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Taro Announces Extraordinary General Meeting and Ordinary Class Meeting of Shareholders for Approval of Merger with Sun Pharmaceutical Industries Ltd.

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星期一, 四月 15, 2024

Biotechnology, General Health, Pharmaceutical, Health, TDC, Agreement, Meeting, Sun Pharma, Proxy, Transaction, SPH, Sub, Form 6-K, Ordinary, Common stock, Private law, Person, Security (finance)

Following the Ordinary Class Meeting, a class meeting of the holders of the Company’s founders’ shares (the “Founder Shares”) will be held.

Key Points:

Following the Ordinary Class Meeting, a class meeting of the holders of the Company’s founders’ shares (the “Founder Shares”) will be held.
If the Merger is completed, Taro will become a privately held company and its shares will no longer be listed on the NYSE.
If the Transactions are approved at the Meetings, it is expected that the Transactions will close in late June.
In connection with the Transactions, Taro will prepare and mail to its shareholders a proxy statement that will include a copy of the merger agreement.

KIDPIK Reports Fourth Quarter and Full Year 2023 Financial Results

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星期三, 四月 10, 2024

Fashion, Online Retail, Retail, Consumer, Parenting, Children, Sub, Plan, Proxy

Kidpik Corp. (“KIDPIK” or the “Company”), an online clothing subscription-based e-commerce company, today reported its financial results for the fourth quarter and fiscal year 2023 ended December 30, 2023.

Key Points:

Kidpik Corp. (“KIDPIK” or the “Company”), an online clothing subscription-based e-commerce company, today reported its financial results for the fourth quarter and fiscal year 2023 ended December 30, 2023.
Pursuant to the Merger, Nina Footwear will become a wholly-owned subsidiary of Kidpik.
Cash at the end of the fourth quarter totaled $0.2 million compared to $0.6 million last year.
Kidpik will not be holding an earnings call to discuss fourth quarter 2023 or year-end 2023 results, as the Company moves forward with the Merger.

iClick Interactive Asia Group Limited Announces Termination of Merger Agreement

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星期五, 四月 26, 2024

Mergers and acquisitions, Nature, The Company, Parent, Closing, Sub, Marketing, Business, Committee, TSH

HONG KONG, April 26, 2024 /PRNewswire/ -- iClick Interactive Asia Group Limited ("iClick" or the "Company") (NASDAQ: ICLK), a leading enterprise and marketing cloud platform in China that empowers worldwide brands with full-stack consumer lifecycle solutions, today announced the termination of the previously announced agreement and plan of merger, dated as of November 24, 2023 (the "Merger Agreement"), by and among the Company, TSH Investment Holding Limited (the "Parent") and TSH Merger Sub Limited (the "Merger Sub").

Key Points:

HONG KONG, April 26, 2024 /PRNewswire/ -- iClick Interactive Asia Group Limited ("iClick" or the "Company") (NASDAQ: ICLK), a leading enterprise and marketing cloud platform in China that empowers worldwide brands with full-stack consumer lifecycle solutions, today announced the termination of the previously announced agreement and plan of merger, dated as of November 24, 2023 (the "Merger Agreement"), by and among the Company, TSH Investment Holding Limited (the "Parent") and TSH Merger Sub Limited (the "Merger Sub").
Since the delivery of the Closing Notice, the Company has been communicating and cooperating with the Parent, Merger Sub and their representatives towards the Closing, but the Parent and Merger Sub have failed to complete the Closing within ten (10) Business Days following the delivery date of the Closing Notice pursuant to Section 8.03(b) of the Merger Agreement.
On April 26, 2024, the Company (acting upon the recommendation of the Special Committee) sent a notice of termination to the Parent and the Merger Sub pursuant to Section 8.03(b) of the Merger Agreement, notifying the Parent and the Merger Sub that the Company is exercising its right to terminate the Merger Agreement pursuant to Section 8.03(b) of the Merger Agreement and demanding the Parent to pay the US$1,800,000 termination fee pursuant to Section 8.06(b) of the Merger Agreement by May 9, 2024.
As a result of the termination of the Merger Agreement, the proposed merger will not be completed.

