Canada Business Corporations Act

Nuvei enters into agreement to be taken private by Advent International, alongside existing Canadian shareholders Philip Fayer, Novacap and CDPQ at a price of US$34.00 per share

Retrieved on: 
Monday, April 1, 2024
Hierarchy, Multiple, Special, History, Bank statement, BMO Capital Markets, Partnership, Committee, Minority, Risk, EDGAR, Toronto Stock Exchange, Head, Advent International, Arrangement, Willkie Farr & Gallagher, Related, Kirkland & Ellis, Schedule, Blake, Cassels & Graydon, CDPQ, Regulation, Meeting, TSX, Canada Business Corporations Act, RBC Capital Markets, E-commerce, Norton Rose Fulbright, Growth, LLP, Security (finance)

MONTREAL, April 1, 2024 /PRNewswire/ -- Nuvei Corporation ("Nuvei" or the "Company") (Nasdaq: NVEI) (TSX: NVEI), today announced that it has entered into a definitive arrangement agreement (the "Arrangement Agreement") to be taken private by Advent International ("Advent"), one of the world's largest and most experienced global private equity investors, with the support of each of the Company's holders of multiple voting shares ("Multiple Voting Shares"), being Philip Fayer, certain investment funds managed by Novacap Management Inc. (collectively, "Novacap") and CDPQ, via an all-cash transaction which values Nuvei at an enterprise value of approximately US$6.3 billion. The Company will continue to be based in Montreal.

Key Points: 
  • Nuvei will benefit from the significant resources, operational, and sector expertise, as well as the capacity for investment provided by Advent.
  • Philip Fayer will remain Nuvei's Chair and Chief Executive Officer and will lead the business in all aspects of its operations.
  • Fayer continued: "Our strategic initiatives have always focused on accelerating our customers revenue, driving innovation across our technology, and developing our people.
  • Bringing in a partner with such extensive experience in the payments sector will continue to support our development."

mdf commerce enters definitive agreement to be acquired by KKR

Retrieved on: 
Monday, March 11, 2024
Desjardins, Arrangement, Meeting, TSX, Ascendant, Toronto Stock Exchange, KKR, Scotiabank, Sale, Transaction, Government, Calendar, Commerce, Proxy, Indian stock exchange, Software as a service, Dechert, LLP, Consideration, Canada Business Corporations Act, Partner, Stikeman Elliott

Upon completion of the Transaction, mdf commerce will become a privately held company.

Key Points: 
  • Upon completion of the Transaction, mdf commerce will become a privately held company.
  • “We are excited to strategically partner with KKR to accelerate our expansion and scale our industry-leading platform even further.
  • I am confident that KKR is the ideal partner for mdf commerce and can contribute to the Company’s continued success.”
    “KKR is closely aligned with management’s vision to accelerate technology innovation across the broader mdf commerce platforms,” said John Park, Partner at KKR.
  • “We look forward to the enormous opportunity ahead for the mdf commerce eProcurement platform as governments increasingly embrace digital solutions.

Ceapro Provides Business Update on Progress of Ongoing Development Programs, Technology and Cosmeceutical Base Business

Retrieved on: 
Friday, February 23, 2024
Litre, Arrangement, Health Canada, OBG, TSX, Data monitoring committee, LDL, MBA, Assay, Safety, Cheese, University, Food engineering, University of Alberta, CZO, Infant, NPN, Journal, Protein, Clinical trial, Whey, Canada Business Corporations Act, Tissue, Water, Dietary supplement

EDMONTON, Alberta, Feb. 23, 2024 (GLOBE NEWSWIRE) -- Ceapro Inc. (TSX-V: CZO; OTCQX: CRPOF) (“Ceapro” or the “Company”), today provided an update on its progress across its current business.

Key Points: 
  • EDMONTON, Alberta, Feb. 23, 2024 (GLOBE NEWSWIRE) -- Ceapro Inc. (TSX-V: CZO; OTCQX: CRPOF) (“Ceapro” or the “Company”), today provided an update on its progress across its current business.
  • In addition to the proposed Arrangement, the Company continues to execute on progress across its ongoing development projects, as detailed below.
  • “We continue to make promising progress across all areas of our business.
  • Given the recent developments, we anticipate that all key success factors will align to expand our business model.

AYR Completes Previously Announced Plan of Arrangement

Retrieved on: 
Wednesday, February 7, 2024
EDGAR, OTCQX, Senior, Canada Business Corporations Act, SVS, Note, Stikeman Elliott, Backstop, Debt-to-GDP ratio, Investment, AYR, Sale, Arrangement, Goodmans, LLP, Eastern Time Zone, Security (finance)

AYR has completed its previously announced plan of arrangement transactions, including extending the maturity of all of its Senior Notes due 2024 and certain other debt by two years.

Key Points: 
  • AYR has completed its previously announced plan of arrangement transactions, including extending the maturity of all of its Senior Notes due 2024 and certain other debt by two years.
  • AYR raised US$40 million of new capital through the issuance of US$50 million of additional Senior Notes maturing in 2026.
  • MIAMI, Feb. 07, 2024 (GLOBE NEWSWIRE) -- AYR Wellness Inc. (CSE: AYR.A, OTCQX: AYRWF) (“AYR” or the “Company”), a leading vertically integrated U.S. multi-state cannabis operator, is pleased to announce that it has successfully completed its previously announced court-approved plan of arrangement under Section 192 of the Canada Business Corporations Act (the “Arrangement”) involving the Company and AYR Wellness Canada Holdings Inc. (“AYR Wellness Canada”), implementing those transactions described in the Company’s management information circular dated November 15, 2023 (the “Circular”).
  • AYR CEO David Goubert said: “The consummation of the plan of arrangement is the culmination of a series of actions taken over the past year that seek to ensure the financial strength of AYR.

AYR Announces Closing Date for Previously Announced Plan of Arrangement is targeted for on or around February 7, 2024

Retrieved on: 
Wednesday, January 31, 2024
EDGAR, OTCQX, Senior, Canada Business Corporations Act, SVS, Note, Stikeman Elliott, Debt-to-GDP ratio, Sale, Arrangement, Goodmans, LLP, Security (finance)

As such, the closing of the Arrangement is targeted for on or around February 7, 2024, and the record date for determining the Shareholders (as defined below) entitled to receive the Anti-Dilutive Warrants (as defined below) pursuant to the Arrangement has been set as the close of business on February 5, 2024.

Key Points: 
  • As such, the closing of the Arrangement is targeted for on or around February 7, 2024, and the record date for determining the Shareholders (as defined below) entitled to receive the Anti-Dilutive Warrants (as defined below) pursuant to the Arrangement has been set as the close of business on February 5, 2024.
  • Stikeman Elliott LLP and Weil Gotshal & Manges LLP are acting as the Company’s Canadian and U.S. legal counsel, respectively.
  • Ducera Partners LLC is serving as financial advisor to the supporting holders of the Senior Notes (the “Supporting Senior Noteholders”).
  • Goodmans LLP and Paul Hastings LLP are acting as the Supporting Senior Noteholders’ Canadian and U.S. legal counsel, respectively.

Gildan Comments on Violations of US Antitrust Law by Browning West

Retrieved on: 
Monday, January 22, 2024
Legislation, Failure, GIL, Analysis, Browning, TSX, Hart–Scott–Rodino Antitrust Improvements Act, Canada Business Corporations Act, Federal Trade Commission, HSR, Projection, Justice, File

MONTREAL, Jan. 21, 2024 (GLOBE NEWSWIRE) -- Gildan Activewear Inc. (GIL: TSX and NYSE) (“Gildan” or the “Company”) today announced that it has learned that Browning West, LP (“Browning West”) accumulated shares in violation of the United States Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”) as part of its misguided campaign to reinstall Glenn Chamandy as CEO of Gildan.

Key Points: 
  • By acquiring shares in excess of the threshold without notifying these agencies and the Company, and without waiting 30 days to acquire the shares after providing notice, Browning West violated US law.
  • Without the shares acquired in violation of the HSR Act, Browning West would have no legal rights to requisition a meeting.
  • Browning West’s illegal share acquisitions add to the many serious questions raised about the purpose, planning and prudence of Browning West’s campaign.
  • What is clear is that Browning West and Mr. Chamandy desire to seize control of Gildan as rapidly as possible, and it appears they will step over the law to do so.

