calif., April 8, 2024 /PRNewswire-PRWeb/ -- Etienne Charles presents himself to the jazz world as an accomplished large-ensemble arranger with "Creole Orchestra," set for a June 14 release on his own Culture Shock imprint. The album is the premiere of the titular band, 22 musicians strong and specializing in executing the Trinbagonian trumpeter's elaborate charts.

Key Points: 
  • RICHMOND, Calif., April 8, 2024 /PRNewswire-PRWeb/ -- Etienne Charles presents himself to the jazz world as an accomplished large-ensemble arranger with "Creole Orchestra," set for a June 14 release on his own Culture Shock imprint.
  • The album is the premiere of the titular band, 22 musicians strong and specializing in executing the Trinbagonian trumpeter's elaborate charts.
  • Etienne Charles was born July 24, 1983 in Port-of-Spain, the capital city of the island nation of Trinidad & Tobago.
  • He recorded his debut album "Culture Shock" in 2006 and followed it with nine more, of which" Creole Orchestra" is the latest.

KARORA RESOURCES ANNOUNCES MERGER TRANSACTION WITH WESTGOLD RESOURCES

Retrieved on: 
Monday, April 8, 2024
CIBC, Agreement, GDX, Westgold Resources, Sale, G&A, AWST, OTCQX, Corporate spin-off, CBCA, Policy, Toronto Stock Exchange, KRR, Combined, Big Bell, Arrangement, Index, Safety, VWAP, Multilateral, Bluebird, ASX, TSX, Stikeman Elliott, Canada Business Corporations Act, Transaction, Good, Mining, Shareholder Meeting, Growth, Gold, FIRB, Security (finance)

TORONTO, April 7, 2024 /CNW/ - Karora Resources Inc. (TSX: KRR) (OTCQX: KRRGF) ("Karora") and Westgold Resources Limited (ASX: WGX) (OTCQX: WGXRF) ("Westgold") have agreed to combine in a merger pursuant to which Westgold will acquire 100% of the issued and outstanding common shares of Karora ("Karora Shares") by way of a statutory plan of arrangement under the Canada Business Corporations Act ("CBCA") ("Transaction").

Key Points: 
  • TORONTO, April 7, 2024 /CNW/ - Karora Resources Inc. (TSX: KRR) (OTCQX: KRRGF) ("Karora") and Westgold Resources Limited (ASX: WGX) (OTCQX: WGXRF) ("Westgold") have agreed to combine in a merger pursuant to which Westgold will acquire 100% of the issued and outstanding common shares of Karora ("Karora Shares") by way of a statutory plan of arrangement under the Canada Business Corporations Act ("CBCA") ("Transaction").
  • Karora shareholders will receive 2.5241 Westgold fully paid ordinary shares ("Westgold Shares"), A$0.68 (C$0.611) in cash and 0.30 of a share in a new company to be spun-out from Karora ("SpinCo") for each Karora Share held at the closing of the Transaction ("Offer Consideration").
  • Upon completion of the Transaction, existing Westgold and Karora shareholders will own approximately 50.1% and 49.9% of Enlarged Westgold, respectively.
  • The Transaction has been unanimously approved by the boards of directors of Westgold and Karora, and Karora's board of directors unanimously recommends that Karora shareholders vote in favour of the Transaction.

ElectraMeccanica Vehicles Corp. Reports Results of Special Meeting of Shareholders

Retrieved on: 
Wednesday, March 20, 2024
Proxy, Part, Acquisition, Shareholder, Meeting, Arrangement

MESA, Ariz., March 20, 2024 (GLOBE NEWSWIRE) -- ElectraMeccanica Vehicles Corp. (NASDAQ: SOLO) (“ElectraMeccanica”), a designer and assembler of electric vehicles, today announces the results of the special meeting of shareholders of ElectraMeccanica (the “Shareholders”) held virtually on Wednesday, March 20, 2024 (the “Meeting”), including the adoption of the Arrangement (as defined below) by the Shareholders.

