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Business Insider
5 days ago
- Business
- Business Insider
Columbus McKinnon says DOJ requests more information on Kito deal
In a regulatory filing, Columbus McKinnon (CMCO) stated, 'As previously disclosed, on February 10, 2025, Columbus McKinnon entered into a Stock Purchase Agreement with Kito Crosby Limited, the equityholders of Kito, and Ascend Overseas Limited, pursuant to which Columbus McKinnon agreed to acquire all of the issued and outstanding equity of Kito. In connection with the Acquisition, Columbus McKinnon and KKR (KKR) North America Fund XI L.P., the ultimate parent entity of Kito, each filed the required notification and report forms under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, with the Antitrust Division of the U.S. Department of Justice and the Federal Trade Commission. On May 28, 2025, Columbus McKinnon and KKR each received a request for additional information and documentary material from the Antitrust Division in connection with the Antitrust Division's review of the Acquisition. The issuance of the Second Request extends the waiting period under the HSR Act until 30 days after both Columbus McKinnon and KKR have substantially complied with the Second Request, unless the waiting period is voluntarily extended by the parties or terminated earlier by the Antitrust Division. The parties have been working collaboratively with the Antitrust Division to bring its review of the Acquisition to a close as expeditiously as possible and will continue to do so. Completion of the Acquisition remains subject to the expiration or termination of the waiting period under the HSR Act and the satisfaction or waiver of the other customary closing conditions set forth in the Purchase Agreement.'


Business Wire
27-05-2025
- Automotive
- Business Wire
RB Global Announces Early Termination of Hart-Scott-Rodino Waiting Period
WESTCHESTER, Ill.--(BUSINESS WIRE)--RB Global, Inc. (NYSE: RBA) (TSX: RBA), the trusted global marketplace for insights, services and transaction solutions for commercial assets and vehicles, today announced that on May 22, 2025, the U.S. Federal Trade Commission granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the 'HSR Act') with respect to the pending acquisition of JM Wood Auction Co., Inc. by Ritchie Bros Auctioneers (America), Inc., which is a wholly owned subsidiary of RB Global. The termination of the waiting period under the HSR Act satisfies one of the conditions to the closing of the pending acquisition, which is expected to be completed in the second or early third quarter of 2025, but which remains subject to other customary closing conditions. About RB Global RB Global, Inc. (NYSE: RBA) (TSX: RBA) is a leading, omnichannel marketplace and trusted provider of value-added insights, services and transaction solutions for buyers and sellers of commercial assets and vehicles worldwide. Through its global network of auction sites and digital platform, RB Global serves customers worldwide across a variety of asset classes, including automotive, construction, commercial transportation, government surplus, lifting and material handling, energy, mining and agriculture. The company's end-to-end marketplace solutions include Ritchie Bros., IAA, Rouse Services, SmartEquip and VeriTread. For more information about RB Global, visit Forward-Looking Statements Certain statements contained in this release include 'forward-looking statements' within the meaning of U.S. federal securities laws and 'forward-looking information' within the meaning of Canadian securities laws (collectively, "forward-looking statements"). Forward-looking statements herein include, in particular, statements relating to the anticipated closing of the JM Wood acquisition, and other subjects of this release that are not historical facts. Forward-looking statements are typically identified by such words as 'aim', 'anticipate', 'believe', 'could', 'continue', 'estimate', 'expect', 'intend', 'may', 'ongoing', 'plan', 'potential', 'predict', 'will', 'should', 'would', 'could', 'likely', 'generally', 'future', 'long-term', or the negative of these terms, and similar expressions intended to identify forward-looking statements. It is uncertain whether any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what impact they will have on the results of operations and financial condition of RB Global's common shares. Therefore, you should not place undue reliance on any such forward-looking statements and caution must be exercised in relying on forward-looking statements. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties that may cause actual results to differ materially, including but not limited to risks and uncertainties relating to: our ability to drive shareholder value; potential growth and market opportunities; the level of participation in our auctions and the success of our online marketplaces; our ability to grow our businesses, acquire new customers, enhance our sector reach, drive geographic depth, and scale our operations; the impact of our initiatives, services, investments, and acquisitions on us and our customers; the acquisition or disposition of properties; potential future mergers and acquisitions; our ability to integrate acquisitions; our future capital expenditures and returns on those expenditures; our ability to add new business and information solutions, including, among others, our ability to maximize and integrate