Latest news with #Consideration
Cosmopolitan
6 days ago
- Entertainment
- Cosmopolitan
Rihanna Is Rumored to Reschedule Comeback Concerts for 2026
You don't need us to tell you that the Rihanna Navy is hungry for more music from the multihyphenate. It's been nine years since she released her last full-length project, Anti, which featured hits like 'Kiss It Better,' 'Consideration' with SZA, and 'Work' with Drake. Ofc, the Fenty Beauty founder recently dropped 'Friend of Mine' in tandem with the release of Smurfs this summer. However, we haven't seen RiRi grace the stage since 2023, when she headlined the Super Bowl halftime show and served a stunning rendition of her Black Panther ballad, 'Lift Me Up,' at the Oscars. Hopefully, we won't have to wait much longer for Rihanna to hit the road again. According to several reports, the A-lister is rescheduling a slew of comeback shows in London for next year. Per Rolling Stone UK, an insider told The Sun, 'Rihanna pulled the plug just days before her 2025 tour was due to be announced. There ended up being issues with production and scheduling conflicts, plus she didn't feel like her music was ready.' They added that 'Rihanna and her team are now confident they can make it work for next year,' meaning the potential dates will 'coincide with the tenth anniversary of Anti, and fans can expect to hear her new music too.' Though she and A$AP Rocky are expecting another baby soon, the source shared that she is 'the ultimate working mum and has the support of her partner,' adding, 'It's going to be incredible for her fans and she can't wait to be back out on stage.' Rumors of her return started circulating in February, when a 'well-placed live music source' told The Telegraph that she had a 'residency of up to six concerts' at London's former Olympic Stadium on July 4, 5, 8, 9, 11, and 12. A 'senior concert industry source' also revealed that the artist's promoters were 'holding' London Stadium as a potential venue. Neither Rihanna nor her reps have confirmed any of the reports, so take ^^^ all of this with a grain of salt. In the meantime, we're getting ready to save our coins for when the moment eventually comes.
Yahoo
06-06-2025
- Business
- Yahoo
NB Bancorp, Inc. and Provident Bancorp, Inc. Enter Into Definitive Merger Agreement
Key Highlights: Merger expands Needham Bank's branch footprint into the North Shore of Massachusetts and New Hampshire The merger is expected to be approximately 19% accretive to NB Bancorp, Inc.'s earnings per share in 2026, the first full year of combined operations, assuming full phase-in of cost savings Needham Bank will remain well capitalized with high levels of liquidity after the merger NEEDHAM, Mass. and AMESBURY, Mass., June 5, 2025 /PRNewswire/ -- NB Bancorp, Inc. ("Needham") (Nasdaq: NBBK), the holding company for Needham Bank, and Provident Bancorp, Inc. ("Provident") (Nasdaq: PVBC), the holding company for BankProv, today announced that they have entered into a definitive merger agreement for Provident to merge with and into Needham in a stock and cash transaction. Needham anticipates that promptly following the merger of Provident into Needham, BankProv will merge with and into Needham Bank. Under the terms of the merger agreement, which was unanimously approved by both boards of directors, stockholders of Provident will receive for each share of Provident common stock, at the holder's election, either (i) 0.691 shares of Needham common stock (the "Stock Consideration") or (ii) $13.00 in cash (the "Cash Consideration"), subject to allocation procedures to ensure that 50% of the shares of Provident common stock will receive the Stock Consideration. The transaction is intended to qualify as a tax-free reorganization for federal income tax purposes and to provide a tax-free exchange for Provident stockholders for the Stock Consideration they will receive. Needham anticipates issuing approximately 5.9 million shares of its common stock in conjunction with the merger. The value of the transaction is estimated to be $211.8 million based on Needham's share price of $16.62 at the close of business on June 4, 2025. The transaction dilutes Needham's tangible book value by approximately 6.1% and is expected to have an earn back period of approximately 2.7 years. The merger is expected to be completed in the fourth quarter of 2025, subject to the satisfaction of various conditions, including the affirmative vote by the holders of a majority of Provident shares and the receipt of required regulatory approvals from applicable state and federal regulators. No vote of Needham stockholders is required. All Provident directors and executive officers have agreed to vote in favor of the merger. As part of the merger, Joseph B. Reilly, President and Chief Executive Officer of Provident, will join the board of directors of Needham and Needham Bank. The combined organization will operate 18 branches across Metrowest, Greater Boston, the North Shore in Massachusetts and Southern New Hampshire. Total assets at transaction close are expected to be approximately $7.1 billion, with $5.9 billion in total deposits and $6.1 billion in total loans. The pro forma company is expected to be the sixth largest Massachusetts-based bank in the Boston MSA based on deposit market share. Needham will continue to exceed regulatory minimums to be considered well-capitalized and will continue to maintain significant liquidity after the merger. "This merger allows Needham Bank to expand into attractive