Thorne HealthTech Announces Launch of Initial Public Offering

NEW YORK, Sept. 13, 2021 /PRNewswire/ — Thorne HealthTech, a leader in developing innovative solutions for a personalized approach to health and wellbeing, today announced the launch of its initial public offering. Thorne HealthTech has filed a registration statement on Form S-1 with the Securities and Exchange Commission (“SEC”) to offer 9,000,000 shares of its common stock to the public. The initial public offering price is expected to be between $13.00 and $15.00 per share. Thorne HealthTech also intends to grant the underwriters a 30-day option to purchase up to an additional 1,350,000 shares of common stock at the initial public offering price, less underwriting discounts and commissions. Thorne HealthTech has applied to list its common stock on the Nasdaq Global Select Market under the ticker symbol “THRN.”
BofA Securities, Cowen and Evercore ISI are acting as lead book-running managers for the proposed offering. RBC Capital Markets is acting as an additional book-running manager.
The proposed offering will be made only by means of a prospectus. When available, copies of the preliminary prospectus relating to the initial public offering may be obtained from: BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255-0001, Attn: Prospectus Department; Email: [email protected]; Cowen and Company, LLC, c/o Broadridge Financial Solutions, Attention: Prospectus Department, 1155 Long Island Avenue, Edgewood, NY 11717, by email at [email protected] or by telephone at (833) 297-2926; or Evercore Group L.L.C., Attention: Equity Capital Markets, 55 East 52nd Street, 35th Floor, New York, NY 10055, by email at [email protected] or by telephone at (888) 474-0200.
The registration statement relating to the proposed sale of these securities has been filed with the SEC, but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, and shall not constitute an offer, solicitation, or sale in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.
About Thorne HealthTechThorne HealthTech is a leader in developing innovative solutions for a personalized approach to health and wellbeing. Thorne HealthTech is a science-driven wellness company that is utilizing testing and data to create improved product efficacy and deliver personalized solutions to consumers, health professionals, and corporations. Thorne HealthTech’s unique, vertically integrated brands, Thorne and Onegevity, provide insights and personalized data, products, and services that help individuals take a proactive and actionable approach to improve and maintain their health over a lifetime.

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WSJ News Exclusive | Pre-IPO Marketplace Forge Global to Go Public in $2 Billion SPAC Deal

Forge Global Inc., an online marketplace for buying and selling shares of private firms, plans to go public by merging with a special-purpose acquisition company.
The deal with Motive Capital Corp. values the resulting company at $2 billion, the companies said. If completed, the transaction would make Forge the first dedicated trading platform for private shares to become a public company.

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 a.k.a. Brands Holding Corp. Announces Launch of Initial Public Offering

SAN FRANCISCO–(BUSINESS WIRE)–Sep 13, 2021–
a.k.a. Brands Holding Corp. (“a.k.a. Brands” or the “Company”) today announced the launch of its initial public offering of its common stock. The Company is offering 13,888,889 shares of its common stock pursuant to a registration statement on Form S-1 filed with the Securities and Exchange Commission (“SEC”). The initial public offering price is currently expected to be between $17.00 and $19.00 per share. The underwriters will have a 30-day option to purchase an additional 2,083,333 shares of common stock from the Company at the initial public offering price less underwriting discounts and commissions. a.k.a. Brands has been approved to list its common stock on the New York Stock Exchange (“NYSE”) under the symbol “AKA.”
BofA Securities, Credit Suisse and Jefferies are acting as joint lead book-running managers for the proposed offering. Wells Fargo Securities, KeyBanc Capital Markets, Cowen, Piper Sandler and Truist Securities are also acting as book-running managers for the proposed offering. Telsey Advisory Group and Loop Capital Markets are acting as co-managers for the proposed offering.

The proposed offering will be made only by means of a prospectus. Copies of the preliminary prospectus relating to this offering, when available, may be obtained from:

BofA Securities at BofA Securities, Attention: Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255-0001, by telephone at (800)-294-1322 or by email at dg.prospectus—[email protected].
Credit Suisse at Credit Suisse Securities (USA) LLC, Attention: Prospectus Department,6933 Louis Stephens Drive, Morrisville, North Carolina 27560, by telephone at (800)-221-1037 or by email at [email protected].
Jefferies at Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY 10022, by telephone at (877)-821-7388 or by email at prospectus—[email protected].

A registration statement on Form S-1 relating to the proposed offering has been filed with the SEC but has not yet become effective. The securities to be registered may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.
About a.k.a. Brands
Established in 2018, a.k.a. Brands is a global platform of diversified, direct-to-consumer, digitally native fashion brands. Built for the next generation of consumers, each brand in the a.k.a. portfolio targets a distinct audience, introduces inspiring content, curates high-quality merchandise and creates authentic relationships with their customers. a.k.a. Brands leverages a flexible, asset-light operating model to help each brand accelerate its growth, scale in new markets and enhance their profitability. Current brands in the a.k.a. Brands portfolio include Princess Polly, Culture Kings, Petal & Pup and Rebdolls.
View source version on businesswire.com:https://www.businesswire.com/news/home/20210913005367/en/

CONTACT: Emily Goldberg Schwartz
[email protected]
KEYWORD: CALIFORNIA UNITED STATES NORTH AMERICA
INDUSTRY KEYWORD: ONLINE RETAIL RETAIL OTHER RETAIL
SOURCE: a.k.a. Brands
Copyright Business Wire 2021.
PUB: 09/13/2021 06:30 AM/DISC: 09/13/2021 06:31 AM
http://www.businesswire.

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Paya Holdings Inc. Announces Expiration and Results of Exchange Offer and Consent Solicitation Relating to its Warrants

ATLANTA, Sept. 13, 2021 (GLOBE NEWSWIRE) — Paya Holdings Inc. (NASDAQ: PAYA) (“Paya” or the “Company”) announced today the expiration and results of its previously announced exchange offer (the “Exchange Offer”) and consent solicitation (the “Consent Solicitation”) relating to its outstanding warrants to purchase shares of common stock, par value $0.001 per share, of the Company. The Exchange Offer and Consent Solicitation expired at 11:59 p.m., Eastern Daylight Time, on September 10, 2021.Paya has been advised that 17,380,396 public warrants (including 209,726 public warrants tendered through guaranteed delivery), or approximately 98.4% of the outstanding public warrants, and 50,000 private warrants, representing all outstanding private warrants, were validly tendered and not validly withdrawn prior to the expiration of the Exchange Offer and Consent Solicitation. Paya expects to accept all validly tendered warrants for exchange and settlement on or before September 15, 2021.In addition, pursuant to the Consent Solicitation, the Company received the approval of approximately 98.4% of the outstanding public warrants to the amendment to the warrant agreement governing the warrants (the “Warrant Amendment”), which exceeds the 65% of the outstanding public warrants required to effect the Warrant Amendment. Paya expects to execute the Warrant Amendment concurrently with the settlement of the Exchange Offer, and thereafter, expects to exercise its right in accordance with the terms of the Warrant Amendment, to exchange all remaining untendered warrants for shares of the Company’s common stock, following which, no public or private warrants will remain outstanding.The Company also announced that its Registration Statement on Form S-4 filed with the Securities and Exchange Commission (the “SEC”) registering the Company’s common stock issuable in the Exchange Offer was declared effective by the SEC on September 9, 2021.Evercore Group L.L.C. was the Dealer Manager for the Exchange Offer and Consent Solicitation.Story continuesThis press release is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, the securities described herein and is also not a solicitation of the related consents. The Exchange Offer and Consent Solicitation were made only pursuant to the terms and conditions of the Prospectus/Offer to Exchange and related letter of transmittal.About Paya Holdings Inc.Paya (NASDAQ: PAYA) is a leading provider of integrated payment and frictionless commerce solutions that help customers accept and make payments, expedite receipt of money, and increase operating efficiencies. The company processes over $40 billion of annual payment volume across credit/debit card, ACH, and check, making it a top 20 provider of payment processing in the US. Paya serves more than 100,000 customers through over 2,000 key distribution partners focused on targeted, high growth verticals such as healthcare, education, non-profit, government, utilities, and other B2B end markets. The business has built its foundation on offering robust integrations into front-end CRM and back-end accounting systems to enhance customer experience and workflow. Paya is headquartered in Atlanta, GA, with offices in Reston, VA, Fort Walton Beach, FL, Dayton, OH, Mt. Vernon, OH, Dallas, TX and Tempe, AZ.Forward-Looking StatementsCertain statements made in this press release are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, the words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would,” “will,” “approximately,” “shall” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside our control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Forward-looking statements in this press release may include, for example, the settlement and issuance of common stock in the Exchange Offer, the entry into the Warrant Amendment and the subsequent exercise of the Company’s right to exchange the remaining untendered warrants.The forward-looking statements contained in this press release are based on our current expectations and beliefs concerning future developments and their potential effects on us. You should not place undue reliance on such statements as we cannot assure you that future developments affecting us will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Some factors that could cause actual results to differ include, but are not limited to: our ability to successfully complete the Exchange Offer and Consent Solicitation; our ability to complete the exchange the remaining untendered warrants; exposure to economic conditions and political risk affecting the consumer loan market and consumer and commercial spending; the impacts of the ongoing COVID-19 coronavirus pandemic and the actions taken to control or mitigate its spread; competition; the ability of our business to grow and manage growth profitably; changes in applicable laws or regulations; changes in the payment processing market in which Paya competes, including with respect to its competitive landscape, technology evolution or regulatory changes; changes in the vertical markets that Paya targets; risks relating to Paya’s relationships within the payment ecosystem; risk that Paya may not be able to execute its growth strategies, including identifying and executing acquisitions; risks relating to data security; changes in accounting policies applicable to Paya; the risk that Paya may not be able to develop and maintain effective internal controls and other risks and uncertainties; and other risks and uncertainties discussed in our filings with the SEC.We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.Investor Contact:Matt Humphries, CFAHead of Investor Relationsmatt.humphries@paya.

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Energous To Demonstrate WattUp Wireless Charging Over-The-Air Technology and Partner Products at CES 2022

SAN JOSE, Calif.–(BUSINESS WIRE)–Sep 13, 2021–

Energous Corporation (NASDAQ: WATT), the developer of WattUp®, a revolutionary RF-based wireless charging technology that supports charging of electronic devices at-a-distance, today announced it will attend the Consumer Electronics Show 2022 ( CES 2022 ), held on January 5, 2022 through January 8, 2022, in Las Vegas, NV. