CHEK

Nobul AI Corp and Check-Cap Ltd Enter into Definitive Business Combination Agreement

Retrieved on: 
Monday, March 25, 2024

TORONTO, March 26, 2024 /PRNewswire/ -- Nobul AI Corp. ("Nobul") and Check-Cap Ltd. ("Check-Cap" or the "Company") (NASDAQ: CHEK) today announced that they have entered into a definitive Business Combination Agreement (the "Business Combination Agreement") under which the shareholders of Nobul will become the majority holders of the combined company. If completed, the business combination will create a public company headquartered in Toronto, Canada and focused on an AI-driven fintech marketplace as well as buying and AI-enabling traditional companies to generate higher returns for its shareholders.

Key Points: 
  • Combined company to apply for listing on Nasdaq and TSX
    TORONTO, March 26, 2024 /PRNewswire/ -- Nobul AI Corp. ("Nobul") and Check-Cap Ltd. ("Check-Cap" or the "Company") (NASDAQ: CHEK) today announced that they have entered into a definitive Business Combination Agreement (the "Business Combination Agreement") under which the shareholders of Nobul will become the majority holders of the combined company.
  • "We are excited to enter into a definitive business combination agreement with Nobul, a high-growth technology company focused on generating strong returns for its shareholders," said Paul Medeiros, Chairman of the Board of Directors of Check-Cap.
  • We intend to hold a special meeting of Check-Cap shareholders in the coming months to vote on this business combination."
  • "The proposed business combination with Check-Cap is expected to be a transformative step forward in the execution of our mission to deliver value to our shareholders.

Nobul AI Corp and Check-Cap Ltd Enter into Definitive Business Combination Agreement

Retrieved on: 
Monday, March 25, 2024

TORONTO, March 25, 2024 /PRNewswire/ -- Nobul AI Corp. ("Nobul") and Check-Cap Ltd. ("Check-Cap" or the "Company") (NASDAQ: CHEK) today announced that they have entered into a definitive Business Combination Agreement (the "Business Combination Agreement") under which the shareholders of Nobul will become the majority holders of the combined company. If completed, the business combination will create a public company headquartered in Toronto, Canada and focused on an AI-driven fintech marketplace as well as buying and AI-enabling traditional companies to generate higher returns for its shareholders.

Key Points: 
  • Combined company to apply for listing on Nasdaq and TSX
    TORONTO, March 25, 2024 /PRNewswire/ -- Nobul AI Corp. ("Nobul") and Check-Cap Ltd. ("Check-Cap" or the "Company") (NASDAQ: CHEK) today announced that they have entered into a definitive Business Combination Agreement (the "Business Combination Agreement") under which the shareholders of Nobul will become the majority holders of the combined company.
  • "We are excited to enter into a definitive business combination agreement with Nobul, a high-growth technology company focused on generating strong returns for its shareholders," said Paul Medeiros, Chairman of the Board of Directors of Check-Cap.
  • We intend to hold a special meeting of Check-Cap shareholders in the coming months to vote on this business combination."
  • "The proposed business combination with Check-Cap is expected to be a transformative step forward in the execution of our mission to deliver value to our shareholders.

Check-Cap Board of Directors Issues Letter to Shareholders

Retrieved on: 
Friday, December 15, 2023

With this letter, Check-Cap is correcting the false and misleading statements published by Symetryx in its press release on December 13, 2023.

Key Points: 
  • With this letter, Check-Cap is correcting the false and misleading statements published by Symetryx in its press release on December 13, 2023.
  • Check Cap’s Board of Directors wants to remind the Check-Cap shareholders that the Board conducted a robust independent process that was undertaken with Ladenburg, a reputable investment bank, while reaching out to over 150 companies to receive 42 formal bids prior to selecting Keystone as the best merger partner.
  • In addition, ISS, the leading independent research company, also evaluated and confirmed the process and independence of the Check-Cap Board of Directors.
  • ISS recommends that shareholders vote for the Keystone transaction and for the re-election of the current members of the Check-Cap Board of Directors.