market areas on the Massachusetts North Shore and in Southern New Hampshire where we already have a concentration of business clients. While we have a strong record of organic growth, this merger allows us to further leverage the capital we raised in late 2023 and continue to grow and expand our existing client base with branches in new markets," commented Joseph P. Campanelli, Chairman, President and Chief Executive Officer of Needham. He added that "Needham prides itself on being a nimble, future ready organization that takes a relationship approach to the businesses and consumers we serve. BankProv shares that same philosophy, making this a good fit culturally for both organizations." "Both organizations have a long history of serving our communities with a focus on 'relationships, agility and entrepreneurship' in banking. Combined, we will offer an expanded product line of commercial and consumer products that will provide real value to our market areas. This merger benefits our customers and provides a good return for our stockholders. We look forward to seeing Needham continuing to build on what they have accomplished over the past 133 years," remarked Joseph B. Reilly, President and Chief Executive Officer of BankProv. BankProv was founded in 1828 and conducts business through seven branch locations on the North Shore of Massachusetts and in southern New Hampshire, and a loan office located in Ponte Vedra Beach, Florida. At March 31, 2025, BankProv had $1.6 billion in total assets, $1.2 billion in total deposits and $1.3 billion in gross loans. Keefe Bruyette & Woods, Inc., A Stifel Company, served as financial adviser and Nutter McClennen & Fish LLP served as legal counsel to Needham. Piper Sandler & Co. served as financial adviser and Luse Gorman, PC served as legal counsel to Provident. ABOUT NB BANCORP, Bancorp, Inc. (Nasdaq Capital Market: NBBK) is the registered bank holding company of Needham Bank. Needham Bank is headquartered in Needham, Massachusetts, which is approximately 17 miles southwest of Boston's financial district. Known as the "Builder's Bank," Needham Bank has been helping individuals, businesses and non-profits build for their futures since 1892. Needham Bank offers an array of tech-forward products and services that businesses and consumers use to manage their financial needs. For more information, please visit ABOUT PROVIDENT BANCORP, Bancorp, Inc. (Nasdaq: PVBC) is the holding company for BankProv, a full-service commercial bank headquartered in Massachusetts. With retail branches in the North Shore of Massachusetts and in southern New Hampshire, commercial banking offices in the Manchester/Concord market in Central New Hampshire and a loan office located in Ponte Vedra Beach, Florida, BankProv delivers a unique combination of traditional banking services and innovative financial solutions to its markets. For more information, visit CAUTION REGARDING FORWARD-LOOKING STATEMENTSThis press release contains forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements about the benefits of the proposed transaction, the plans, objectives, expectations and intentions of Needham and Provident, the expected timing of completion of the transaction, and other statements that are not historical facts. Such statements are subject to numerous assumptions, risks, and uncertainties. Statements that do not describe historical or current facts, including statements about beliefs and expectations, are forward-looking statements. Forward looking statements may be identified by words such as expect, anticipate, believe, intend, estimate, plan, target, goal, or similar expressions, or future or conditional verbs such as will, may, might, should, would, could, or similar variations. The forward-looking statements are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. Factors relating to the proposed transaction that could cause or contribute to actual results differing materially from expected results include, but are not limited to, the possibility that revenue or expense synergies or the other expected benefits of the transaction may not materialize in the timeframe expected or at all, or may be more costly to achieve; potential adverse reactions or changes to customer or employee relationships, including those resulting from the announcement or completion of the proposed transaction; the inability to timely implement onboarding or transition plans and other consequences associated with the merger; the failure to obtain necessary regulatory approvals (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the proposed transaction); the failure to obtain Provident shareholder approval or to satisfy any of the other conditions to the proposed transaction on a timely basis or at all or other delays in completing the proposed transaction; the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the merger agreement; the outcome of any legal proceedings that may be instituted against Needham or Provident in connection with the proposed transaction; the possibility that the proposed transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; diversion of management's attention to transaction-related issues instead of ongoing business operations and opportunities; the dilution caused by Needham's issuance of additional shares of its capital stock in connection with the proposed transaction; continued pressures and uncertainties within the banking industry and Needham and Provident's markets, including changes in interest rates and