technology to enhance our existing services and support additional value-added service offerings; the supply trend of equipment and vehicles in the market and the anticipated price environment, as well as the resulting effect on our business and Gross Transaction Value ('GTV'); our compliance with laws, rules, regulations, and requirements that affect our business; effects of various economic, financial, industry, and market conditions or policies, including inflation, the supply and demand for property, equipment, or natural resources; the behavior of commercial assets and vehicle pricing; the relative percentage of GTV represented by straight commission or underwritten (guarantee and inventory) contracts, and its impact on revenues and profitability; our future capital expenditures and returns on those expenditures; the effect of any currency exchange and interest rate fluctuations on our results of operations; the effect of any tariffs on our results of operations; the grant and satisfaction of equity awards pursuant to our compensation plans; any future declaration and payment of dividends, including the tax treatment of any such dividends; financing available to us from our credit facilities or other sources, our ability to refinance borrowings, and the sufficiency of our working capital to meet our financial needs; our ability to satisfy our present operating requirements and fund future growth through existing working capital, credit facilities and debt; misappropriation of data or cybersecurity incidents; and, failure to comply with privacy and data protection laws. Other risks that could cause actual results to differ materially from those described in the forward-looking statements are included in 'Part I, Item 1A: Risk Factors', and the section titled "Summary of Risk Factors", in our Annual Report on Form 10-K for the year ended December 31, 2024, as such risk factors may be amended, supplemented or superseded from time to time by other reports we file with the Securities and Exchange Commission, including subsequent Quarterly Reports on Form 10-Q The forward-looking statements included in this release are made only as of the date hereof. While the list of factors presented here is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Many of these risk factors are outside of our control, and as such, they involve risks which are not currently known that could cause actual results to differ materially from those discussed or implied herein. RB Global does not undertake any obligation to update any forward-looking statements to reflect actual results, new information, future events, changes in its expectations or other circumstances that exist after the date as of which the forward-looking statements were made, except as required by law.


Globe and Mail
14-04-2025
- Business
- Globe and Mail
U.S. House Wraps Market is Set to Generate Nearly $4.5 Billion in Revenue by 2030 – Self-Adhesive and Peel-and-Stick House Wraps are Gaining Popularity
"U.S. House Wraps Market Research Report by Arizton" According to Arizton's latest research report, U.S. house wraps market is growing at a CAGR of 3.40% during 2024-2030. Report Scope: Market Size (2030): $4.57 Billion Market Size (2024): $3.74 Billion CAGR (2024-2030): 3.40% Historic Year: 2021-2023 Base Year: 2024 Forecast Year: 2025-2030 Market Segmentation: Product Type, Applications, and End-User The US house wraps market has seen steady growth, driven by rising demand for energy-efficient construction and stricter building codes focusing on insulation and airtightness. House wraps act as protective barriers, improving thermal performance, moisture control, and energy efficiency in residential buildings. The shift toward sustainable building practices has fueled the popularity of greenhouse wraps, made from recycled or biodegradable materials, aligning with environmental regulations and green building standards. The growing trend of energy-efficient retrofitting in residential renovations also contributes to the increased use of house wraps, ensuring durability, moisture resistance, and improved indoor air quality in modern construction projects. New Construction Segment Booming the U.S. House Wraps Market Growth The growth of housing developments, particularly multi-family units and single-family homes, is driving increased usage of house wraps in the US. The pandemic-induced housing surge and urbanization trends in states like Texas, Florida, and California have spurred construction, with completed housing units reaching 1.6 million annually by February 2025. Strict building codes and energy-efficient standards such as LEED and ENERGY STAR require high-performance house wraps to ensure air and moisture control. Self-adhesive and peel-and-stick house wraps are gaining popularity for their ease of installation, reducing human error and leakage points. Additionally, advanced house wraps with UV protection and tear resistance help protect buildings from extreme weather during construction. Recent Vendor Activities On March 15, 2023, Berry Global Group announced the expansion of its high-performance building wrap line with the launch of TYPAR DrainableWrap, its first drainable building wrap designed to protect multi-story structures from the elements while effectively managing excess moisture. On March 11, 2025, Amcor and Berry Global Group announced that the required waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act) had ended. This marks