Leading Independent Proxy Advisory Firm ISS Recommends Check-Cap Shareholders Vote FOR the Keystone Dental Business Combination Agreement

Retrieved on: 
Thursday, December 7, 2023

ISFIYA, Israel, Dec. 07, 2023 (GLOBE NEWSWIRE) -- Check-Cap Ltd. (the “Company” or “Check-Cap”) (NASDAQ: CHEK) today announced that Institutional Shareholder Services Inc. (“ISS”), a leading independent proxy advisory firm, has recommended that Check-Cap shareholders vote FOR approval of the business combination agreement with Keystone Dental Holdings, Inc. (“Keystone”) at the upcoming Annual General Meeting of Shareholders (“AGM”), scheduled for Monday, December 18, 2023.

Key Points: 
  • ISFIYA, Israel, Dec. 07, 2023 (GLOBE NEWSWIRE) -- Check-Cap Ltd. (the “Company” or “Check-Cap”) (NASDAQ: CHEK) today announced that Institutional Shareholder Services Inc. (“ISS”), a leading independent proxy advisory firm, has recommended that Check-Cap shareholders vote FOR approval of the business combination agreement with Keystone Dental Holdings, Inc. (“Keystone”) at the upcoming Annual General Meeting of Shareholders (“AGM”), scheduled for Monday, December 18, 2023.
  • Regarding the Keystone merger, ISS stated: “The board appears to have run a thorough, conflict-free process, and appears to have evaluated other alternatives, including liquidation.
  • In addition, there may be an opportunity for CHEK shareholders to recover some additional value from a potential sale of CHEK legacy assets through higher ownership of Keystone.
  • For questions or assistance with voting at the AGM, please contact Check-Cap’s proxy solicitor:

SYMETRYX COMMENTS ON SUCCESSFUL CAMPAIGN AT CHECK-CAP LTD

Retrieved on: 
Friday, December 22, 2023

The CHEK shareholders, amongst other matters, voted overwhelmingly not to approve the proposed merger with Keystone Dental.

Key Points: 
  • The CHEK shareholders, amongst other matters, voted overwhelmingly not to approve the proposed merger with Keystone Dental.
  • Barry R. Shiff, President of Symetryx, commented, "as one of the largest shareholders of Check-Cap, we are grateful for the support we received from our fellow shareholders.
  • We believe, as many of our fellow shareholders do, that there is tremendous upside potential at CHEK.
  • Symetryx also wishes to thank all shareholders who voted to support Symetryx during this process.

CITING THE MANY FDA ADVERSE EFFECTS TO KEYSTONE DENTAL - CHECK-CAP FOUNDER STRONGLY RECOMMENDS VOTING AGAINST THE KEYSTONE DENTAL MERGER ALSO RECOMMENDS VOTING FOR THE SYMETRYX BOARD NOMINEES

Retrieved on: 
Friday, December 8, 2023

This action by the FDA could potentially harm Keystone's business, financial condition and results of operations and, as a result, negatively impact your investment.

Key Points: 
  • This action by the FDA could potentially harm Keystone's business, financial condition and results of operations and, as a result, negatively impact your investment.
  • It is further worth noting  hundreds of adverse events have been reported by Keystone Dental on implants to the FDA every year from 2019 until today.
  • Symetryx is pleased to see that other stakeholders agree that the transaction with Keystone Dental DOES NOT provide the maximum value for shareholders.
  • We once again urge all shareholders to reject the Keystone transaction by voting AGAINST Proposal #1, the Keystone transaction, and to support the Symetryx Board nominees by voting FOR each.

Winners for 2023 Webster Awards Announced

Retrieved on: 
Wednesday, November 15, 2023

VANCOUVER, BC, Nov. 15, 2023 /CNW/ - The winners in the 14 categories for the 2023 Webster Awards, Western Canada's preeminent journalism awards, were announced this evening during a live in-person event, hosted by CHEK TV's Paul Haysom and Gloria Macarenko from CBC Radio who also conducted a fireside chat with the featured guest, veteran anchor/journalist, Lisa LaFlamme.