Uranium Mining Market Performance Booming as Demand Skyrockets, Projected to Reach $11 Billion

Retrieved on: 
Wednesday, January 17, 2024
Probability, UXC, Mergers and acquisitions, Luce Irigaray, Federal, Power plant engineering, Sale, Carbon, TSX Venture Exchange, NXE, Soil, Growth, FUU, Void coefficient, PLN, Spin-off (media), UEC, Mining, Environment, ISR, Murphy Lake, Indian stock exchange, PALM, Athabasca, STUD, Arrangement, CFT, Powder River Basin, Conventional weapon, TSX, Water, Nuclear energy, Nuclear fission, SASK, Agent, OTCQB, Canada Business Corporations Act, Stallion, Broach, News, Arrow, Uranium mining

The construction and expansion of nuclear power plants lead to increased uranium demand, driving uranium mining activities.

Key Points: 
  • The construction and expansion of nuclear power plants lead to increased uranium demand, driving uranium mining activities.
  • The report says: “The global uranium mining market is expected to reach US$ 11,388.3 million by 2030, with an annual growth rate of more than 5.0%.
  • The uranium mining market is estimated to be 53.0 thousand tons (kt) in 2023.
  • Based on the mining method, the open-pit mining segment is the most common method of uranium mining, accounting for over 90% of global uranium production in 2022.

Balance Relocates to Alberta

Retrieved on: 
Thursday, January 25, 2024
Technology, Blockchain, Finance, Banking, Asset Management, Professional Services, Digital Cash Management, Digital Assets, Software, Networks, Fintech, Cryptocurrency, Hardware, Data Management, Security, Financial Crimes Enforcement Network, Treasury Board of Canada, ATM, FINTRAC, Treasury, Trade, Innovation, Digital, Risk, OTC, Canada Business Corporations Act, SOC 2, Database transaction, Engineering, Oil

Balance, Canada’s oldest and largest digital asset custodian, is pleased to announce that it has moved its corporate headquarters and relocated its core business from Toronto, Ontario to Calgary, Alberta.

Key Points: 
  • Balance, Canada’s oldest and largest digital asset custodian, is pleased to announce that it has moved its corporate headquarters and relocated its core business from Toronto, Ontario to Calgary, Alberta.
  • Registered in Alberta since 2021, Balance initially established an office in Edmonton, then subsequently moved it to Calgary, as its base of operations in the province.
  • We're grateful for our beginnings in Ontario and enthusiastic about the opportunities in Alberta.”, said Balance’s CEO, George Bordianu .
  • “We extend a warm welcome to Balance as the company relocates its office and team to Calgary, Alberta.”, said Rick Christiaanse , the CEO of Invest Alberta.

F3 Announces Intention to Spin-Out F4 Uranium Corp.

Retrieved on: 
Tuesday, January 16, 2024
Athabasca, FUU, Meeting, Arrangement, Property, PLN, Spin-off (media), Tropical cyclone, Attention, Radioactive decay, Canada Business Corporations Act, Murphy Lake, TSX Venture Exchange, National Instrument 43-101, Broach, National instrument, Oil

Raymond Ashley, President of F3 and incoming CEO of F4, commented: "The F4 Properties demand greater attention from the drill bit and from the market.

Key Points: 
  • Raymond Ashley, President of F3 and incoming CEO of F4, commented: "The F4 Properties demand greater attention from the drill bit and from the market.
  • The proposed terms of the Arrangement provide that, among other things, F3 will transfer the Properties to F4 in exchange for F4 Shares.
  • F3 shareholders will receive F4 Shares on the basis of one F4 Share for every 10 common shares of F3 held at the record date of the Arrangement.
  • In addition, it is proposed that upon the creation of F4, F3 shall make a strategic investment into F4, providing sufficient capital to complete the Spin-Out and Listing.

Shawcor Ltd. Legally Changes Corporate Name to Mattr Corp.

Retrieved on: 
Monday, January 8, 2024
Canada Business Corporations Act, Shawcor, Sale, American Horror Stories, Name change, File, CUSIP, Name, TSX, Toronto Stock Exchange, Indian stock exchange, Security (finance)

On June 7, 2023, the Company announced its rebranding to “Mattr” and began conducting business as “Shawcor Ltd. dba Mattr Infratech”.

Key Points: 
  • On June 7, 2023, the Company announced its rebranding to “Mattr” and began conducting business as “Shawcor Ltd. dba Mattr Infratech”.
  • “The Company rebranded last summer, utilizing a dba structure to facilitate a simplified sale process for its pipeline coating business,” said Mike Reeves, President and CEO of Mattr.
  • The CUSIP number assigned to the Common Shares following the Name Change is 57722Y102 (ISIN: CA57722Y1025).
  • The articles of amendment effecting the Name Change are available on the Company’s SEDAR+ profile at www.sedarplus.com.