deposit amounts and composition, adverse developments in the level and direction of loan delinquencies, charge-offs, and estimates of the adequacy of the allowance for credit losses, increased competitive pressures, asset and credit quality deterioration, and legislative, regulatory, and fiscal policy changes and related compliance costs; the impacts of tariffs, sanctions and other trade policies of the United States and its global trading counterparts; changes in general economic conditions, including potential recessionary conditions; and changes in the securities markets and other risks and uncertainties. These forward-looking statements are also subject to the risks and uncertainties applicable to our respective businesses generally that are disclosed in Needham's and Provident's respective 2024 Annual Reports on Form 10-K. Needham's and Provident's SEC filings are accessible on the SEC's website at and on their respective corporate websites at and These web addresses are included as inactive textual references only. Information on these websites is not part of this document. For any forward-looking statements made in this press release, Needham and Provident claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Except as required by law, each company specifically disclaims any obligation to update any forward-looking statements as a result of developments occurring after the date of this press release. NO OFFER OR SOLICITATIONThis press release is not a proxy statement or solicitation or a proxy, consent or authorization with respect to any securities or in respect of the proposed transaction and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of Needham or Provident, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be deemed to be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended, and otherwise in accordance with applicable law. ADDITIONAL INFORMATION AND WHERE TO FIND ITIn connection with the proposed merger transaction, Needham intends to file with the SEC a Registration Statement on Form S-4 that will include a Proxy Statement of Provident and a Prospectus of Needham (the "proxy statement/prospectus"), as well as other relevant documents concerning the proposed transaction. INVESTORS AND STOCKHOLDERS OF NEEDHAM AND PROVIDENT ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS REGARDING THE TRANSACTION WHEN THEY BECOMES AVAILABLE AND EACH OTHER RELEVANT DOCUMENT FILED WITH THE SEC, AS WELL AS ANY AMENDMENT OR SUPPLEMENT TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Provident will mail the definitive proxy statement/prospectus to its shareholders. Provident shareholders are also urged to carefully review and consider Needham's and Provident's public filings with the SEC, including, but not limited to, their respective proxy statements, Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. Copies of the Registration Statement on Form S-4 and of the proxy statement/prospectus and other filings incorporated by reference therein, as well as other filings containing information about Needham and Provident, can be obtained, free of charge, as they become available at the SEC's website ( Copies of the proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the proxy statement/prospectus can also be obtained, without charge, by directing a request to the Needham's Investor Relations via email at ir@ or by telephone at (781) 474-5408, or to Provident Investor Relations via email at kfisher@ or by telephone at (603) 318-2660. PARTICIPANTS IN THE SOLICITATIONProvident and certain of its directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of Provident in connection with the proposed transaction under the rules of the SEC. Information regarding Provident's directors and executive officers is available in its definitive proxy statement relating to its 2025 Annual Meeting of Stockholders, which was filed with the SEC on April 15, 2025, its Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the SEC on March 31, 2025, and other documents filed by Provident with the SEC. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, will be included in the proxy statement/prospectus and other relevant materials filed with the SEC, which may be obtained free of charge as described in the preceding paragraph. 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Yahoo
05-06-2025
- Business
- Yahoo
NB Bancorp, Inc. and Provident Bancorp, Inc. Enter Into Definitive Merger Agreement
Key Highlights: Merger expands Needham Bank's branch footprint into the North Shore of Massachusetts and New Hampshire The merger is expected to be approximately 19% accretive to NB Bancorp, Inc.'s earnings per share in 2026, the first full year of combined operations, assuming full phase-in of cost savings Needham Bank will remain well capitalized with high levels of liquidity after the merger NEEDHAM, Mass. and AMESBURY, Mass., June 5, 2025 /PRNewswire/ -- NB Bancorp, Inc. ("Needham") (Nasdaq: NBBK), the holding company for Needham Bank, and Provident Bancorp, Inc. ("Provident") (Nasdaq: PVBC), the holding company for BankProv, today announced that they have entered into a definitive merger agreement for Provident to merge with and into Needham in a stock and cash transaction. Needham anticipates that promptly following the merger of Provident into Needham, BankProv will merge with and into Needham Bank. Under the terms of the merger agreement, which was unanimously approved by both boards of directors, stockholders of Provident will receive for