Stockwinners Market Radar for December 24, 2023 - Earnings, Upgrades downgrades, option trades, Best Stock Advisory Service

19:00 EST ISS urges Standard BioTools holders vote 'FOR' proposed merger with SomaLogic - Standard BioTools (LAB) announced that Institutional Shareholder Services has recommended that Standard BioTools stockholders vote "FOR" all proposals relating to the pending merger with SomaLogic (SLGC) at the company's upcoming Special Meeting of Stockholders to be held on January 4, 2024. The company issued the following statement: "Our merger with SomaLogic presents a compelling value proposition for all stockholders through a significantly accelerated path to profitability and bolstered capital structure to fuel future growth. We are pleased with ISS' recommendation and look forward to completing the merger in the first quarter of 2024."

18:14 EST Adit EdTech Acquisition Cor trading halted, news pending

17:34 EST Black Stone Minerals provides Shelby Trough operational update - Black Stone Minerals announced that it had received notice that Aethon Energy was exercising the "time-out" provisions under its joint exploration agreements with the company in Angelina and San Augustine counties in East Texas. When natural-gas prices fall below specified thresholds, those provisions allow Aethon to temporarily suspend its drilling obligations for up to nine consecutive months and a maximum of 18 total months in any 48-month period. Aethon has not invoked the time-out provisions under the agreements before now and has not indicated how long it expects to suspend its obligations under the respective agreements. Black Stone does not expect the invocation of the time-out to affect the approximately 30 Aethon wells in various stages of development. We expect those wells to be turned in line and begin producing on schedule. Accordingly, the company does not expect the suspension to have a meaningful financial impact in the next twelve months and plans to issue 2024 guidance in late February 2024, consistent with past practice. Black Stone and Aethon are in active discussions to determine the plan for the time-out. Black Stone will continue to assess the effect of the notice but cannot currently estimate the longer-term effects of a protracted suspension without knowing how long drilling will be suspended.

17:08 EST RTX awarded $155.7M Navy contract order - RTX was awarded a $155.7M firm-fixed-price undefinitized order against a previously issued basic ordering agreement. This order provides for the production and delivery of 53 Joint Standoff Weapon Air-To-Ground Missiles, to include 47 missiles for the government of Bahrain, and six replacement in kind missiles for the Navy, as well as associated training and test supplies and services, containers, technical data, engineering technical services, and inert equipment. Work is expected to be completed in March 2028. FY22 weapons procurement funds in the amount of $2.32M and Foreign Military Sales customer funds in the amount of $36.76M, will be obligated at time of award, $2.32M of which will expire at the end of the fiscal year. Naval Air Systems Command is the contracting activity.

16:31 EST Gulf Resources notified by government to temporarily close bromine facilities - Gulf Resources announced that it received notification from the government of Shouguang City on December 22, 2023, pursuant to which its all bromine and crude salt facilities will be temporarily closed from December 25, 2023 to February 20, 2024. To comply with such notification, the company expects to temporarily halt production during this period. "We believe this seasonal closure aligns with the government's efforts to address winter air pollution and enhance the overall efficiency of brine resources," the company stated. Compared to the 2023 closure from December 10 to February 1, the closure in 2024 means that the company will have an additional 15 days of production in the fourth quarter of 2023 and will lose 19 days of production in the first quarter of 2024. "Winter typically sees slower bromine sales as our customers are closed for Chinese New Year holidays, leading to fewer orders before their closure. Further, processing crude salt becomes challenging during the coldest months because of low temperatures."

16:25 EST Autodesk director Smith sells 5,000 common shares - In a regulatory filing, Autodesk director Stacy Smith disclosed the sale of 5,000 common shares of the company on December 22 at a price of $244 per share.

16:16 EST Cadre to acquire ICOR Technology - Cadre Holdings announced it has entered into a definitive agreement (the "Agreement") to acquire ICOR Technology Inc. ("ICOR"), a leading manufacturer and distributor of explosive ordnance disposal ("EOD") robots and specialized protective security equipment for EOD and military organizations worldwide, including SWAT and Chemical, Biological, Radiological, Nuclear, and high-yield Explosives (CBRNE) teams. Headquartered in Ottawa, Ontario, strategically located near the national headquarters of the Canadian Department of National Defence and the Royal Canadian Mounted Police, ICOR is a trusted global supplier of high-quality, reliable, innovative, and cost-effective EOD robots to law enforcement agencies throughout the world. ICOR offers a complete suite of robots in varied sizes ranging from compact and versatile to heavy duty with strong towing capabilities that can respond to virtually any mission-critical situation, with additional revenues derived from training, support and complementary tactical products and tools that can assist technician teams in their interventions. Consistent with Cadre's strategic focus, ICOR's products provide users the critical protection they need to safely perform their duties and protect those around them in hazardous or life-threatening situations, such as countering IEDs, handling suspicious packages and hazardous materials. The business generated approximately $26 million CAD in revenues for the fiscal year ending July 31, 2023. Warren B. Kanders, Chairman and CEO of Cadre, said, "We are pleased to enter into the Agreement to acquire ICOR, meeting our established M&A criteria. With a leading market position, high margins, compelling macroeconomic trends, and resiliency through cycles, ICOR is an ideal add-on to Cadre's EOD business. Importantly, the addition of ICOR will meaningfully expand our ability to provide mission-critical EOD robots to law enforcement agencies and military organizations, which is an area that we are intimately familiar and supported by anticipated strengthening tailwinds. Taking advantage of Cadre's scale and extensive sales channels, we expect to further penetrate ICOR's key markets and look forward to partnering with the team there to capitalize on these growth opportunities." The transaction is anticipated to close in the first quarter of 2023, subject to the satisfaction of customary closing conditions, and is expected to be funded through available cash on the Company's balance sheet and potentially a draw on its existing undrawn revolving credit facility.

16:08 EST Versus Systems announces 1-for-16 reverse stock split - Versus Systems announced that its Board of Directors has approved a 1-for-16 reverse split of its common shares to comply with Nasdaq's listing requirements. The Consolidation is effective as of the close of trading on December 28, 2023. Versus expects its common shares to commence trading on a split-adjusted basis as of the open of trading on December 29, 2023. The company's common shares will trade under a new CUSIP number 92535P873 following the effectiveness of the consolidation.

16:06 EST Fusion Acquisition Corp. II to redeem outstanding shares of Class A common stock - Fusion Acquisition Corp. II announced that its board of directors has determined to redeem all of its outstanding shares of Class A common stock, effective as of December 28, 2023, because the company will not consummate an initial business combination within the time period required by its amended and restated certificate of incorporation. As of the close of business on December 28, 2023, the Public Shares will be deemed cancelled and will represent only the rights to receive the per-share redemption price of approximately $10.67.

16:04 EST Henry Schein exec Connett sells 11,238 common shares - In a regulatory filing, Henry Schein executive Bradford Connett disclosed the sale of 11,238 common shares of the company on December 21 at a price of $74.02 per share.

15:37 EST Blaize to go public via combination with BurTech Acquisition - Blaize, a provider of purpose-built, AI-enabled edge computing solutions, announced that it has entered into a definitive agreement to combine with BurTech Acquisition Corp. (BRKH), a publicly traded special purpose acquisition company. Upon closing of the proposed transaction, Blaize will become a publicly traded company and is expected to be listed on Nasdaq under a new ticker symbol. The proposed transaction values Blaize at a pro forma enterprise value of $894M. Under the terms of the merger agreement, Blaize will merge with and into a wholly owned Delaware subsidiary of BurTech that was formed for the purpose of the proposed transaction, with Blaize surviving the Merger as a direct wholly owned subsidiary of BurTech. At the effective time of the Merger, stockholders of Blaize immediately prior to the effective time of the Merger will receive shares of BurTech common stock based on an implied pro forma enterprise value of approximately $894M at a price of $10.00 per share. The proposed transaction is expected to deliver minimum proceeds of approximately $71M, prior to payment of expenses, including approximately $46M cash from BurTech's trust account, assuming no further redemptions by BurTech's stockholders, and a $25M committed investment from Burkhan Capital, LLC, an affiliate of BurTech, in the form of convertible notes and warrants of Blaize. In addition, 16.3M shares of common stock of BurTech may be issued as earnout shares after the closing of the proposed transaction, in accordance with the schedule set forth in the merger agreement. The earnout shares are to be issued to shareholders of Blaize and Burkhan Capital LLC contingent, in each case, on meeting certain stock price thresholds. In connection with the consummation of the proposed transaction, BurTech will be renamed "Blaize Holdings, Inc." The proposed transaction, which has been unanimously approved by the board of directors of each of BurTech and Blaize, is expected to close in the second quarter of 2024, subject to approval by BurTech's and Blaize's stockholders, and the satisfaction of other customary closing conditions.

14:19 EST Brilliant Acquisition Corp trading resumes

13:51 EST JFrog CEO Shlomi sells 67,744 ordinary shares - In a regulatory filing, JFrog CEO Ben Haim Shlomi disclosed the sale of 67,744 ordinary shares of the company on December 21 at a price of $35 per share.

13:02 EST First Quantum to pursue 'all appropriate legal avenues' on Cobre Panama mine - First Quantum Minerals provided an update regarding the next steps required for the responsible environmental stewardship of the Cobre Panama mine, stating: "On December 20, Panama's Ministry of Commerce and Industries announced that it is pursuing a "closure plan" for Cobre Panama that will take several months to develop and will include a temporary phase of environmental preservation and safe management, conducting environmental, technical and legal audits, and the formation of a multidisciplinary expert panel. MICI stated that it expects to present the 'closure plan' in June 2024. However, no legal basis for pursuing a 'closure plan' has been provided to Minera Panama S.A., a subsidiary of First Quantum. To date, MPSA has been unable to engage formally with the Government to clarify the legal situation and associated environmental obligations. In the near term, it is crucial that steps are taken to ensure that the Cobre Panama project and associated facilities are maintained in a safe, responsible and sustainable manner, protecting both the environment and local communities. Furthermore, before and during both the formulation and execution of any plan by MICI, the illegal blockade of the access roads to the mine and at the Punta Rincon port must be cleared by the competent authorities in order to avoid any environmental damage in the current non-operational phase. MPSA is concerned for the environmental consequences that may occur if critical supplies and personnel continue to be denied access the mine. First Quantum has invested in excess of US$10 billion to build a world-class mine, port and power station in Panama. The company will pursue all appropriate legal avenues to protect its investment and rights."

12:54 EST Kanen urges Real Good Food against conducting potential management buyout - Kanen Wealth Management, which identifies itself as the owner of approximately 9.2% of the Real Good Food Company Class A Common Stock outstanding, issued a public letter to the company's board of directors, in which it stated in part: "Given our ownership of the Company, we recently requested representation on the Company's board of directors but were rejected. We remain extremely displeased with your decision and feel that it was made to protect the control that Mr. Freeman, Mr. Law, and Mr. Chappelle currently have over the Company, rather than for the best interest of non-insider shareholders. We note that the current Board has served since 2020 and during that time over 85% of shareholder value has been destroyed! Based on our interaction with Mr. Bryan Freeman, we feel it's appropriate to warn the current management and Board against conducting a potential management buyout of remaining shares not owned by management and the Board. It is our strong opinion that the Board has attempted to keep KWM off of the Board because it potentially plans on buying RGF shares at a premium, but nonetheless a deep discount to the peer group multiples of 3-3.5x revenue. We base this assertion on commentary directly from Mr. Freeman that implied as such... As the Company's largest shareholder, we believe in the long-term prospects of this brand. We feel that the Company's low-glycemic, high-protein, and healthy products fill an unmet need in the refrigerated/frozen marketplace. RGF Board - if you have nefarious intentions of taking any actions in this manner, receive our message and know that we will be watching and will oppose you. We will not allow shareholders to be taken advantage of."