Direct Selling Acquisition Corp. Announces Notification to New York Stock Exchange of Intention to Voluntarily Delist Common Stock and Units

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星期五, 四月 12, 2024

PLANO, Texas, April 12, 2024 /PRNewswire/ -- Direct Selling Acquisition Corp. (NYSE: DSAQ) (the "Company") today announced its intention to voluntarily delist its Class A common stock, par value $0.0001 per share (the "Common Stock") and units, each consisting of one share of Class A common stock and one-half of one redeemable warrant (the "Units" and together with the Common Stock, the "Securities") from The New York Stock Exchange ("NYSE") and, as previously announced, the Company has made an application to have its Securities quoted on the Nasdaq Global Market ("Nasdaq"). The Company provided notice of the voluntary delisting to NYSE on April 12, 2024, and intends to timely file a Form 25 with the U.S. Securities and Exchange Commission (the "SEC") to effect the delisting of its Securities on or about April 23, 2024. The Company anticipates thereafter filing a Form 8-A with the SEC to register its Common Stock and Units on an accelerated basis on Nasdaq. Although the timing of the Company's decision was driven in part by the determination it could soon fall out of compliance with NYSE listing standards, the Company has been evaluating its listing options for some time and has concluded that, for the Company, the management attention required to maintain compliance with NYSE listing standards, outweighs the benefits of being listed on NYSE. Eliminating the effort required to maintain compliance with NYSE listing standards will better enable the Company to focus on completing a business combination with Hunch Technologies Limited, a private limited company incorporated in Ireland with registered number 607449 ("PubCo"). The Company has applied to have its Common Stock and Units quoted on Nasdaq and expects that the Common Stock will be quoted on Nasdaq under the ticker symbols "DSAQ" and the Units will be quoted on Nasdaq under the ticker symbol "DSAQU" on or about April 24, 2024, subject to the approval of Nasdaq. The Common Stock and Units will continue to trade on NYSE until that time under the ticker symbols "DSAQ" and "DSAQ.U", respectively. The Company expects that transferring its Common Stock and Units to Nasdaq will enable its investors to hold and trade its Securities without interruption.

Key Points:

The Company anticipates thereafter filing a Form 8-A with the SEC to register its Common Stock and Units on an accelerated basis on Nasdaq.
The Common Stock and Units will continue to trade on NYSE until that time under the ticker symbols "DSAQ" and "DSAQ.U", respectively.
The Company expects that transferring its Common Stock and Units to Nasdaq will enable its investors to hold and trade its Securities without interruption.
Shareholders of the Company will not be required to exchange any Securities, and the Company expects electronic trading to be available without any material disruption.

NGM Bio Announces Closing of Tender Offer

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星期五, 四月 5, 2024

Atlas, Patient, SAN, NGM, Column, Sub, Expiration, Guggenheim Partners, Therapy, Mergers and acquisitions, TCG, Holding company

The tender offer and related withdrawal rights expired at one minute after 11:59 p.m. Eastern Time on April 4, 2024 (the “Expiration Date”).

Key Points:

The tender offer and related withdrawal rights expired at one minute after 11:59 p.m. Eastern Time on April 4, 2024 (the “Expiration Date”).
As of the Expiration Date, a total of 22,323,295 shares of NGM Bio common stock were validly tendered, and not validly withdrawn, representing approximately 27% of the outstanding shares of NGM Bio common stock as of the Expiration Date.
As of the Expiration Date, the number of shares validly tendered in accordance with the terms of the tender offer and not validly withdrawn satisfied the minimum tender condition, and all other conditions to the tender offer were satisfied or waived.
Following the closing of the tender offer, Merger Sub merged with and into NGM Bio and all shares of NGM Bio common stock that had not been validly tendered (other than shares held by stockholders who properly demanded appraisal of such shares or shares held by affiliates of TCG and certain other stockholders who agreed to exchange their shares for shares of Parent) were converted into the right to receive the Offer Price (the “Merger”).