Key Points: 
  • VANCOUVER, BC, Nov. 15, 2023 /CNW/ - The winners in the 14 categories for the 2023 Webster Awards, Western Canada's preeminent journalism awards, were announced this evening during a live in-person event, hosted by CHEK TV's Paul Haysom and Gloria Macarenko from CBC Radio who also conducted a fireside chat with the featured guest, veteran anchor/journalist, Lisa LaFlamme.
  • For those who wish to see who the finalists and winners are of the 2023 Webster Awards, and to view the finalists' work, this can be accessed now at www.jackwebster.com .
  • Lisa LaFlamme, featured guest at the 2023 Webster Awards- BC's best journalist celebrated.
  • Also, during the 2023 Webster Awards, Frances Bula was honoured as the 2023 Bruce Hutchison Lifetime Achievement Award recipient, the Global Reporting Centre was honoured as the 2023 Bill Good Award recipient, and 2023 Shelley Fralic Award recipient, Sophie Lui of Global BC, was also honoured.

Notice of Extraordinary General Meeting of Shareholders

Retrieved on: 
Tuesday, October 31, 2023

Only shareholders of record at the close of business on November 6, 2023, are entitled to notice of and to vote at the Meeting or at any adjournment thereof.

Key Points: 
  • Only shareholders of record at the close of business on November 6, 2023, are entitled to notice of and to vote at the Meeting or at any adjournment thereof.
  • On October 30, 2023, Symetryx publicly filed a notice attempting to convene an extraordinary general meeting of shareholders of the Company for Monday, December 4, 2023, at 4:00pm, Israel time, for the replacement of Check-Cap’s Board, pursuant to Section 64 of the Companies Law.
  • We believe that under such circumstances, it is evident that the Company (and its shareholders) will not be harmed by including both matters on the agenda of a single extraordinary general meeting of shareholders; therefore, there is no need or justification for compelling the Check-Cap Board to convene an additional, separate extraordinary general meeting of shareholders specifically for director elections, within a matter of a few days or weeks prior to the date of the extraordinary general meeting that will be convened for the approval of the Keystone transaction, with all the associated costs.
  • At least two shareholders present, in person or by proxy, will constitute a quorum at the adjourned meeting.

Check-Cap Issues Letter to Shareholders Regarding Proposed Merger with Keystone Dental Holdings

Retrieved on: 
Friday, October 20, 2023

The Check-Cap Board concluded the proposed merger with Keystone is in the best interests of Check-Cap’s shareholders as a means to create long-term value.

Key Points: 
  • The Check-Cap Board concluded the proposed merger with Keystone is in the best interests of Check-Cap’s shareholders as a means to create long-term value.
  • Keystone believes its products offer a strong value proposition for dental practitioners through its innovative products with high quality manufacturing.
  • Following review of the shareholder’s demand together with the Company’s legal advisors, Check-Cap’s Board determined to reject the demand of such shareholder.
  • Thank you for your continued interest in and support of Check-Cap, and please reach out with any questions.

Cargill and BAR Technologies’ Ground-Breaking Wind Technology Sets Sail, Chartering a New Lower-Carbon Path for the Maritime Industry

Retrieved on: 
Monday, August 21, 2023

Cargill and BAR Technologies’ ground-breaking innovation, BAR Tech WindWings by Yara Marine sets sail on open waters, testing new technology that will bring cutting edge wind propulsion to commercial shipping for the first time.

Key Points: 
  • Cargill and BAR Technologies’ ground-breaking innovation, BAR Tech WindWings by Yara Marine sets sail on open waters, testing new technology that will bring cutting edge wind propulsion to commercial shipping for the first time.
  • View the full release here: https://www.businesswire.com/news/home/20230820864494/en/
    Cargill and BAR Technologies’ ground-breaking wind technology sets sail, chartering a new lower-carbon path for the maritime industry.
  • “The maritime industry is on a journey to decarbonize—it's not an easy one, but it is an exciting one,” said Jan Dieleman, President of Cargill’s Ocean Transportation business.
  • Wind is a near marginal cost-free fuel and the opportunity for reducing emissions, alongside significant efficiency gains in vessel operating costs, is substantial.