The Arrangement

Q4 Inc. Enters into Definitive Agreement to be Acquired by Sumeru Equity Partners

Retrieved on: 
Monday, November 13, 2023
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Julie Silcock, Independent Director of the Q4 Inc. Board said, "We are pleased to have reached this agreement with Sumeru Equity Partners, which delivers significant, immediate value to shareholders.

Key Points: 
  • Julie Silcock, Independent Director of the Q4 Inc. Board said, "We are pleased to have reached this agreement with Sumeru Equity Partners, which delivers significant, immediate value to shareholders.
  • Q4 has become a central force in how thousands of public companies communicate and engage with the market.
  • The Q4 Platform, fueled by innovative technology, data, and insights, empowers our customers to communicate their investment story to the world.
  • The process and negotiation of the Arrangement with Sumeru were supervised by a committee of independent directors (the “Special Committee”).

ISS and Glass Lewis Recommend Absolute Software Shareholders Vote FOR the Arrangement with Crosspoint

Retrieved on: 
Thursday, June 22, 2023
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Absolute Software™ (NASDAQ: ABST) (TSX: ABST) (“Absolute” or the “Company”), the only provider of self-healing, intelligent security solutions, is pleased to announce that both leading independent proxy advisors, Institutional Shareholder Services Inc. (“ISS”) and Glass Lewis & Co. (“Glass Lewis”), have recommended Absolute shareholders vote FOR the plan of arrangement with Crosspoint Capital Partners, L.P. (the “Arrangement”).

Key Points: 
  • Absolute Software™ (NASDAQ: ABST) (TSX: ABST) (“Absolute” or the “Company”), the only provider of self-healing, intelligent security solutions, is pleased to announce that both leading independent proxy advisors, Institutional Shareholder Services Inc. (“ISS”) and Glass Lewis & Co. (“Glass Lewis”), have recommended Absolute shareholders vote FOR the plan of arrangement with Crosspoint Capital Partners, L.P. (the “Arrangement”).
  • Glass Lewis also noted key factors in its support of the Arrangement, including:
    “On balance, we believe the Absolute board conducted a thorough review of the Company's strategic and transaction alternatives prior to entering into the proposed agreement.
  • A fulsome explanation of the underlying matters considered by ISS and Glass Lewis in making their recommendations is contained in the respective reports.
  • Voting is Important and Easy; Vote FOR the All-Cash Arrangement TODAY

THE VALENS COMPANY OBTAINS FINAL COURT ORDER APPROVING THE PROPOSED PLAN OF ARRANGEMENT WITH SNDL

Retrieved on: 
Tuesday, January 3, 2023
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Under the terms of the Arrangement, Valens' shareholders will receive, for each common share of Valens (each, a "Valens Share"), 0.3334 of a common share of SNDL (the "Offer Exchange Ratio").

Key Points: 
  • Under the terms of the Arrangement, Valens' shareholders will receive, for each common share of Valens (each, a "Valens Share"), 0.3334 of a common share of SNDL (the "Offer Exchange Ratio").
  • The Valens Company is a leading cannabis consumer products company, with significant expertise in manufacturing cannabinoid-based products and a mission to bring the benefits of cannabis to the world.
  • Specific forward-looking statements include, without limitation, statements regarding the anticipated timing for completion of the proposed plan of arrangement involving The Valens Company and SNDL.
  • The risks and uncertainties that may affect forward-looking statements include, among others, if and when the proposed plan of arrangement involving The Valens Company and SNDL.

Field Trip Health Ltd. Receives Final Court Approval for Reorganization of the Discovery and Wellness Businesses Into Two Publicly Traded Companies

Retrieved on: 
Wednesday, June 29, 2022
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TORONTO, June 29, 2022 (GLOBE NEWSWIRE) -- Field Trip Health Ltd. (TSX: FTRP, FTRP.WT, Nasdaq: FTRP) ("Field Trip" or the "Corporation"), a global leader in the development and delivery of psychedelic therapies, today announces that on June 29, 2022, it received final court approval in respect of the previously announced spin-out of its clinics business to Field Trip Health & Wellness Ltd. (“Field Trip H&W”) by way of plan of arrangement (the "Arrangement").

Key Points: 
  • Closing of the Arrangement remains subject to regulatory approvals, including the conditional listing approval of Field Trip H&W by the TSX Venture Exchange.
  • Following the Arrangement, the Corporation will remain listed on the NASDAQ Stock Market and Toronto Stock Exchange, and Field Trip H&W, subject to exchange approval, will list on the TSX Venture Exchange.
  • About Field Trip Health Ltd.
    Field Trip is a global leader in the development and delivery of psychedelic therapies.
  • Although the management of Field Trip believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect.

Wyloo Metals Completes Acquisition of Noront

Retrieved on: 
Thursday, April 7, 2022
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TORONTO, April 07, 2022 (GLOBE NEWSWIRE) -- Noront Resources Ltd. ("Noront") (TSXV: NOT) is pleased to announce the successful completion of its previously-announced statutory plan of arrangement under the provisions of the Business Corporations Act (Ontario) (the "Arrangement") involving Wyloo Metals Pty Ltd. ("Wyloo Metals") and its wholly-owned subsidiary, Wyloo Canada AcquisitionCo Pty Ltd. (the "Purchaser" and, together with Wyloo Metals and any of their affiliates, the "Wyloo Parties").