12:00 EST Nike falls -10.7% - Nike is down -10.7%, or -$13.13 to $109.40.

12:00 EST Banyan Acquisition Corp. falls -34.2% - Banyan Acquisition Corp. is down -34.2%, or -$3.73 to $7.17.

12:00 EST MoneyLion rises 15.3% - MoneyLion is up 15.3%, or $8.59 to $64.81.

11:34 EST Seadrill Ltd trading resumes

11:19 EST Sony's Insomniac 'saddened and angered' about recent cyberattack - Sony's Insomniac released a statement following a ransomware attack that exposed company data online: "We're both saddened and angered about the recent criminal cyberattack on our studio and the emotional toll it's taken on our dev team. We have focused inwardly for the last several days to support each other. We are aware that the stolen data includes personal information belonging to our employees, former employees, and independent contractors. It also includes early details about Marvel's Wolverine for PS5. We continue working quickly to determine what data was impacted. This experience has been extremely distressing for us. We want everyone to enjoy the games we develop as intended. However, Insomniac is resilient. Marvel's Wolverine continues as planned. The game is in production and will no doubt evolve throughout development, as do all our plans. We will share official information about Marvel's Wolverine when the time is right. On behalf of everyone here, thank you for your ongoing support during this challenging time." Reference Link

11:13 EST Talen Energy announces settlement agreement with PPL Corp. - Talen Energy (TLNE) reported that the company and certain subsidiaries have reached a settlement of litigation with PPL Corporation (PPL) related to a distribution of proceeds from the 2014 sale of hydroelectric facilities in Montana. Under the terms of the settlement agreement, which has been approved by each company's Board of Directors, PPL will pay Talen Montana $115M in cash on or before December 31, 2023, in exchange for a full release of all claims. $9.5M of the proceeds are expected to be paid to the General Unsecured Creditors Trust, established as part of Talen's chapter 11 plan of reorganization, to satisfy outstanding claims that remain following Talen's emergence from restructuring in May 2023. The remaining proceeds will be used by Talen Montana to secure environmental and other obligations, and for general corporate purposes. "We are pleased to have reached a settlement with PPL. Importantly, as part of the agreement, Talen and PPL have agreed to reset our relationship. PPL can be a key stakeholder for Talen on some of our most critical lines of business, and we look forward to working constructively together going forward," said President and Chief Executive Officer Mac McFarland.

10:57 EST Petrobras reports Mubadala Capital proposes partnership in refining - Petrobras reports that Mubadala Capital proposes a partnership in refining and said it will review the proposal in a message to its local market regulator. Reference Link

10:41 EST Symetryx says Check-Cap shareholders elect all director nominees at AGM - Symetryx Corporation announced that the shareholders of Check-Cap voted overwhelmingly to elect all the director nominees proposed by Symetryx at the Annual General Meeting held on December 18th 2023. The CHEK shareholders, amongst other matters, voted overwhelmingly not to approve the proposed merger with Keystone Dental.

10:00 EST Huya falls -9.9% - Huya is down -9.9%, or -36c to $3.27.

10:00 EST MoneyLion rises 10.3% - MoneyLion is up 10.3%, or $5.78 to $62.01.

10:00 EST ZIM Integrated rises 12.5% - ZIM Integrated is up 12.5%, or $1.31 to $11.81.

09:47 EST Nike falls -11.3% - Nike is down -11.3%, or -$13.80 to $108.73.

09:47 EST Banyan Acquisition Corp. falls -16.5% - Banyan Acquisition Corp. is down -16.5%, or -$1.80 to $9.10.

09:47 EST ZIM Integrated rises 6.3% - ZIM Integrated is up 6.3%, or 66c to $11.16.

09:44 EST Jin Medical International Ltd trading resumes

09:28 EST Volcon provides clarification regarding development of Stag model - Volcon provided a update and clarification regarding the development of its Stag model. The company said, "While we previously announced challenges related to supply chain issues, we wish to clarify that these challenges are specifically limited to two components. The focus of our attention is on two modules that require minor software and hardware updates. Following completion of the applicable updates, we will enter into a short term testing phase to ensure proper operation. Our team is diligently updating and verifying the software associated with these components to ensure they meet our uncompromising standards for quality and performance. We are pleased to report that the remaining componentry of the Stag is in order, with componentry either on site or in route for production. Our manufacturer's facility is primed and ready to commence the manufacturing of the vehicles for commerce as soon as the EPM and APM are functioning optimally. In line with our commitment to excellence and national service, the initial shipments of the Stag will be dedicated to fulfilling our orders with the U.S. Army Corps. We believe this underscores our product's robustness and suitability for demanding applications. Following the fulfillment of this contract, we will begin distribution to the broader public. We are confident in our timeline and anticipate initiating shipments in the first quarter of 2024. This schedule is informed by the estimated timeline for testing and validation of the EPM and APM, and reflects our commitment to deliver a product that not only meets but exceeds expectations in the evolving landscape of electric powersports."