Eagle Shareholders Approve Merger With Star Bulk

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星期五, 四月 5, 2024

Common stock, Certification, Plan, Agreement, Special, Sub, Security (finance), Eagle, Debt-to-GDP ratio

STAMFORD, Conn., April 05, 2024 (GLOBE NEWSWIRE) -- Eagle Bulk Shipping Inc. (NYSE: EGLE) (“Eagle” or the “Company”) today announced that its shareholders voted in favor of (1) a proposal to approve and authorize the previously announced Agreement and Plan of Merger, dated December 11, 2023 (the “Merger Agreement”), entered into by and among Star Bulk Carriers Corp. (“Star Bulk”), Star Infinity Corp. (“Merger Sub”) and the Company and the merger contemplated thereby (the “Merger Proposal”) and (2) a proposal to authorize and approve the issuance of shares of the Company’s common stock, $0.01 par value per share (the “Common Stock”), issuable upon the potential future conversion of the Company’s 5.00% Convertible Senior Notes due 2024 in excess of the conversion share cap set forth in the Indenture, dated as of July 29, 2019, between the Company and Deutsche Bank Trust Company Americas (the “Convertible Note Share Issuance Proposal”) at its special meeting of shareholders (the “Special Meeting”) held earlier today.

Key Points:

STAMFORD, Conn., April 05, 2024 (GLOBE NEWSWIRE) -- Eagle Bulk Shipping Inc. (NYSE: EGLE) (“Eagle” or the “Company”) today announced that its shareholders voted in favor of (1) a proposal to approve and authorize the previously announced Agreement and Plan of Merger, dated December 11, 2023 (the “Merger Agreement”), entered into by and among Star Bulk Carriers Corp. (“Star Bulk”), Star Infinity Corp. (“Merger Sub”) and the Company and the merger contemplated thereby (the “Merger Proposal”) and (2) a proposal to authorize and approve the issuance of shares of the Company’s common stock, $0.01 par value per share (the “Common Stock”), issuable upon the potential future conversion of the Company’s 5.00% Convertible Senior Notes due 2024 in excess of the conversion share cap set forth in the Indenture, dated as of July 29, 2019, between the Company and Deutsche Bank Trust Company Americas (the “Convertible Note Share Issuance Proposal”) at its special meeting of shareholders (the “Special Meeting”) held earlier today.
At the Special Meeting, approximately 65% of the Company’s outstanding shares (approximately 99% of the shares of Common Stock present at the Special Meeting) were voted in favor of the Merger Proposal and approximately 96% of the votes cast were voted in favor of the Convertible Note Share Issuance Proposal.
Under the terms of the Merger Agreement, at the effective time, each share of the Common Stock issued and outstanding immediately prior to the effective time (excluding Common Stock owned by Eagle, Star Bulk, Merger Sub or any of their respective direct or indirect wholly owned subsidiaries) will be cancelled in exchange for the right to receive 2.6211 shares of common stock of Star Bulk, par value $0.01 per share, and any cash payable in respect of fractional shares.
The Company now expects to complete the merger on or about April 9, 2024, subject to the satisfaction of the remaining closing conditions.

DIGITAL ALLY, INC ANNOUNCES 2023 OPERATING RESULTS

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星期二, 四月 2, 2024

LENEXA, Kansas, April 02, 2024 (GLOBE NEWSWIRE) -- Digital Ally, Inc. (Nasdaq: DGLY) (the “Company” or “our”), today announced its operating results for fiscal year 2023.

Key Points:

LENEXA, Kansas, April 02, 2024 (GLOBE NEWSWIRE) -- Digital Ally, Inc. (Nasdaq: DGLY) (the “Company” or “our”), today announced its operating results for fiscal year 2023.
Operating losses for the year ended December 31, 2023 and 2022 were $22,240,553 and $29,733,258, respectively, a decrease of $7,492,705 (25%).
Operating loss as a percentage of revenues improved to 78% in 2023 from 80% in 2022.
The Company will host an investor conference call at 11:15 a.m. EDT on Tuesday, April 2, 2023, to discuss its 2023 financial results, corporate and individual subsidiary outlook, and previously announced corporate separation.

