Latest news with #assetpurchase
Yahoo
21-07-2025
- Business
- Yahoo
ReShape Lifesciences® to Host Special Meeting of Stockholders on July 24, 2025
Board of Directors Unanimously Recommend Approving Merger Agreement With Vyome Therapeutics and Asset Purchase Agreement With Biorad Medisys Shareholders are encouraged to vote FOR Proposals 1, 2, and 3 by Calling 1-877-750-8310 IRVINE, Calif., July 21, 2025 (GLOBE NEWSWIRE) -- ReShape Lifesciences® (Nasdaq: RSLS), the premier physician-led weight loss and metabolic health solutions company, today announced it will host a Special Meeting of Stockholders of ReShape Lifesciences Inc. to be held at 11:30 am ET on July 24, 2025. After a thorough strategic review, the ReShape Board of Directors unanimously determined that a merger with Vyome Therapeutics, Inc. (Vyome), a private clinical-stage company targeting immuno-inflammatory and rare diseases, and a simultaneous sale of ReShape's assets to Ninjour Health International Limited, an affiliate of Biorad Medisys, Pvt. Ltd. (together, Biorad), are advisable and in the best interests of ReShape and its stockholders. Additionally, the independent proxy advisory firms ISS and Glass Lewis both recently issued recommendations in favor of Proposals 1, 2 and 3. Addressing the Company's shareholders, Paul F. Hickey, President and Chief Executive Officer of ReShape Lifesciences, noted, 'Your vote is important, no matter how many or how few shares you may own, for ReShape to take the next step in its evolution as the merger agreement with Vyome and a concurrent asset purchase agreement with Biorad, will successfully maximize value for our stockholders.' We are asking that you vote FOR each of the proposals on the agenda, including Proposals 1, 2, and 3 related to (1) the issuance of shares of our common stock, (2) the approval of the sale of substantially all of ReShape's assets, and (3) amending our certificate of incorporation to implement the post-closing composition of our Board of Directors, each in connection with our transaction with Vyome. Additionally, we are grateful to our Series C preferred stockholders for substantially reducing their liquidation preference, enabling our common stockholders to better realize the potential value of the merger. I am truly excited about the value we are delivering to all of our stockholders and the significant growth potential these transactions will enable, once approved by our shareholders.' 'We believe this transaction will allow us to unlock the full potential of Vyome's pipeline by focusing on advancing the development of the combined company's immune-inflammatory assets and identifying additional opportunities between the world-class Indian innovation corridor and the U.S. market,' stated Venkat Nelabhotla, Chief Executive Officer and Co-Founder of Vyome. "Vyome aims to build a world-class company by combining top talent and capital from the U.S. and India to develop cost-efficient therapies for chronic immune-inflammatory diseases. We also plan to expand our portfolio across biopharma, medical devices, and healthcare AI. With no debt and a clean capital structure, we believe Vyome is well-positioned for public market success.' To successfully execute ReShape's transformation, it is imperative that stockholders vote in favor of each proxy proposal on the agenda. The proposals - including Proposals 1, 2, and 3 – would approve: 1. The issuance of shares of ReShape common stock in connection with the transaction.2. The sale of substantially all of ReShape's assets to Biorad. 3. Certain amendments to ReShape's certificate of incorporation to facilitate the proposed post-closing board composition of the company. Those who have not voted should vote today. Those who voted against Proposals 1, 2, or 3 are asked to please reconsider their votes based on the factors described in this press release. The proxy statement for the Special Meeting of Stockholders of ReShape filed on June 24, 2025 contains important information and this press release should be read in conjunction with the proxy statement, which, along with other relevant materials, is available at no charge at the U.S. Securities and Exchange Commission's website and at the Company's website Shareholders can vote by telephone, or the follow the easy instructions on the proxy card or voting instruction form previously sent. For any questions or assistance in voting shares, please call our proxy solicitor, INNISFREE M&A INCORPORATEDTOLL-FREE, at 1-877-750-8310. About Vyome Vyome Therapeutics is building a healthcare platform spanning the US-India innovation corridor. Vyome's immediate focus is leveraging its clinical-stage assets to transform the lives of patients with immune-inflammatory conditions. By applying groundbreaking science and its unique positioning across the US-India innovation corridor, Vyome seeks to deliver lasting value to shareholders in a hyper cost-efficient manner while upholding global standards of quality and safety. Based in Cambridge, MA, the company has announced its intent to be listed on the Nasdaq exchange under the ticker 'HIND' pursuant to a reverse merger with ReShape Lifesciences Inc. (Nasdaq: RSLS) in early 2025. To learn more, please visit About Biorad MedisysBiorad Medisys Pvt. Ltd.® is a rapidly growing med-tech company dedicated to redefining healthcare standards with precision-engineered medical devices backed by rigorous scientific research. It operates three business units – Indovasive, Orthovasive and Neurovasive. Indovasive offers consumables and equipment in Urology and Gastroenterology. The Orthovasive segment sells a complete range of Knee and Hip implants for both Primary and Revision surgeries. It has recently forayed into Neurovascular BU for selling a wide portfolio of products in peripheral vascular, neurovascular and rehabilitation segments. It has two manufacturing facilities in India and is currently exporting to 50+ countries. To realize its global expansion strategy, it recently acquired a Swiss based company, Marflow, which specializes in commercialization of products in Urology & Gastroenterology. About ReShape Lifesciences® ReShape Lifesciences® is America's premier weight loss and metabolic health-solutions company, offering an integrated portfolio of proven products and services that manage and treat obesity and metabolic disease. The FDA-approved Lap-Band® System provides minimally invasive, long-term treatment of obesity and is an alternative to more invasive surgical stapling procedures such as the gastric bypass or sleeve gastrectomy. The investigational Diabetes Bloc-Stim Neuromodulation™ (DBSN™) system utilizes a proprietary vagus nerve block and stimulation technology platform for the treatment of type 2 diabetes and metabolic disorders. The Obalon® balloon technology is a non-surgical, swallowable, gas-filled intra-gastric balloon that is designed to provide long-lasting weight loss. For more information, please visit Forward-Looking Safe Harbor Statement This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from those discussed due to known and unknown risks, uncertainties, and other factors. These forward-looking statements generally can be identified by the use of words such as "expect," "plan," "anticipate," "could," "may," "intend," "will," "continue," "future," other words of similar meaning and the use of future dates. These and additional risks and uncertainties are described more fully in the company's filings with the Securities and Exchange Commission, including those factors identified as "risk factors" in our most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q. We are providing this information as of the date of this press release and do not undertake any obligation to update any forward-looking statements contained in this document as a result of new information, future events or otherwise, except as required by law. Additional Information In connection with the proposed merger with Vyome (the 'Merger') and sale of assets to Ninjour Health International Limited, an affiliate of Biorad Medisys Pvt. Ltd. (the 'Asset Sale'), ReShape filed with the SEC on June 24, 2025 and mailed or otherwise provided to its stockholders the joint proxy statement/prospectus (the 'joint proxy statement/prospectus') and other relevant documents in connection with the proposed Merger and Asset Sale. Before making a voting decision, ReShape's stockholders are urged to read the joint proxy statement/prospectus and any other documents filed by ReShape with the SEC in connection with the proposed Merger and Asset Sale or incorporated by reference therein carefully and in their entirety because they contain important information about ReShape, Vyome and the proposed transactions. Investors and stockholders may obtain a free copy of these materials and other documents filed by ReShape with the SEC at the SEC's website at at ReShape's website at or by sending a written request to ReShape at 18 Technology Drive, Suite 110, Irvine, California 92618, Attention: Corporate Secretary. CONTACTSReShape Lifesciences Investor Contact:Paul F. HickeyPresident and Chief Executive Officer949-276-7223ir@ Investor Relations Contact:Rx Communications GroupMichael Miller(917)-633-6086mmiller@ Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data