09:17 EST Diana Shipping announces time charter contract for m/v DSI Pollux - Diana Shipping announced that, through a separate wholly-owned subsidiary, it has entered into a time charter contract with Cargill Ocean Transportation for one of its Ultramax dry bulk vessels, the m/v DSI Pollux. The gross charter rate is US$14,000 per day, minus a 4.75% commission paid to third parties, for a period until minimum August 20, 2025 up to maximum October 20, 2025. The charter is expected to commence on December 27, 2023. The "DSI Pollux" is a 60,446 dwt Ultramax dry bulk vessel built in 2015. The employment of "DSI Pollux" is anticipated to generate approximately US$8.32 million of gross revenue for the minimum scheduled period of the time charter.

09:08 EST Syla Technologies' Rimawari-kun platform's GMV surpassed 5B yen - SYLA Technologies announced that its platform's total real estate Gross Merchandise Value, GMV, surpassed five billion yen. As of June 2023, Rimawari-kun has maintained its position as the leading membership real estate crowd-funding platform in Japan for two consecutive years. currently tallying over 279,000 members. Furthermore, the GMV has reached five billion yen within two and a half years since its establishment in June 2021. Notably, 17 out of 64 projects funded by Rimawari-kun have been successfully redeemed, all without any loss of principal. SYLA remains steadfast in its commitment to proactively enhance and innovate the Rimawari-kun services, with the goal of increasing accessibility to real estate investments through its unique projects. Simultaneously, SYLA is dedicated to expanding its service offerings to align with customer needs, emphasizing the fundamental principle of "social contribution, regional development, and supporting individuals in pursuing their dreams and challenges."

09:06 EST Daseke to be acquired by TFI International for $8.30 per share in cash - Daseke (DSKE) announced that, with the unanimous approval of Daseke's board of directors, it has entered into a definitive agreement to be acquired by TFI International (TFII) in an all-cash transaction that values Daseke at an enterprise value of approximately $1.1 billion. Subject to the terms of the agreement, Daseke common stockholders will receive $8.30 per share in cash, representing a premium of 69% to the last reported sale price on December 21, 2023 and a premium of 82% to the volume-weighted average price of the common stock for the 30 trading days ending on December 21, 2023. The transaction is expected to close during the second quarter of 2024, subject to Daseke common stockholder approval, regulatory approvals and other customary closing conditions. Closing is not subject to any financing condition. Upon closing of the transaction, Daseke's common stock will no longer be listed on any stock exchange, and Daseke will operate its portfolio of brands as part of TFI International's Truckload segment.

09:05 EST Prestige Consumer's Insight voluntarily recalls one lot of Benzocaine spray - Insight Pharmaceuticals is voluntarily recalling one lot of Americaine 20% Benzocaine Topical Anesthetic Spray to the consumer level. While benzene is not an ingredient in any Americaine 20% Benzocaine Topical Anesthetic Spray products, a recent review by its manufacturer and their third-party lab found that a sample from one lot of the product showed a low level of benzene came from the propellant that sprays the product out of the can. Importantly, no other lots of Americaine 20% Benzocaine Topical Anesthetic Spray are in the scope of this recall and may continue to be used by consumers safely and as intended.

09:04 EST Tyra Biosciences doses first patient with TYRA-200 - Tyra Biosciences announced that it has initiated the SURF201 Phase 1 study of TYRA-200 and provided positive updates on its oral FGFR3-selective inhibitor, TYRA-300. "As we approach the end of 2023, I believe TYRA is in our strongest position to date. We now have multiple clinical-stage programs with TYRA-300 and TYRA-200, and we believe that the emerging profile from SURF301 supports our objective to deliver a best-in-class agent with TYRA-300 to improve outcomes in children with achondroplasia and patients with cancer," said Todd Harris, CEO of TYRA. "In 2024, we are excited to build on our recent progress and continue to advance our pipeline toward milestones that we believe will drive significant value for patients and shareholders."

09:02 EST TFI International to acquire Daseke for $8.30 per share in cash - TFI International Inc. (TFII) has agreed to acquire Daseke, (DSKE) for $8.30 in cash per common share. The transaction is subject to customary closing conditions, including regulatory approvals, and is expected to close during the second quarter of 2024. Management expects the transaction to be EPS-neutral to TFI International in 2024, and accretive by at least $0.50 per share in 2025 based on current market conditions. Daseke's operations include approximately 4,900 tractors, 11,000 flatbed and specialized trailers, and one million square feet of industrial warehousing space, offering comprehensive transportation and logistics solutions for major shippers. After the merger, Daseke will continue to operate its portfolio of brands as part of TFI's Truckload segment. On a pro forma basis, the Truckload segment is expected to generate approximately US $3.6 billion in annual total revenue, operate one of the largest comprehensive truckload businesses in Canada, and be one of the largest participants in the less-commoditized specialized equipment truckload marketplace in the United States. Over the medium term, TFI expects to evaluate the potential benefits of separating into two distinct public companies - one comprising the Truckload segment, and one comprising the LTL, P&C, and Logistics segments. The merger agreement has been unanimously approved by the Boards of Directors of TFI International and Daseke. The transaction is subject to approval of holders of a majority of the outstanding shares of Daseke common stock and other customary closing conditions, including regulatory approval. The closing is not conditioned on financing. The total enterprise value of the transaction is approximately $1.1 billion, including the merger consideration for the common stock, retirement of Daseke's outstanding preferred stock, payoff or assumption of outstanding debt, net of cash, and estimated transaction fees and expenses. TFI International expects to fund the transaction using cash balances and available financing sources and expects to seek to retain in place certain of Daseke's existing equipment financing arrangements.

09:01 EST TFI International to acquire Daseke for $8.30 per share in cash

08:55 EST Daseke trading halted, news pending

08:37 EST SomaLogic shareholder comments on disclosures related to Standard BioTools deal - Madryn Asset Management, a holder of approximately 4.2% of the outstanding common stock of SomaLogic (SLGC), commented on the additional disclosures provided late yesterday afternoon by SomaLogic related to its proposed merger with Standard BioTools (LAB). Madryn issued the following statement: "SomaLogic's additional disclosures-which were only made after the Company had been sued by two separate shareholders-provide significant reasons for shareholders to be skeptical of the Proposed Merger. In our view, these disclosures demonstrate that the Company has not made adequate disclosures throughout the process, and we question whether there may be additional pertinent information which has not yet been disclosed to shareholders, who are being asked to evaluate the Proposed Merger on an abbreviated timeline. The Company now notes that its Board of Directors (the "SomaLogic Board") "was aware of the business relationships between members of the SomaLogic Board, Casdin Capital[, LLC ("Casdin Capital")] and Eli Casdin, which the SomaLogic Board did not consider to represent a conflict of interest with respect to the [Proposed] Merger..." These "business relationships"-which we believe clearly represent a conflict of interest and should have been disclosed earlier-include the following information about the interconnections among members of the SomaLogic Board's Transaction Committee and Casdin Capital: "Troy Cox ... currently serves as a member of the board of LetsGetChecked, a virtual care company in which Casdin Capital is an investor and on whose board of directors Mr. Casdin serves; and ... had previously made a $1,000,000 investment in Casdin Capital..." Does Mr. Cox have exposure to Standard BioTools through his investment in Casdin Capital? "Tycho Peterson ... is the Chief Financial Officer of Adaptive Biotechnologies, a publicly traded company in which Casdin Capital invested following the execution of the Merger Agreement, and owned approximately 1.0% of the outstanding shares as of November 14, 2023 ... " "Jason Ryan, the Chairman of the SomaLogic Board ... serves as Executive Chairman of GeneDx Holdings Corp., a publicly traded company in which Casdin Capital is a significant stockholder ... and on whose board of directors (and compensation committee of the board of directors) Mr. Casdin serves. In addition. Mr. Ryan (i) serves as a member of the board of directors of Singular Genomics, in which Casdin Capital is an investor..." Mr. Ryan earned $3.2 million for serving as executive chairman of GeneDx; Mr. Casdin serves on the board committee that determines the compensation levels that Mr. Ryan has received and will receive going forward-we believe that is a blatant ongoing conflict. "Tom Carey ... is the founder of Perspective Group, an executive search firm that operates within the life sciences industry from which Mr. Carey has retired, which has performed work for clients in which Casdin Capital is or was an investor..." Additionally, the Company has added further disclosure concerning the special economic rights afforded to the holders of Standard BioTools' Series B Preferred Stock, which we have noted as a problematic aspect of the Proposed Merger: "[T]he Series B Preferred Stock will have a senior liquidation preference to the combined company's common stock in the event of a voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company and will retain the right to require redemption of the Series B-1 Preferred Stock and Series B-2 Preferred Stock, respectively, in the event of a "Change of Control" as defined in the Certificates of Designations of the Series B Preferred Stock, which could have an adverse effect on the value of the combined company's common stock in certain sale transactions at valuations that are less than the conversion price of the Series B Preferred Stock." Taken as a whole, we believe these additional facts are highly concerning, and SomaLogic shareholders should recognize that the governance practices in relation to this process appear to be incredibly poor, to say the least. The fact that these disclosures were made only two weeks ahead of the planned vote compounds the ongoing governance failures present at the Company. We believe it is completely inappropriate for SomaLogic to expect shareholders to be able to cast fully informed votes on the Proposed Merger so soon after such troubling information was made public during the holiday season and with little time until the shareholder vote. We continue to urge SomaLogic shareholders to vote "AGAINST" the Proposed Merger."

08:34 EST Airship AI starts delivery of $10.9M US government contracts awarded within DHS - Airship AI announced it has begun delivery of multiple firm fixed price contracts worth $10.9M, awarded in September 2023 by an agency within the Department of Homeland Security, DHS, for advanced integrated solutions supporting real-time intelligence collection operations along the United States' borders, leveraging the Company's edge IoT appliance, Outpost AI. Under the contracts, Outpost AI solutions will be utilized to support real-time intelligence collection operations along the United States' borders, providing local high-definition recording with user defined low-bit rate video stream encoding, and on-board edge analytic capabilities for advanced object detection and recognition. "These awards affirm Airship AI's strategic vision of providing tailored solutions designed to meet exacting and rapidly evolving technical requirements for those on our nation's front lines," said Paul Allen, President of Airship AI. "Airship AI remains committed to working alongside those protecting the homeland to ensure they have the solutions they need, when they need them, where they need them."

08:33 EST Gulf Resources announces management sale of shares - Gulf Resources announced that on December 20, 2023, three members of management of the Company, namely Xiaobin Liu, CEO, Naihui Miao, COO and Min Li, CFO, each entered into an equity interest transfer agreement, pursuant to which each agreed to sell 110,000 shares of common stock of the Company to a third party for a purchase price of $2.50 per share in a privately negotiated transaction. The transactions are anticipated to close in January 2024. The buyer is a local Chinese investor with knowledge of the bromine industry. Considering that the Company had not performed well in recent years, the Company and its executive officers mutually agreed and returned all or a portion of their cash compensation earned for their services with the Company in year 2021, which may be considering pay back later when business improves.