each share of Provident common stock, at the holder's election, either (i) 0.691 shares of Needham common stock (the "Stock Consideration") or (ii) $13.00 in cash (the "Cash Consideration"), subject to allocation procedures to ensure that 50% of the shares of Provident common stock will receive the Stock Consideration. The transaction is intended to qualify as a tax-free reorganization for federal income tax purposes and to provide a tax-free exchange for Provident stockholders for the Stock Consideration they will receive. Needham anticipates issuing approximately 5.9 million shares of its common stock in conjunction with the merger. The value of the transaction is estimated to be $211.8 million based on Needham's share price of $16.62 at the close of business on June 4, 2025. The transaction dilutes Needham's tangible book value by approximately 6.1% and is expected to have an earn back period of approximately 2.7 years. The merger is expected to be completed in the fourth quarter of 2025, subject to the satisfaction of various conditions, including the affirmative vote by the holders of a majority of Provident shares and the receipt of required regulatory approvals from applicable state and federal regulators. No vote of Needham stockholders is required. All Provident directors and executive officers have agreed to vote in favor of the merger. As part of the merger, Joseph B. Reilly, President and Chief Executive Officer of Provident, will join the board of directors of Needham and Needham Bank. The combined organization will operate 18 branches across Metrowest, Greater Boston, the North Shore in Massachusetts and Southern New Hampshire. Total assets at transaction close are expected to be approximately $7.1 billion, with $5.9 billion in total deposits and $6.1 billion in total loans. The pro forma company is expected to be the sixth largest Massachusetts-based bank in the Boston MSA based on deposit market share. Needham will continue to exceed regulatory minimums to be considered well-capitalized and will continue to maintain significant liquidity after the merger. "This merger allows Needham Bank to expand into attractive market areas on the Massachusetts North Shore and in Southern New Hampshire where we already have a concentration of business clients. While we have a strong record of organic growth, this merger allows us to further leverage the capital we raised in late 2023 and continue to grow and expand our existing client base with branches in new markets," commented Joseph P. Campanelli, Chairman, President and Chief Executive Officer of Needham. He added that "Needham prides itself on being a nimble, future ready organization that takes a relationship approach to the businesses and consumers we serve. BankProv shares that same philosophy, making this a good fit culturally for both organizations." "Both organizations have a long history of serving our communities with a focus on 'relationships, agility and entrepreneurship' in banking. Combined, we will offer an expanded product line of commercial and consumer products that will provide real value to our market areas. This merger benefits our customers and provides a good return for our stockholders. We look forward to seeing Needham continuing to build on what they have accomplished over the past 133 years," remarked Joseph B. Reilly, President and Chief Executive Officer of BankProv. BankProv was founded in 1828 and conducts business through seven branch locations on the North Shore of Massachusetts and in southern New Hampshire, and a loan office located in Ponte Vedra Beach, Florida. At March 31, 2025, BankProv had $1.6 billion in total assets, $1.2 billion in total deposits and $1.3 billion in gross loans. Keefe Bruyette & Woods, Inc., A Stifel Company, served as financial adviser and Nutter McClennen & Fish LLP served as legal counsel to Needham. Piper Sandler & Co. served as financial adviser and Luse Gorman, PC served as legal counsel to Provident. ABOUT NB BANCORP, Bancorp, Inc. (Nasdaq Capital Market: NBBK) is the registered bank holding company of Needham Bank. Needham Bank is headquartered in Needham, Massachusetts, which is approximately 17 miles southwest of Boston's financial district. Known as the "Builder's Bank," Needham Bank has been helping individuals, businesses and non-profits build for their futures since 1892. Needham Bank offers an array of tech-forward products and services that businesses and consumers use to manage their financial needs. For more information, please visit ABOUT PROVIDENT BANCORP, Bancorp, Inc. (Nasdaq: PVBC) is the holding company for BankProv, a full-service commercial bank headquartered in Massachusetts. With retail branches in the North Shore of Massachusetts and in southern New Hampshire, commercial banking offices in the Manchester/Concord market in Central New Hampshire and a loan office located in Ponte Vedra Beach, Florida, BankProv delivers a unique combination of traditional banking services and innovative financial solutions to its markets. For more information, visit CAUTION REGARDING FORWARD-LOOKING STATEMENTSThis press release contains forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements about the benefits of the proposed transaction, the plans, objectives, expectations and intentions of Needham and Provident, the expected timing of completion of the transaction, and other statements that are not historical facts. Such statements are subject to numerous assumptions, risks, and uncertainties. Statements that