Vaso Corporation Announces Financial Results for Fourth Quarter and Full Year of 2023

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星期一, 四月 1, 2024

Combination, Tax, COVID, Growth, Business, Form, Travel, Class, Sub, Business analyst, Adjustment, Investment, Depreciation, File, Mergers and acquisitions, Cryptocurrency

PLAINVIEW, N.Y., April 01, 2024 (GLOBE NEWSWIRE) -- Vaso Corporation (“Vaso”) (OTCQX: VASO) today announced its operating results for the three months and year ended December 31, 2023.

Key Points:

PLAINVIEW, N.Y., April 01, 2024 (GLOBE NEWSWIRE) -- Vaso Corporation (“Vaso”) (OTCQX: VASO) today announced its operating results for the three months and year ended December 31, 2023.
I, a Delaware corporation (“Achari”) (NASDAQ: AVHI), and Achari Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Achari (“Merger Sub”).
Gross profit for the fourth quarter of 2023 decreased by 4.0% to $14.1 million, compared with a gross profit of $14.6 million for the same quarter of 2022.
Selling, general and administrative (SG&A) and R&D expenses for the fourth quarter of 2023 increased by 14.7% to $12.9 million, compared to $11.3 million for the fourth quarter of 2022.

CH Auto Technology Corporation Ltd. Completes Business Combination

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星期日, 三月 31, 2024

Common stock, EV, Qiantu Motor, Growth, Cayman Islands, CFO, Acquisition, Sub, Business analyst, CSRC, Sister republic, Rights, MCAF, Mergers and acquisitions, Prospectus

Qun Lu, the founder and CEO of CHAFC, will continue to lead CH Auto, the parent company, as its Chairman, CEO and CFO after closing of the Business Combination.

Key Points:

Qun Lu, the founder and CEO of CHAFC, will continue to lead CH Auto, the parent company, as its Chairman, CEO and CFO after closing of the Business Combination.
Following the Business Combination, the securities of CH Auto, including its Class A ordinary shares, will not be listed for trading on any securities exchange.
In the event CH Auto completes the CSRC filing procedure, CH Auto plans to list its securities on The Nasdaq Stock Market.
However, as previously disclosed in the Prospectus, dated September 28, 2023, CHATC, MCAF, CH Auto and Merger Sub had the option to waive such conditions, and ultimately CHATC, MCAF, CH Auto and Merger Sub did waive those conditions to consummate the Business Combination.

Sovos Brands Reports Fourth Quarter and Fiscal Year 2023 Financial Results

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星期三, 二月 28, 2024

Plan, Campbell Soup Company, Second request, Growth, IPO, Yoy, Certification, Fiscal, Sub, Pharmaceutical industry

LOUISVILLE, Colo., Feb. 28, 2024 (GLOBE NEWSWIRE) -- Sovos Brands, Inc. (“Sovos Brands” or the “Company”) (Nasdaq: SOVO), one of the fastest-growing food companies of scale in the United States, today reported financial results for its fourth quarter and fiscal year ended December 30, 2023.

Key Points:

FY 2023 Net Sales Surpassed $1 Billion; Accelerated Volume Growth Drove
LOUISVILLE, Colo., Feb. 28, 2024 (GLOBE NEWSWIRE) -- Sovos Brands, Inc. (“Sovos Brands” or the “Company”) (Nasdaq: SOVO), one of the fastest-growing food companies of scale in the United States, today reported financial results for its fourth quarter and fiscal year ended December 30, 2023.
"Our team delivered sector-leading, volume-driven top and bottom-line growth, surpassing $1 billion of net sales and $150 million of adjusted EBITDA, expanded margins by nearly 200 bps and improved net leverage to 1.6x.
Our success would not have been possible without our tenacious and highly talented team and partners who continue to execute with excellence every day."
Subject to the satisfaction or waiver of customary closing conditions, the Company continues to expect to complete the Merger within days of the March 11, 2024 expiration date.