Key Points: 
  • MESA, Ariz., March 20, 2024 (GLOBE NEWSWIRE) -- ElectraMeccanica Vehicles Corp. (NASDAQ: SOLO) (“ElectraMeccanica”), a designer and assembler of electric vehicles, today announces the results of the special meeting of shareholders of ElectraMeccanica (the “Shareholders”) held virtually on Wednesday, March 20, 2024 (the “Meeting”), including the adoption of the Arrangement (as defined below) by the Shareholders.
  • The ElectraMeccanica Arrangement Proposal was required to be approved by the affirmative vote of two-thirds of the votes cast by Shareholders present in person or represented by proxy and entitled to vote at the Meeting.
  • A total of 16,559,479 votes, or approximately 86.2% of the votes cast at the Meeting by Shareholders, were cast in favour of the ElectraMeccanica Arrangement Proposal.
  • Closing of the Arrangement remains subject to certain customary closing conditions, including court approval.

Premier American Uranium Bolsters Its Leadership in the Industry with the Acquisition of American Future Fuel and Welcomes Renowned Uranium Expert Colin Healey as CEO

Retrieved on: 
Wednesday, March 20, 2024
TSX Venture Exchange, Great Divide Basin, Uranium, PUR, Master's degree, Par value, Arrangement, VWAP, OTCQB, Morrison Formation, AMPS, Immediate, Business administration, Research, News, Acquisition, Capital market, Westwater Canyon, FWB, JJ, Growth, WKN, Mechanical engineering, United, Uranium mining

PUR is also pleased to announce the appointment of Colin Healey as Chief Executive Officer, effective immediately.

Key Points: 
  • PUR is also pleased to announce the appointment of Colin Healey as Chief Executive Officer, effective immediately.
  • Under the terms of the Arrangement, shareholders of American Future Fuel (“AMPS Shareholders”) will receive 0.170 of a common share of Premier American Uranium (each whole share, a “PUR Share”) for each AMPS Share held (the “Exchange Ratio”).
  • Existing shareholders of Premier American Uranium and American Future Fuel will own approximately 64.2% and 35.8% (on a basic basis), respectively, of the pro forma outstanding PUR Shares on closing of the Arrangement.
  • To view a summary of today’s news release delivered by Tim Rotolo, Chairman of PUR, Colin Healey, CEO of PUR and David Suda, CEO of AMPS, click here .

Premier American Uranium Bolsters Its Leadership in the Industry with the Acquisition of American Future Fuel and Welcomes Renowned Uranium Expert Colin Healey as CEO

Retrieved on: 
Wednesday, March 20, 2024
TSX Venture Exchange, Great Divide Basin, Uranium, PUR, Master's degree, Par value, Arrangement, VWAP, OTCQB, Morrison Formation, AMPS, Immediate, Business administration, Research, News, Acquisition, Capital market, Westwater Canyon, FWB, JJ, Growth, WKN, Mechanical engineering, United, Uranium mining

PUR is also pleased to announce the appointment of Colin Healey as Chief Executive Officer, effective immediately.

Key Points: 
  • PUR is also pleased to announce the appointment of Colin Healey as Chief Executive Officer, effective immediately.
  • Under the terms of the Arrangement, shareholders of American Future Fuel (“AMPS Shareholders”) will receive 0.170 of a common share of Premier American Uranium (each whole share, a “PUR Share”) for each AMPS Share held (the “Exchange Ratio”).
  • Existing shareholders of Premier American Uranium and American Future Fuel will own approximately 64.2% and 35.8% (on a basic basis), respectively, of the pro forma outstanding PUR Shares on closing of the Arrangement.
  • To view a summary of today’s news release delivered by Tim Rotolo, Chairman of PUR, Colin Healey, CEO of PUR and David Suda, CEO of AMPS, click here .