an important step toward completing their planned merger, as it fulfills another key condition needed for the deal to move forward. The definitive merger agreement is expected to close in mid-2025. Competitive Overview The US house wraps market is highly competitive, featuring numerous global and regional players. Companies are constantly refining their product offerings to maintain a strong presence in the market. Key players are investing in research and development to introduce innovative house wraps solutions. For instance, DuPont launched the Tyvek FireCurb House Wrap, which incorporates flame-retardant technology for added protection. The market's future growth will be driven by advancements in material science, with a growing demand for self-adhering house wraps, vapor-permeable membranes, and fire-resistant coatings. However, the market also faces challenges from the potential entry of low-quality products, which may impact pricing and product standards. Key Vendors Benjamin Obdyke Berry Global DuPont INDEVCO Kingspan Owens Corning Saint-Gobain ANCI Alpha Pro Tech Carlisle Company Incorporated Dörken IPG James Hardie Building Products Kimberly-Clark Lowe's Mewar Polytex Ox Engineered Products Ox Engineered Products PrimeSource Building Products PROSOCO Protecto Wrap Tamlyn VaproShield Segmentation & Forecasts By Product Type Mechanically-Attached House Wraps Non-Mechanically-Attached House Wraps Application New Construction Repair & Remodeling End-User Professional Personal The Arizton Advisory & Intelligence market research report provides valuable market insights for industry stakeholders, investors, researchers, consultants, and business strategists aiming to gain a thorough understanding of the U.S. house wraps market. Request for Free Sample to get a glance of the report now: What Key Findings Will Our Research Analysis Reveal? How big is the U.S. house wraps market? What is the growth rate of the U.S. house wraps market? What are the factors driving U.S. house wraps market growth? Who are the major players in the U.S. house wraps market? U.S. Smart Locks Market - Focused Insights 2024-2029 U.S. Home Improvement Market - Focused Insights 2024-2029 Why Arizton? 100% Customer Satisfaction 24x7 availability – we are always there when you need us 200+ Fortune 500 Companies trust Arizton's report 80% of our reports are exclusive and first in the industry 100% more data and analysis 1500+ reports published till date Post-Purchase Benefit 1hr of free analyst discussion 10% off on customization About Us: Arizton Advisory and Intelligence is an innovative and quality-driven firm that offers cutting-edge research solutions to clients worldwide. We excel in providing comprehensive market intelligence reports and advisory and consulting services. We offer comprehensive market research reports on consumer goods & retail technology, automotive and mobility, smart tech, healthcare, life sciences, industrial machinery, chemicals, materials, I.T. and media, logistics, and packaging. These reports contain detailed industry analysis, market size, share, growth drivers, and trend forecasts. Arizton comprises a team of exuberant and well-experienced analysts who have mastered generating incisive reports. Our specialist analysts possess exemplary skills in market research. We train our team in advanced research practices, techniques, and ethics to outperform in fabricating impregnable research reports.
Yahoo
11-04-2025
- Automotive
- Yahoo
Valvoline Inc. Receives Second Request from Federal Trade Commission Related to the Proposed Acquisition of Breeze Autocare
LEXINGTON, Ky., April 11, 2025 /PRNewswire/ -- Valvoline Inc. (NYSE: VVV) today announced that the Company and Greenbriar Equity Group, L.P. ("Greenbriar") each received a Request for Additional Information and Documentary Material ("Second Request") from the U.S. Federal Trade Commission ("FTC") as part of the agency's regulatory review of Valvoline's proposed acquisition of Breeze Autocare from Greenbriar. The Second Request extends the waiting period imposed by the Hart-Scott-Rodino Antitrust Improvements Act of 1976 ("HSR Act") until 30 days after Valvoline and Greenbriar have substantially complied with the requests unless the waiting period is voluntarily extended by the parties or terminated sooner by the FTC. The completion of the acquisition remains subject to the expiration or termination of the waiting period under the HSR Act and other customary closing conditions. The Company will continue to work constructively with the FTC to enable closing of the transaction as soon as possible. The Company expects the transaction to close in the second half of fiscal 2025. About Valvoline Inc. Valvoline Inc. (NYSE: VVV) delivers quick, easy, trusted service at more than 2,000 franchised and company-operated service centers across the United States and Canada. The Company completes more than 28 million services annually system-wide, from 15-minute stay-in-your-car oil changes to a variety of manufacturer-recommended maintenance services such as wiper replacements and tire rotations. At Valvoline Inc., it all starts with our people, including the 11,000 team members who are working to grow the core business, expand the Company's retail network, and plan for the vehicles of the future. For more information, visit Forward-Looking Statements Certain statements herein, other than statements of historical fact, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may