National Post
18-07-2025
- Business
- National Post
TomaGold Announces Closing of Hazeur, Monster Lake East and Monster Lake West Properties Sale Transaction
Article content MONTREAL — TOMAGOLD CORPORATION (TSXV: LOT; OTCPK: TOGOF) (' TomaGold ' or the ' Company ') is pleased to announce the closing of the previously-disclosed asset purchase agreement with Northern Superior Resources Inc. (TSXV: SUP; OTCQX: NSUPF; GR: D9M1) (' Northern Superior ') dated July 10, 2025 (the ' Asset Purchase Agreement '), for the sale of the Company's wholly-owned Hazeur, Monster Lake East and Monster Lake West properties (collectively, the ' Properties '), located in the Chibougamau area, in the province of Québec. Article content Pursuant to the Asset Purchase Agreement, in consideration for the acquisition of the Properties (the ' Proposed Acquisition '), Northern Superior provided the following consideration to TomaGold: Article content Closing Payment: A cash payment of $1,000,000 to TomaGold in satisfaction of the purchase price of the Asset Purchase Agreement; and Royalty: Northern Superior granted to TomaGold, a net smelter returns royalty of 2% (the ' NSR ') on all mineral production from the Properties pursuant to a net smelter royalty agreement dated as of the closing date of the Proposed Acquisition. Northern Superior, or any successor entity that holds an interest in the Properties, has the right to repurchase one half (i.e., 1.0%) of the NSR at any time for a one-time cash payment of $1,000,000. Article content An additional payment of $1,000,000, payable in cash or shares, at the election of Northern Superior, shall be payable to TomaGold in the occurrence of certain events, as detailed in the Asset Purchase Agreement and the press releases of the Company issued on June 16, 2025 and July 11, 2025. Article content 'This is an important transaction for TomaGold. It will enable us to begin our planned, fully permitted exploration programs on our core properties in the Chibougamau Mining Camp, including Obalski, Berrigan, Radar, David, and Dufault, and contribute to the development of this reemerging mining camp,' said David Grondin, CEO of TomaGold. Article content About TomaGold Article content TomaGold Corporation (TSXV: LOT; OTCPK: TOGOF) is a Canadian mineral exploration company engaged in the acquisition, assessment, exploration and development of gold, copper, rare earth elements and lithium projects. Its primary goal is to consolidate the Chibougamau Mining Camp in northern Quebec, where it holds interests and agreements to acquire 13 properties, including its wholly owned Obalski project. TomaGold also owns a 100% interest in the Brisk Extension lithium property and in the Star Lake rare earth elements property, located in the James Bay region of Quebec, as well as a 24.5% interest in the Baird property, located near the Red Lake Mining Camp in Ontario, through a joint venture with Evolution Mining Ltd. and New Gold Inc. Article content Cautionary Statement on Forward-Looking Information Article content This news release includes certain statements that may be deemed 'forward-looking statements'. All statements in this news release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words 'expects', 'plans', 'anticipates', 'believes', 'intends', 'estimates', 'projects', 'potential' and similar expressions, or that events or conditions 'will', 'would', 'may', 'could' or 'should' occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include the realization of the transaction under the terms set out in this press release, market prices, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates, opinions, or other factors should change. Article content Article content Article content
Yahoo
30-06-2025
- Business
- Yahoo
Ascent Industries Co. to Divest American Stainless Tubing for $16 Million, Marking Final Step in Strategic Portfolio Realignment