08:31 EST Banzai launches data-driven research hub - Banzai International announced the launch of its Research Hub which is set to provide an accessible platform to marketers at every level looking for insights from top marketing, advertising, and SaaS executives. "Our mission at Banzai is to help our customers accomplish their mission. A big part of that is helping them make better marketing decisions. By launching the Banzai Research Hub, our aim is to provide access to the cutting-edge marketing data and insights we have been collecting for years, empowering marketers across the industry to make informed, data-driven decisions," said Joe Davy, CEO and Chairman of Banzai. "Our inaugural report on marketing attribution trends is just the beginning. We're committed to continuously providing valuable, actionable insights that not only reflect the current marketing landscape but also guide marketers in shaping future strategies that align with their organizational goals and respond to evolving market demands."

08:10 EST Gan Limited chairman Seamus McGill to step down, David Goldberg to succeed - Gan Limited announced changes to its board of directors and accompanying committees. Seamus McGill will step down from his role as chairman of the board, while continuing in his role as interim CEO and will be focused on guiding the company towards a timely closing with Sega Sammy Creation. David Goldberg will assume the role of chairman.

08:07 EST Outlook Therapeutics announces anticipated milestones - FDA response on NORSE EIGHT Special Protocol Assessment in early February 2024; Commencement of NORSE EIGHT expected in first calendar quarter of 2024; MAA decision date in the EU for ONS-5010 expected targeted for first half of 2024; Completion of NORSE EIGHT in the U.S. anticipated in 2024; and Resubmission of the ONS-5010 BLA expected by the end of calendar year 2024.

08:05 EST Mullen Automotive achieves production milestone with 100th Mullen THREE EV - Mullen Automotive announces the Company achieved a production milestone on Dec. 13, 2023, with the 100th Mullen THREE, Class 3 cab chassis electric truck, rolling off the assembly line in Tunica, Mississippi. As of Dec. 22, 2023, the Company has completed 125 Mullen THREE's. "This is an important milestone for Mullen and demonstrates our EV assembly plant in Tunica is scaling up to meet the commercial vehicle production schedule that was planned at launch," said David Michery, CEO and chairman of Mullen Automotive, Inc. "We are laser-focused on commercial vehicle production and customer deliveries."

08:04 EST Screaming Eagle Acquisition to merge with Studio Business of Lionsgate - Screaming Eagle Acquisition Corp. (SCRM) announced that it has entered into a definitive agreement to combine with the Studio Business of Lionsgate (LGF.A, LGF.B), which comprises its Television Studio and Motion Picture Group segments and one of the world's most valuable film and television libraries, to launch Lionsgate Studios Corp. As a result of the transaction, 87.3% of the total shares of Lionsgate Studios are expected to continue to be held by Lionsgate, while Screaming Eagle public shareholders and founders and common equity financing investors are expected to own an aggregate of approximately 12.7% of the combined company. The transaction values Lionsgate Studios at an enterprise value of approximately $4.6B. Lionsgate Studios does not include the STARZ platform, which will continue to be wholly owned by Lionsgate. In addition to establishing Lionsgate Studios as a standalone publicly-traded entity, the transaction is expected to deliver approximately $350M of gross proceeds to Lionsgate, including $175M in PIPE financing already committed by leading mutual funds and other investors. Net proceeds from the transaction are expected to be used to enhance Lionsgate's balance sheet and facilitate strategic initiatives, including those related to the eOne business, which acquisition is scheduled to close by calendar year end. Common shares of Lionsgate Studios will trade separately from Lionsgate's Class A (LGF.A) and Class B (LGF.B) common shares as a single class of stock. The transaction is subject to certain closing conditions, including regulatory approvals and approval from the shareholders and public warrant holders of Screaming Eagle, and is expected to close in the spring of 2024.

08:03 EST Spectaire Holdings announces integration between AireCore, Geotab - Spectaire Holdings announced the completion of a pivotal integration with Geotab. This collaboration effectively links Spectaire's AireCore system with Geotab's expansive network of over 4 million connected vehicles. Through Geotab's open API access, Spectaire clients can now seamlessly merge the precise emissions data from AireCore with the extensive telematics data from Geotab. This integration provides a comprehensive view of emissions production in tandem with the conditions of mobile assets at the time of emission. Over 50,000 customers rely on Geotab and now they can utilize Spectaire's AireCore system within their existing telematics framework, offering data to facilitate informed decisions and support emissions reduction efforts.

08:01 EST Screaming Eagle Acquisition to merge with Studio Business of Lionsgate

07:33 EST Cummins to pay $2.04B to resolve U.S. regulatory claims regarding emissions - Cummins has reached an agreement in principle to resolve U.S. regulatory claims regarding its emissions certification and compliance process for certain engines primarily used in pick-up truck applications. The company has cooperated fully with the relevant regulators, already addressed many of the issues involved, and looks forward to obtaining certainty as it concludes this lengthy matter. Cummins conducted an internal review and worked collaboratively with the regulators for more than four years. The company has seen no evidence that anyone acted in bad faith and does not admit wrongdoing. The governmental entities involved are the U.S. Environmental Protection Agency, the California Air Resources Board, the Environment and Natural Resources Division of the Department of Justice, and the California Attorney General's Office. Cummins disclosed a review of these matters when it began in 2019 and has regularly updated its disclosures as that review progressed. The company has already recalled model year 2019 RAM 2500 and 3500 trucks and has initiated a recall of model years 2013 through 2018 RAM 2500 and 3500 trucks and previously accrued a total of $59M for the estimated costs for executing these and other related recalls. Cummins expects to record a charge of approximately $2.04B in the fourth quarter of 2023 to resolve these and other related matters involving approximately one million pick-up truck applications in the United States. Of this amount, approximately $1.93B relates to payments that are expected to be made in the first half of 2024.