include, without limitation, statements about the proposed transaction to acquire Breeze Autocare, including its Oil Changers stores, the expected timetable for completing the proposed transaction, and the benefits and synergies of the proposed transaction; executing on the growth strategy to create shareholder value by driving the full potential in Valvoline's core business, accelerating network growth and innovating to meet the needs of customers and the evolving car parc; realizing the benefits from acquisitions and refranchising transactions; and future opportunities for the stand-alone retail business; and any other statements regarding Valvoline's future operations, financial or operating results, capital allocation, debt leverage ratio, anticipated business levels, dividend policy, anticipated growth, market opportunities, strategies, competition, and other expectations and targets for future periods. Valvoline has identified some of these forward-looking statements with words such as "anticipates," "believes," "expects," "estimates," "is likely," "predicts," "projects," "forecasts," "may," "will," "should," and "intends," and the negative of these words or other comparable terminology. These forward-looking statements are based on Valvoline's current expectations, estimates, projections, and assumptions as of the date such statements are made and are subject to risks and uncertainties that may cause results to differ materially from those expressed or implied in the forward-looking statements. Additional information regarding these risks and uncertainties are described in Valvoline's filings with the Securities and Exchange Commission (the "SEC"), including in the "Risk Factors," "Management's Discussion and Analysis of Financial Condition and Results of Operations," and "Quantitative and Qualitative Disclosures about Market Risk" sections of Valvoline's most recently filed periodic reports on Forms 10-K and 10-Q, which are available on Valvoline's website at or on the SEC's website at Valvoline assumes no obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future, unless required by law. ™ Trademark, Valvoline Inc., or its subsidiaries, registered in various countries FURTHER INFORMATION Investor Inquiries Elizabeth B. Clevinger+1 (859) 357-3155IR@ Media Inquiries Angela Daviedmedia@ View original content to download multimedia: SOURCE Valvoline Inc. Sign in to access your portfolio

Associated Press
14-03-2025
- Business
- Associated Press
Converge Announces Filing and Mailing of Management Information Circular in Connection with its Special Meeting of Shareholders to Approve the Acquisition by H.I.G. Capital
TORONTO and GATINEAU, QC, March 14, 2025 /PRNewswire/ - Converge Technology Solutions Corp. ('Converge' or the 'Company') (TSX: CTS) (FSE: 0ZB) (OTCQX: CTSDF) is pleased to announce its management information circular (the 'Circular') in connection with the Company's upcoming special meeting (the 'Meeting') of the holders (the 'Shareholders') of common shares of Converge (the 'Shares') is now available under Converge's profile on SEDAR+ ( as well as on the Company's website at The mailing of the Circular and related materials for the Meeting, to Shareholders, has also commenced. Further, the Company announced today that the Ontario Superior Court of Justice (Commercial List) has issued an interim order in connection with the Arrangement (as defined below), authorizing the calling and holding of the Meeting and other matters related to the conduct of the Meeting. The Company also announced that the waiting period applicable to the Arrangement (as defined below) under the Hart-Scott Rodino Antitrust Improvements Act of 1976 (United States) (the 'HSR Act') has expired. The expiration of the waiting period under the HSR Act satisfies one of the conditions necessary for completion of the Arrangement. The Arrangement and Meeting Details On February 6, 2025, the Company entered into an arrangement agreement (the 'Arrangement Agreement') with 16728421 Canada Inc. (the 'Purchaser'), an affiliate of H.I.G. Capital ('H.I.G.'), in respect of a proposed statutory plan of arrangement (the 'Arrangement') under the Canada Business Corporations Act under which, among other things, the Purchaser will acquire all of the outstanding Shares for cash consideration of C$5.50 per Share (the 'Consideration'), other than certain Shares held by certain Shareholders who entered into rollover equity agreements (the 'Rollover Shareholders'). The Consideration values the Company at an enterprise value of approximately C$1.3 billion. At the Meeting, Shareholders will be asked to vote on a special resolution (the 'Arrangement Resolution') to approve the Arrangement. Converge will hold the Meeting on April 10, 2025, at 11:00 a.m. (Toronto time) in a virtual-only meeting format, online at with the ability for participation electronically in the virtual Meeting as explained further in the Circular. Only Shareholders of record as of the close of business on March 10, 2025 are entitled to receive notice of, attend, participate and vote at, the Meeting. The Arrangement is expected to be completed on or about April 17, 2025. The Board of Directors of Converge unanimously (with an interested director abstaining) recommends that Shareholders vote FOR the Arrangement Resolution. Reasons for the Arrangement and Board Recommendation In the course of their evaluation of the Arrangement, a special committee (the 