do not describe historical or current facts, including statements about beliefs and expectations, are forward-looking statements. Forward looking statements may be identified by words such as expect, anticipate, believe, intend, estimate, plan, target, goal, or similar expressions, or future or conditional verbs such as will, may, might, should, would, could, or similar variations. The forward-looking statements are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. Factors relating to the proposed transaction that could cause or contribute to actual results differing materially from expected results include, but are not limited to, the possibility that revenue or expense synergies or the other expected benefits of the transaction may not materialize in the timeframe expected or at all, or may be more costly to achieve; potential adverse reactions or changes to customer or employee relationships, including those resulting from the announcement or completion of the proposed transaction; the inability to timely implement onboarding or transition plans and other consequences associated with the merger; the failure to obtain necessary regulatory approvals (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the proposed transaction); the failure to obtain Provident shareholder approval or to satisfy any of the other conditions to the proposed transaction on a timely basis or at all or other delays in completing the proposed transaction; the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the merger agreement; the outcome of any legal proceedings that may be instituted against Needham or Provident in connection with the proposed transaction; the possibility that the proposed transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; diversion of management's attention to transaction-related issues instead of ongoing business operations and opportunities; the dilution caused by Needham's issuance of additional shares of its capital stock in connection with the proposed transaction; continued pressures and uncertainties within the banking industry and Needham and Provident's markets, including changes in interest rates and deposit amounts and composition, adverse developments in the level and direction of loan delinquencies, charge-offs, and estimates of the adequacy of the allowance for credit losses, increased competitive pressures, asset and credit quality deterioration, and legislative, regulatory, and fiscal policy changes and related compliance costs; the impacts of tariffs, sanctions and other trade policies of the United States and its global trading counterparts; changes in general economic conditions, including potential recessionary conditions; and changes in the securities markets and other risks and uncertainties. These forward-looking statements are also subject to the risks and uncertainties applicable to our respective businesses generally that are disclosed in Needham's and Provident's respective 2024 Annual Reports on Form 10-K. Needham's and Provident's SEC filings are accessible on the SEC's website at and on their respective corporate websites at and These web addresses are included as inactive textual references only. Information on these websites is not part of this document. For any forward-looking statements made in this press release, Needham and Provident claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Except as required by law, each company specifically disclaims any obligation to update any forward-looking statements as a result of developments occurring after the date of this press release. NO OFFER OR SOLICITATIONThis press release is not a proxy statement or solicitation or a proxy, consent or authorization with respect to any securities or in respect of the proposed transaction and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of Needham or Provident, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be deemed to be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended, and otherwise in accordance with applicable law. ADDITIONAL INFORMATION AND WHERE TO FIND ITIn connection with the proposed merger transaction, Needham intends to file with the SEC a Registration Statement on Form S-4 that will include a Proxy Statement of Provident and a Prospectus of Needham (the "proxy statement/prospectus"), as well as other relevant documents concerning the proposed transaction. INVESTORS AND STOCKHOLDERS OF NEEDHAM AND PROVIDENT ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS REGARDING THE TRANSACTION WHEN THEY BECOMES AVAILABLE AND EACH OTHER RELEVANT DOCUMENT FILED WITH THE SEC, AS WELL AS ANY AMENDMENT OR SUPPLEMENT TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Provident will mail the definitive proxy statement/prospectus to its shareholders. Provident shareholders are also urged to carefully review and consider Needham's and Provident's public filings with the SEC, including, but not limited to, their respective proxy statements, Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. Copies of the Registration Statement on Form S-4 and of the proxy statement/prospectus and other filings incorporated by reference therein, as well as other filings containing information about Needham and Provident, can be obtained, free of charge, as they become available at the SEC's website ( Copies of the proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the proxy statement/prospectus can also be obtained, without charge, by directing a request to the Needham's Investor Relations via email at ir@ or by telephone at (781) 474-5408, or to Provident Investor Relations via email at kfisher@ or by telephone at (603) 318-2660. PARTICIPANTS IN THE SOLICITATIONProvident and certain of its directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of Provident in connection with the proposed transaction under the rules of the SEC. Information regarding Provident's directors and executive officers is available in its definitive proxy statement relating to its 2025 Annual Meeting of Stockholders, which was filed with the SEC on April 15, 2025, its Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the SEC on March 31, 2025, and other documents filed by Provident with the SEC. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, will be included in the proxy statement/prospectus and other relevant materials filed with the SEC, which may be obtained free of charge as described in the preceding paragraph. 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Yahoo
03-06-2025
- Business
- Yahoo
TikTok Shares a Range of Ad Updates at its TikTok World Event
This story was originally published on Social Media Today. To receive daily news and insights, subscribe to our free daily Social Media Today newsletter. TikTok has announced a range of new ad options and tools at its fifth annual 'TikTok World' event, including updated audience analytics, new AI-powered catalog ads, improved creator partnership insights, and more. First off, TikTok's launching a new 'Market Scope' analytics offering, which will enable advertisers to examine key audience insights, based on where they are within the buying cycle. As you can see in this example, the new insights tool will separate your audience into 'Awareness,' 'Consideration,' and 'Conversion' categories, so you can glean more insight into different audience specifics. As per TikTok: 'Using a rigorous, data-backed methodology, TikTok Market Scope tracks 12+ signals to identify your Consideration audience who are 14-16x more likely to convert than those in the awareness stage.' So now, you'll be able to hone in on this specific segment, which could help you produce better results. You'll also be able to break down your data into a range of demographic qualifiers, providing more insight into your marketing plan, and how to reach potential customers with your TikTok promotions. Which then leads into Brand Consideration Ads, a new ad offering that builds off of Market Scope data: 'Brand Consideration is a new campaign objective on TikTok, designed to help brands grow their high-intent, mid-funnel audience pool - users who are already showing meaningful signs of exploration and engagement.' Utilizing the same signals as Market Scope, Brand Consideration Ads provide an easy way to convert that insight into targeted promotions, to a more active audience. TikTok's also announced some new additions to its 'TikTok One' platform, which aims to help connect brands with relevant creators for collaborative campaigns. In order to facilitate more effective creator partnerships, TikTok's launching 'TikTok One Insight Spotlight,' which provides more data on what people are engaging with in the app, and what your target audience, specifically, is looking for. As you can see in this example, the new dashboard will provide an overview of trending keywords and hashtags, with demographic breakdowns attached to each. So now, you'll be able to glean more insight into relevant TikTok trends faster, which could help you find more relevant creators to partner with. TikTok's also launching a new 'TikTok One Content Suite,' where marketers will be able to find and access all user-generated videos mentioning their brand or products on TikTok, which they can then convert into ads, if they choose. TikTok's also added more agency partners to its 'Partner Exchange' element within the TikTok One platform. TikTok's also looking to help brands tap into the rising use of the app as a discovery tool, with 'Search Center,' an AI-powered platform within TikTok Ads Manager which aims to make buying search ads in the app simple and easy. Search Center will include updated keyword suggestion tools, measuring capabilities, and creative tools, aligned with the latest discovery trends. And with search activity in the app up 40% year-over-year, that could be another valuable consideration for your campaigns. Finally, TikTok has announced some new features for its commerce-focused ad tools, in 'Symphony,' 'Smart+,' and 'GMV Max.' For Symphony, its AI video generation platform, it's now looking to integrate Smart+ campaigns into Symphony's capabilities, so you can launch ads direct from the creation element. Smart+ is TikTok's fully-automated, AI-powered ad campaign solution, and the integration with Symphony will bring more creative options into your Smart+ toolset. It's also adding more control options into Smart+ campaigns, so that marketers can better define where their ads will be shown, and to whom, in the app. It's also launching integrated Smart+ Catalog Ads, which will provide more personalized product recommendations, while it's also investing in new measurement solutions to track and measure the performance of these initiatives. There's a heap to consider here, a heap of new ad options and refinements that could change the way that you advertise in the app, offering new ways to reach TikTok's billion-plus users, and connect via influencers, trends, etc. Each element has unique value, and if you're looking to boost your TikTok marketing, you now have a range of new options to consider. You can learn more about TikTok's 'TikTok World' announcements here. Recommended Reading TikTok Announces Campaign and Creative Optimization Webinar