Key Points: 
  • TORONTO, April 07, 2022 (GLOBE NEWSWIRE) -- Noront Resources Ltd. ("Noront") (TSXV: NOT) is pleased to announce the successful completion of its previously-announced statutory plan of arrangement under the provisions of the Business Corporations Act (Ontario) (the "Arrangement") involving Wyloo Metals Pty Ltd. ("Wyloo Metals") and its wholly-owned subsidiary, Wyloo Canada AcquisitionCo Pty Ltd. (the "Purchaser" and, together with Wyloo Metals and any of their affiliates, the "Wyloo Parties").
  • Paul Parisotto, former Chairman of the Board of Noront, stated: "We are pleased to have closed this transaction with Wyloo Metals, and wish Wyloo Metals all the best in their initiatives to develop the Ring of Fire.
  • This transaction with Wyloo Metals is the result of a lot of hard work and support of many.
  • For More Information About Noront, Please Contact:
    Wyloo Metals is the metals and mining subsidiary of Tattarang, one of Australia's largest private investment groups.

Veta Resources Completes Plan of Arrangement

Retrieved on: 
Friday, February 18, 2022
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Toronto, Ontario--(Newsfile Corp. - February 18, 2022) - Veta Resources Inc. (the "Company") and 1329291 B.C.

Key Points: 
  • Toronto, Ontario--(Newsfile Corp. - February 18, 2022) - Veta Resources Inc. (the "Company") and 1329291 B.C.
  • Ltd. ("310" and together with 291, 293, 295, 300, 306, 307 and 308, the "Spinout Entities") are pleased to announce that the statutory plan of arrangement (the "Arrangement") previously announced by the Company in its December 14, 2021 press release was completed on February 18, 2022.
  • As a result of the Arrangement, 291, 293, 295, 300, 306, 307, 308 and 310 are now separate reporting issuers and the Company holds no interest in any of the aforementioned entities.
  • Copies of the early warning reports will be available on each of the applicable Spinout Entities profiles on SEDAR at www.sedar.com .

The Valens Company to Acquire Leading, Premium Craft Licensed Producer, Citizen Stash Cannabis Corp.

Retrieved on: 
Tuesday, August 31, 2021
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Under the terms of the Arrangement Agreement, Citizen Stash shareholders will receive 0.1620 of a Valens common share ("Valens Share") for each Citizen Stash Common Share held (the "Exchange Ratio").

Key Points: 
  • Under the terms of the Arrangement Agreement, Citizen Stash shareholders will receive 0.1620 of a Valens common share ("Valens Share") for each Citizen Stash Common Share held (the "Exchange Ratio").
  • Citizen Stash is a licensed cultivator and processor of premium craft cannabis products based in Mission, British Columbia, and will provide Valens the opportunity to unlock additional growth with its extensive and specialized product portfolio in the premium flower and pre-roll segments.
  • Citizen Stash operates a unique, asset-light platform comprised of a network of craft contract growing partners from which it selectively sources premium bulk flower grown from Citizen Stash's industry leading proprietary genetics.
  • Under the Arrangement, the outstanding Citizen Stash warrants, and the in-the-money Citizen Stash options, will be transferred to Citizen Stash for their in-the-money amount, payable in Valens shares, net of appliable withholdings.

Arizona Gold and Golden Predator Shareholders Approve Business Combination

Retrieved on: 
Wednesday, August 25, 2021
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VANCOUVER, British Columbia, Aug. 25, 2021 (GLOBE NEWSWIRE) -- Arizona Gold Corp. (Arizona) (TSX: AZG, OTCQB: AGAUF) and Golden Predator Mining Corp. (Golden Predator) (TSX.V: GPY, OTCQX: NTGSF) are pleased to announce that shareholders of both Arizona and Golden Predator have overwhelmingly approved all matters voted on at Arizonas special meeting as well as at Golden Predators special meeting held earlier today, including the proposed acquisition by Arizona of all of the outstanding common shares of Golden Predator by way of a proposed plan of arrangement (the Arrangement), pursuant to the terms and subject to the conditions of the arrangement agreement between Arizona and Golden Predator dated June 28, 2021.

Key Points: 
  • VANCOUVER, British Columbia, Aug. 25, 2021 (GLOBE NEWSWIRE) -- Arizona Gold Corp. (Arizona) (TSX: AZG, OTCQB: AGAUF) and Golden Predator Mining Corp. (Golden Predator) (TSX.V: GPY, OTCQX: NTGSF) are pleased to announce that shareholders of both Arizona and Golden Predator have overwhelmingly approved all matters voted on at Arizonas special meeting as well as at Golden Predators special meeting held earlier today, including the proposed acquisition by Arizona of all of the outstanding common shares of Golden Predator by way of a proposed plan of arrangement (the Arrangement), pursuant to the terms and subject to the conditions of the arrangement agreement between Arizona and Golden Predator dated June 28, 2021.
  • Under the terms of the Arrangement, all of the issued and outstanding common shares of Golden Predator will be exchanged for common shares of Arizona on the basis of 1.65 common shares of Arizona per common share of Golden Predator (the Exchange Ratio).
  • Following completion of the Arrangement, current Arizona shareholders and former Golden Predator shareholders will own approximately 55% and 45% of the combined company common shares, respectively.
  • The issuance by Arizona of common shares of Arizona (Arizona Shares) to the shareholders of Golden Predator in exchange for all of the issued and outstanding Golden Predator shares pursuant to the Arrangement was approved by 99.5% of the votes cast by Arizona shareholders present or represented by proxy at Arizonas special meeting.