07:32 EST Cidara announces REZZAYO approved in EU for treatment of candidiasis in Adults - Cidara Therapeutics announced REZZAYO has been approved in the European Union, EU, for the treatment of invasive candidiasis in adults. The approval by the European Commission follows the positive opinion of the Committee for Medicinal Products for Human Use and is based on results from the pivotal ReSTORE Phase III clinical trial, which demonstrated statistical non-inferiority for rezafungin, dosed once weekly, when compared to the current standard of care, caspofungin, dosed once daily. Taylor Sandison, M.D. M.P.H, Chief Medical Officer at Cidara, said, "We welcome the European approval, which makes this treatment option available to patients in Europe alongside patients in the United States following the FDA's approval earlier this year. This is a great step forward on our journey to help patients with serious Candida infections across the globe." Rezafungin has been granted Orphan Drug Designation for its use in the treatment of invasive candidiasis in the EU. Cidara Therapeutics has partnered with Mundipharma, which has commercial rights to rezafungin outside the U.S. and Japan. Cidara is entitled to receive a milestone payment of approximately $11.14 million from Mundipharma for the European Union approval of rezafungin in accordance with the terms of the Collaboration and License Agreement, dated September 3, 2019, by and between the Company and Mundipharma.

07:09 EST Bristol Myers to acquire Karuna Therapeutics for $330 per share in cash

07:08 EST Fanhua enters share repurchase agreement with Puyi - FANHUA (FANH) entered into a share repurchase agreement with Puyi (PUYI) on December 22, 2023, pursuant to which FANHUA agreed to transfer all of its 4.46% equity interests in Puyi, or 4,033,600 ordinary shares of Puyi, back to Puyi. Concurrently, a wholly-owned subsidiary of FANHUA entered into a share transfer agreement with Puyi to acquire 15.41% equity interests in FANHUA Puyi Fund Sales Co., a wholly-owned subsidiary of Puyi, in exchange of the aforementioned 4,033,600 ordinary shares of Puyi acquired by Puyi and an additional cash consideration of approximately RMB10.5 million. The transactions are expected to be completed before December 31, 2023, subject to customary closing conditions. Upon completion of the transactions, FANHUA will cease to directly hold any equity interest in Puyi. The Company anticipates that the transactions will streamline its ownership structure in Puyi.

07:04 EST Autolus Therapeutics appoints Leiderman to board, Dhingra to step down - Autolus Therapeutics announced the appointment of Elisabeth Leiderman, M.D. to the Board of Directors. Additionally, the Company announced that Kapil Dhingra M.D., who has served on Autolus' Board of Directors since May 2015, has advised the Board of his intent to step down from his role as a member of the Board and chair of the Nominating and Corporate Governance Committee of the Board, effective December 31, 2023. Dr. Leiderman most recently served as Chief Financial Officer & Chief Business Officer at Atsena Therapeutics.

07:03 EST Global Technology filed patent infringement lawsuits against CreaLights - Applied Optoelectronics announced that its subsidiary Global Technology has filed two lawsuits for patent infringement against Suzhou CreaLights Optoelectronics Technology in China. The two complaints, filed on December 8, 2023 in the Suzhou Intermediate People's Court of the People's Republic of China, allege that at least the CreaLights 100G QSFP28 CWDM4 optical transceiver module infringes AOI's Chinese patent No. ZL201780050835.X, entitled "Optical transceiver with a multiplexing device positioned off-center within a transceiver housing to reduce fiber bending loss", which was filed on August 18, 2017, and the CreaLights 100G QSFP28 CWDM4 and 100G QSFP28 PSM4 optical transceiver modules infringe Global Technology's Chinese patent No. ZL201720846636.7, entitled "High speed optical transceiver module", which was filed on July 13, 2017. "We believe that CreaLights is infringing two of our key optical transceiver patents. As a company promoting innovation, AOI understands the critical role of intellectual property, and we will vigorously defend our patents. Therefore, we have filed this lawsuit as a step to protect our intellectual property," said David Kuo, Senior VP & Chief Legal Officer.

07:02 EST AlloVir to discontinue three global Phase 3 posoleucel studies - AlloVir provided an update on its three Phase 3 clinical trials with posoleucel, an investigational off-the-shelf multi-virus-specific T cell therapy, which targets six viral pathogens in immunocompromised individuals: adenovirus, BK virus, cytomegalovirus, Epstein-Barr virus , human herpesvirus-6 and JC viru. The company will discontinue its three global Phase 3 posoleucel studies - for prevention of clinically significant infections or diseases by multiple viruses, treatment of virus-associated hemorrhagic cystitis, and treatment of adenovirus - following allogeneic hematopoietic cell transplant. The company made the determination following three pre-planned analyses by three independent Data Safety Monitoring Boards each of which recommended stopping its respective trial for futility after a review of the data suggested that each study was unlikely to meet its primary endpoint. There were no observed safety concerns raised by any of the DSMBs. AlloVir is in the process of notifying regulatory agencies and clinical trial investigators involved in these trials of the findings. "While we are disappointed by the unexpected outcome of these trials, we are encouraged by the apparent safety profile of posoleucel," said Diana Brainard, MD, Chief Executive Officer of AlloVir. "In light of the DSMB recommendations, we will discontinue the prevention, vHC and AdV Phase 3 trials. We will continue to analyze the data from these studies to understand any variables that may have impacted outcomes or any apparent subpopulation benefits. We thank the patients, investigators and staff who participated in the trials." AlloVir will review strategic alternatives for the Company and its portfolio of virus-specific T cell therapies. Such alternatives may include a merger, sale, divestiture of assets, licensing, or other strategic transaction. As of September 30, 2023, AlloVir had cash, cash equivalents and short-term investments of $213.3 million.