SCHAUMBURG, Ill., June 23, 2025--(BUSINESS WIRE)--Ascent Industries Co. (Nasdaq: ACNT) ("Ascent" or the "Company"), a company focused on the production and distribution of specialty chemicals, today announced that it has entered into an Asset Purchase Agreement (the "Purchase Agreement") to sell substantially all of the assets related to American Stainless Tubing, LLC ("ASTI"), a North Carolina-based manufacturer of ornamental stainless-steel tubing, to First Tube, LLC, a wholly owned subsidiary of Triple-S Steel Holdings, Inc. a Texas-based provider of steel products and processing services, for approximately $16 million in an all-cash transaction, subject to customary closing conditions. The transaction is expected to close on June 30, 2025. ASTI is a recognized leader in the production of high-quality ornamental stainless-steel tubing, serving a wide range of attractive end markets. "The sale of ASTI, the last of our operating tubular assets, underscores our commitment to completing our pivot to a focused, high-return specialty chemicals platform" said Bryan Kitchen, President and Chief Executive Officer of Ascent. "This follows the successful divestiture of other tubular assets over the past 18 months, culminating in a sharper focus on the Company's core specialty chemical operations." "We are proud of the performance and legacy of ASTI under our ownership. The business is well-positioned for continued growth and success with First Tube, LLC., a buyer whose platform and strategy align well with ASTI's strengths and capabilities." Proceeds from the transaction will be used to support both organic and inorganic growth initiatives within Ascent's Specialty Chemicals segment, as well as for general corporate purposes. Angle Advisors acted as financial advisor and Amundsen Davis, LLC acted as legal advisor to Ascent. About Ascent Industries Co. Ascent Industries Co. (Nasdaq: ACNT) is a company that engages in the production and distribution of specialty chemicals. For more information about Ascent, please visit its website at Forward Looking Statements This press release may include "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and other applicable federal securities laws. All statements that are not historical facts are forward-looking statements. Forward looking statements can be identified through the use of words such as "estimate," "project," "intend," "expect," "believe," "should," "anticipate," "hope," "optimistic," "plan," "outlook," "should," "could," "may" and similar expressions. The forward-looking statements are subject to certain risks and uncertainties which could cause actual results to differ materially from historical results or those anticipated. Readers are cautioned not to place undue reliance on these forward-looking statements and to review the risks as set forth in more detail in Ascent Industries Co.'s Securities and Exchange Commission filings, including our Annual Report on Form 10-K, which filings are available from the SEC or on our website. Ascent Industries Co. assumes no obligation to update any forward-looking information included in this release. View source version on Contacts Company Contact Ryan KavalauskasChief Financial Officer1-630-884-9181 Investor Relations Ralf EsperGateway Group, Inc.1-949-574-3860ACNT@
Yahoo
24-06-2025
- Business
- Yahoo
Navamedic ASA - Investor presentation regarding the acquisition of the business of dne pharma AS
OSLO, Norway, June 24, 2025 /PRNewswire/ -- Reference is made to the announcement made by Navamedic ASA (the "Company" or "Navamedic", and OSE ticker "NAVA") yesterday, on June 23, regarding Navamedic entering into an asset purchase agreement for the acquisition of the business of dne pharma AS. Navamedic will today, on Tuesday 24 June 2025, host two online presentations, at 12:00 CEST (in Norwegian) and 13:00 CEST (in English). The presentations will be held by the Company's CEO, Kathrine Gamborg Andreassen and CFO, Lars Hjarrand. To attend the webcast, please send an e-mail to ca@ The material to be presented in the webcast is attached to this announcement. For further information, please contact: Kathrine Gamborg Andreassen, CEO, Mobile: +47 951 78 880 E-mail: kathrine@ Lars Hjarrand, CFO, Mobile: +47 917 62 842 E-mail: About Navamedic Navamedic ASA is a full-service provider of high-quality healthcare products to hospitals and pharmacies. Navamedic meets the specific medical needs of patients and consumers by leveraging its highly scalable market access platform, leading category competence and local knowledge. Navamedic is present in all the Nordic countries, the Baltics and Benelux, with sales representation in Greece. Navamedic is headquartered in Oslo, Norway, and listed on the Oslo Stock Exchange (OSE: NAVA). For more information, please visit This information was brought to you by Cision The following files are available for download: Navamedic Investor Presentation June 24, 2025 View original content: Sign in to access your portfolio


Bloomberg
21-06-2025
- Business
- Bloomberg
Singapore Members Club 1880's Staff In Bid to Revive Firm: BT
The staff of Singapore private members club 1880 have made an offer to buy the club's assets with the backing of its landlord RB Corp., a member of RB Capital Group, according to the The Business Times.