'Special Committee') of the board of directors of Converge (the 'Board'), comprised of independent directors of the Company, and the Board consulted with the Company's legal counsel and the Special Committee's and the Company's respective financial advisors and the Company's management, and considered a number of factors including, among others, the following: Significant Premium. The Consideration represents a premium of approximately 56% to the closing price of the Shares on the Toronto Stock Exchange (the 'TSX') on February 6, 2025 and a premium of approximately 57% to the Company's 30-day volume-weighted average price of the Shares on the TSX for the period ending on February 6, 2025, the last trading day prior to the announcement of the Arrangement. Certainty and Immediate Liquidity. The Consideration provides certainty, immediate value and liquidity to the Shareholders (other than the Rollover Shareholders) while eliminating the effect on the Shareholders of any further dilution, long-term business and execution risk or to financial markets or economic conditions. Other Available Alternatives. The Special Committee and the Board believe the Arrangement is an attractive proposition for the Shareholders relative to the status quo and other alternatives reasonably available to the Company, taking into account the current and anticipated opportunities and risks and uncertainties associated with the Company's business, affairs, operations, industry and prospects, including the execution risks associated with its standalone strategic plan, the Company's competitive position, the current and anticipated macroeconomic and political environment, the current and anticipated risks with Canadian equity markets and the sensitivity of the technology solutions provider sector to trends impacting key technology partners and vendors. There is no assurance that the continued operation of the Company under its current business model and pursuit of future business plan would yield equivalent or greater value for all Shareholders compared to that available under the Arrangement. Result of a Comprehensive Process. Under the supervision of the Board and the Special Committee and guidance of its financial advisors, a broad group of potential counterparties were contacted since the beginning of the initial strategic review process in 2022, including global strategic parties and financial sponsors with a focus on the IT services/solutions industry. This ultimately resulted in four parties actively participating in the most recent stage of the process, and three submitting offers and subsequent revised offers. None of the other parties offered to transact at a competitive level to the Consideration and deal terms proposed in the Arrangement. Negotiated Arrangement. The Arrangement Agreement is the result of a comprehensive negotiation process with H.I.G. that was undertaken by the Company and its legal and financial advisors with the oversight and participation of the Special Committee and the Board. The Arrangement Agreement includes terms and conditions that are reasonable in the judgment of the Special Committee and the Board with the advice of the Company's legal and financial advisors, including customary 'fiduciary out' rights that would enable the Company to enter into a superior proposal in certain circumstances. Additional details with respect to the Arrangement, the reasons for the unanimous recommendation of the Board and Special Committee, as well as its potential benefits and risks are described in the Circular. Shareholders are encouraged to read the Circular in its entirety and vote their Shares as soon as possible ahead of the proxy voting deadline on Tuesday, April 8, 2025 at 11:00 a.m. (Toronto time). Shareholder Questions Shareholders who have any questions or require assistance with voting may contact Laurel Hill Advisory Group, Converge's proxy solicitation agent and Shareholder communications advisor: Laurel Hill Advisory Group Toll Free: 1-877-452-7184 (for Shareholders in North America) International: +1 416-304-0211 (for Shareholders outside Canada and the US) By Email: [email protected] About Converge Converge Technology Solutions Corp. is reimagining the way businesses think about IT—a vision driven by people, for people. Since 2017, we've focused on delivering outcomes-driven solutions that tackle human-centered challenges. As a services-led, software-enabled, IT & Cloud Solutions provider, we combine deep expertise, local connections, and global resources to deliver industry-leading solutions. Through advanced analytics, artificial intelligence (AI), cloud platforms, cybersecurity, digital infrastructure, and workplace transformation, we empower businesses across industries to innovate, streamline operations, and achieve meaningful results. Our AIM (Advise, Implement, Manage) methodology ensures solutions are tailored to our customers' specific needs, aligning with existing systems to drive success without complexity. Discover IT reimagined with Converge—where innovation meets people. Learn more at Forward-Looking Information This press release contains certain 'forward-looking information' and 'forward-looking statements' (collectively, 'forward-looking statements') within the meaning of applicable Canadian securities legislation regarding Converge and its business. Any statement that involves discussions with respect to 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. Specifically, the