Miami Herald
20-05-2025
- Business
- Miami Herald
Cerrado Gold and Ascendant Resources Announce Completion of Business Combination Transaction
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES TORONTO, ON / ACCESS Newswire / May 20, 2025 / Cerrado Gold Inc. ("Cerrado") (TSXV:CERT)(OTCQX:CRDOF) and Ascendant Resources Inc. (TSX:ASND)(OTCQB:ASND) ("Ascendant" or the "Company") are pleased to announce the successful completion of the previously announced plan of arrangement (the "Arrangement") under the Business Corporations Act (Ontario) pursuant to which Cerrado has acquired all of the issued and outstanding common shares of Ascendant ("Ascendant Shares") that it did not already own. The Arrangement was carried out pursuant to the terms of the arrangement agreement between Ascendant and Cerrado dated February 3, 2025, as amended, (the "Arrangement Agreement") and became effective on May 16, 2025, resulting in Ascendant becoming a wholly owned subsidiary of Cerrado. Pursuant to the Arrangement, each former shareholder of Ascendant, other than Cerrado, is entitled to receive 1/7.8th of a common share in the capital of Cerrado (the "Consideration"). Further in connection with the Arrangement, the holders of options that were outstanding at the effective time of the Arrangement received replacement options of Cerrado that are exercisable for Cerrado shares as adjusted by the Exchange Ratio. In addition, holders of warrants of Ascendant will receive replacement warrants of Cerrado that will be exercisable for Cerrado shares as adjusted by the Exchange Ratio. Cerrado has issued 27,721,684 common shares, 4,903,822 replacement options and 1,730,601 replacement warrants to holders of Ascendant securities in connection with the Arrangement. Cerrado now has 132,753,478 common shares issued and outstanding on an undiluted basis. In order to receive the Consideration in exchange for their Ascendant shares, registered Ascendant shareholders are reminded that they must complete, execute and submit the letter of transmittal (a copy of which was included in the meeting materials previously mailed to Ascendant shareholders) to TSX Trust Company, in its capacity as depositary under the Arrangement, together with their certificate(s) or DRS advice(s) representing their Ascendant shares, in accordance with the tender procedures described in the Circular (as defined below) and the letter of transmittal. Registered shareholders are encouraged to tender their Ascendant shares as soon as possible in exchange for the Consideration. For any questions about completing the letter of transmittal in connection with the Arrangement, please contact TSX Trust Company at 416-342-1091 or by email at tsxtis@ Beneficial shareholders should contact their intermediary and arrange for the intermediary to complete the necessary steps to ensure they receive the Consideration for their Ascendant shares as soon as possible following the completion of the Arrangement. Following completion of the Arrangement, the Ascendant Shares are expected to be de-listed from the TSX as soon as reasonably practicable, currently anticipated on or about May 21, 2025. In connection therewith, Ascendant intends to submit an application to the applicable securities regulators to cease to be a reporting issuer and to terminate its public reporting obligations. In connection with the Arrangement, Rui Santos, a long-standing director of Ascendant has been appointed to the board of directors of Cerrado. Mr. Santos is a lawyer widely regarded as a leading authority in the mining sector in Portugal. Mr. Santos has spent over 25 years representing/assisting domestic and international corporations in negotiations and disputes with the State regarding land acquisitions, exploration, extraction and environmental licenses, for both the mining and oil and gas industries in Portugal, Angola, Brazil and East Timor. Most notably, he was the legal advisor for major privatization transaction regarding the acquisition of Somincor by EuroZinc, which was acquired by Lundin Mining in 2006. Somincor is a Boliden subsidiary operating the large-scale Neves-Corvo mine in Portugal. Mr. Santos is a Partner of CRA - Coelho Ribeiro e Associados - Portuguese Law Firm, where he leads the firm's Arbitration and Mining practices. Mr. Santos is a member of the Portuguese Bar Association, the Brazilian Bar Association, the Lawyers' Association of the Republic of Timor-Leste and the Lawyers' Association of Macau. Mr. Santos is also a recognized author on arbitration and dispute resolution. Further details regarding the Arrangement are set out in Ascendant's management information circular dated April 3, 2025 (the "Circular"), which is available on SEDAR+ ( under Ascendant's issuer profile. Advisors Stifel Nicolaus Canada Inc. acted as financial advisor to the special committee of Ascendant and Sotos LLP acted as legal counsel to Ascendant in connection with the Arrangement. WeirFoulds LLP acted as legal counsel to Cerrado in connection with the Arrangement. About Ascendant Resources Inc. Ascendant Resources is a Toronto-based mining company focused on the exploration and development of the highly prospective Lagoa Salgada VMS project located on the prolific Iberian Pyrite Belt in Portugal. The Lagoa Salgada project is a high-grade polymetallic project, demonstrating a typical mineralization endowment of zinc, copper, lead, tin, silver, and gold. Extensive exploration upside potential lies both near deposit and at prospective step-out targets across the large 7,209-hectare property concession. Located just 80km from Lisbon and surrounded by exceptional infrastructure, Lagoa Salgada offers a low-cost entry to a significant exploration and development opportunity, already showing its mineable scale and cashflow generation potential. Ascendant currently holds an 80% interest in the Lagoa Salgada project through its position in Redcorp - Empreendimentos Mineiros, Lda. Ascendant's common shares are principally listed on the Toronto Stock Exchange under the symbol "ASND". For more information on Ascendant, please visit our website at Additional information relating to Ascendant is available on SEDAR+ at About Cerrado Gold Inc. Cerrado Gold is a Toronto-based gold production, development, and exploration company focused on gold projects in South America. Cerrado is the 100% owner of both the producing Minera Don Nicolás and Las Calandrias mine in Santa Cruz province, Argentina. In Canada, Cerrado Gold is developing it's 100% owned Mont Sorcier Iron Ore and Vanadium project located outside of Chibougamou, Quebec. In Argentina, Cerrado is maximizing asset value at its Minera Don Nicolas operation through continued operational optimization and is growing production through its operations at the Las Calandrias Heap Leach project. An extensive campaign of exploration is ongoing to further unlock potential resources in our highly prospective land package in the heart of the Deseado Masiff. In Canada, Cerrado holds a 100% interest in the Mont Sorcier Iron Ore and Vanadium project, which has the potential to produce a premium iron ore concentrate over a long mine life at low operating costs and low capital intensity. Furthermore, its high grade and high purity product facilitates the migration of steel producers from blast furnaces to electric arc furnaces, contributing to the decarbonization of the industry and the achievement of SDG goals. For more information about Cerrado please visit Cerrado's website at: Additional information relating to Cerrado is available on SEDAR+ at For further information regarding Cerrado or Ascendant, contact: Mark Brennan Mike McAllisterExecutive Chairman Vice President, Investor RelationsTel: +1-647-805-5662mmcallister@ Forward Looking Information This press release contains statements that constitute "forward-looking information" (collectively, "forward-looking statements") within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that discusses predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. Forward-looking statements contained in this press release include, without limitation, statements regarding the business of Ascendant and Cerrado, statements and information concerning the Arrangement, statements concerning the issuance of Cerrado replacement options and warrants, the de-listing of Ascendant shares from the TSX, and the intention to obtain an order to cease being a reporting issuer in the applicable jurisdictions and terminate its public reporting requirements. In making the forward-looking statements contained in this press release, Ascendant and Cerrado have made certain assumptions. Readers are cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the assumptions, plans, intentions or expectations upon which they are placed will occur. Although Ascendant and Cerrado believe that the expectations reflected in forward-looking statements are reasonable, it can give no assurance that the expectations of any forward-looking statements will prove to be correct. Known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to general business, economic, competitive, political and social uncertainties. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this press release. Except as required by law, Ascendant and Cerrado disclaim any intention and assumes no obligation to update or revise any forward-looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking statements or otherwise. Forward-looking information is subject to a variety of risks and uncertainties, which could cause actual events or results to differ from those reflected in the forward-looking information, including, without limitation, the risks described under the heading "Risks Factors" in the Circular and under the heading "Risk Factors" in Ascendant's Annual Information Form dated March 27, 2025 and under the heading "Risks and Uncertainties" in Ascendant's most recent Management's Discussion and Analysis and other risks identified in Cerrado's and Ascendant's filings with Canadian securities regulators, which filings are available on SEDAR+ at The risk factors referred to above are not an exhaustive list of the factors that may affect any of Ascendant's or Cerrado's forward-looking information. The statements containing forward-looking information are based on the respective beliefs, expectations and opinions of management of the companies on the date the statements are made, and Ascendant and Cerrado do not assume any obligation to update such forward-looking information if circumstances or management's beliefs, expectations or opinions should change, other than as required by applicable law. For the reasons set forth above, one should not place undue reliance on forward-looking information. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. SOURCE: Cerrado Gold Inc.