07:01 EST G. Willi-Food announces $5M share repurchase plan - G. Willi-Food International announces that its Board of Directors has authorized a share repurchase program permitting the company to repurchase up to $5M of the company's Ordinary Shares over the next six months.

06:57 EST Aecom selected for Eglinton Crosstown West Extension project in Toronto - Aecom announced it has been selected by Metrolinx to serve as its delivery partner for the Eglinton Crosstown West Extension project, a 9.2-kilometer extension of the upcoming Eglinton Crosstown Light Rail Transit from the future Mount Dennis Station to Renforth Drive. When complete, the project will create a continuous rapid transit line that stretches from Scarborough, through midtown Toronto, and into Mississauga. As delivery partner, Aecom will be an integral part of the Metrolinx delivery team across the full breadth of infrastructure for the project. This includes a global and multi-disciplinary service offering, integrating the Company's program management, advisory, commercial management, procurement and supply chain management, and project supervision services, among others

06:36 EST Theseus Pharmaceuticals to be acquired by Concentra for $3.90-$4.05 per share - Theseus Pharmaceuticals announced it has entered into a definitive merger agreement whereby Concentra Biosciences will acquire Theseus for a price per share of Theseus common stock of between $3.90 and $4.05 in cash, consisting of a base cash price of $3.90 per share and an additional cash amount of not more than 15c per share at the closing of the merger, plus one non-tradeable contingent value right, or CVR, representing the right to receive 80% of the net proceeds from any license or disposition of Theseus' programs effected within 180 days of closing of the merger and 50% of the potential aggregate value of certain specified potential cost savings realized within 180 days of the close of the merger, pursuant to a CVR agreement. Following a thorough review process conducted with the assistance of its legal and financial advisors, Theseus' board of directors has determined that the acquisition by Concentra - of which Tang Capital Partners is the controlling shareholder - is in the best interests of all Theseus shareholders, and has unanimously approved the merger agreement. Pursuant and subject to the terms of the merger agreement, a wholly owned subsidiary of Concentra will commence a tender offer by January 9 to acquire all outstanding shares of Theseus common stock. Closing of the offer is subject to certain conditions, including the tender of Theseus common stock representing at least a majority of the total number of outstanding shares; the availability of at least $187.6M of cash, net of transaction costs, wind-down costs and other liabilities, at closing, and other customary closing conditions. Theseus shareholders holding approximately 59% of Theseus common stock have signed support agreements under which such shareholders agreed to tender their shares in the offer and support the merger. The acquisition is expected to close in February 2024.

06:22 EST Dune Acquisition completes business combination to form Global Gas - Global Hydrogen Energy, which seeks to be a leader in the sustainable energy transition as a next-generation industrial gas supplier, and Dune Acquisition Corporation (DUNE), a special purpose acquisition company, last night announced the completion of its previously announced business combination. The combined company is named Global Gas Corporation and its Class A common shares and warrants are expected to commence trading on the Nasdaq Capital Market under the new ticker symbols "HGAS" and "HGASW," respectively, on or about December 22. "Hydrogen is the tip of the spear for reducing carbon emissions in hard to decarbonize industries. The completion of our business combination with Dune positions Global Gas to be a leader in the rapidly growing hydrogen and carbon recovery ecosystem. We look forward to our next chapter as a public company, which will allow us to bring our expertise and infrastructure offerings to a global marketplace," said Founder and Chief Executive Officer William Nance. "Global Gas expects to receive a delisting notice from the Nasdaq staff for failure to satisfy the initial listing standards of The Nasdaq Capital Market upon closing of the business combination in accordance with Nasdaq Rule 5101-2. Global Gas intends to timely request a hearing before the Nasdaq Hearings Panel to appeal Nasdaq's delisting determination and work expeditiously to satisfy the applicable initial listing standards of The Nasdaq Capital Market," the company stated.

06:04 EST Barrick Gold starts recommissioning of Porgera gold mine in Papua New Guinea - Following the formal completion of the Porgera Project Commencement Agreement, work has started on the recommissioning of the Porgera gold mine in Papua New Guinea, which has been in care and maintenance since April 2020. This work is expected to be completed over the next few weeks, paving the way for mining and processing to restart in the first quarter of 2024. Barrick president and chief executive Mark Bristow, who was closely involved in the negotiations that eventually delivered the restart agreement, said the mine's new ownership structure was in line with the company's host country partnership business model.

05:39 EST Tesla recalls 120,423 Model S, X vehicles on cabin door issue - Tesla is recalling 120,423 2021-2023 Model S and X vehicles as the cabin doors can be unlocked during a crash, the National Highway Traffic Safety Administration posted on its website. The agency said these vehicles fail to comply with the requirements of Federal Motor Vehicle Safety Standard number 214, "Side Impact Protection." Tesla has released an over-the-air software update, free of charge, the agency added. Reference Link

05:11 EST Zealand Pharma submits glepaglutide NDA to FDA - Zealand Pharma announced the submission of a new drug application, or NDA, to the FDA for glepaglutide, a long-acting GLP-2 analog, for the treatment of adult patients with short bowel syndrome, or SBS, dependent on parenteral support.

04:56 EST NetEase sinks after China issues stricter online game regulations - The shares of China's video game makers are sinking after the country's National Press and Publication Administration released draft regulations for the online game industry that included restrictions on incentives to play or spend more online. Online game players shouldn't be rewarded for logging in daily, game servers must be stored in China, all online games should set top-up limit for users, and warnings should be issued to users for irrational consumption behavior, the regulations state. Shares of NetEase (NTES) are down 24% to 79.85 in pre-market trading. Reference Link