anticipated benefits of the Arrangement for the Company, its employees, business partners, shareholders and other stakeholders and the anticipated timing of the Meeting, completion of mailing of the Circular and Meeting materials and completion of the Arrangement and other statements that are not statements of historical facts are considered forward-looking information. The forward-looking information are based on management's opinions, estimates and assumptions, including, but not limited to: assumptions as to the ability of the parties to receive, in a timely manner and on satisfactory terms, the necessary regulatory, court and shareholder approvals; the ability of the parties to satisfy, in a timely manner, the other conditions for the completion of the Arrangement, and other expectations and assumptions concerning the Arrangement. The anticipated dates indicated may change for a number of reasons, including the necessity to extend the time limits for satisfying the other conditions for the completion of the Arrangement or the ability of the Board to consider and approve, subject to compliance by the Company of its obligations under the Arrangement Agreement, a superior proposal for the Company. While these opinions, estimates and assumptions are considered by the Company to be appropriate and reasonable in the circumstances as of the date of this press release, they are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, levels of activity, performance, or achievements to be materially different from those expressed or implied by such forward-looking information. The forward looking information are subject to significant risks including, without limitation: the failure of the parties to obtain the necessary shareholder, regulatory and court approvals or to otherwise satisfy the conditions for the completion of the Arrangement; failure of the parties to obtain such approvals or satisfy such conditions in a timely manner; H.I.G's ability to complete the anticipated debt and equity financing as contemplated by applicable commitment letters or to otherwise secure favourable terms for alternative financing; significant transaction costs or unknown liabilities; the ability of the Board to consider and approve, subject to compliance by the Company with its obligations under the Arrangement Agreement, a superior proposal for the Company; the failure to realize the expected benefits of the Arrangement; the effect of the announcement of the Arrangement on the ability of Converge to retain and hire key personnel and maintain business relationships with customers, suppliers and others with whom they each do business, or on Converge's operating results; the market price of Shares and business generally; potential legal proceedings relating to the Arrangement and the outcome of any such legal proceeding; the inherent risks, costs and uncertainties associated with transitioning the business successfully and risks of not achieving all or any of the anticipated benefits of the Arrangement, or the risk that the anticipated benefits of the Arrangement may not be fully realized or take longer to realize than expected; the occurrence of any event, change or other circumstances that could give rise to the termination of the Arrangement Agreement and general economic conditions. Failure to obtain the necessary shareholder, regulatory and court approvals, or the failure of the parties to otherwise satisfy the conditions for the completion of the Arrangement or to complete the Arrangement, may result in the Arrangement not being completed on the proposed terms or at all. In addition, if the Arrangement is not completed, and the Company continues as an independent entity, there are risks that the announcement of the Arrangement and the dedication of substantial resources by the Company to the completion of the Arrangement could have an impact on its business and strategic relationships, including with future and prospective employees, customers, suppliers and partners, operating results and activities in general, and could have a material adverse effect on its current and future operations, financial condition and prospects. If any of these risks or uncertainties materialize, or if the opinions, estimates or assumptions underlying the forward-looking information prove incorrect, actual results or future events might vary materially from those anticipated in the forward-looking information. Although the Company has attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other risk factors not presently known to the Company or that the Company presently believes are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking information. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, you should not place undue reliance on forward-looking information, which speaks only as of the date made. The forward-looking information contained in this press release represents the Company's expectations as of the date specified herein, and are subject to change after such date. However, the Company disclaims any intention or obligation or undertaking to update or revise any forward-looking information or to publicly announce the results of any revisions to any of those statements, whether as a result of new information, future events or otherwise, except as required under applicable securities laws. All of the forward-looking information contained in this press release is expressly qualified by the foregoing cautionary statements.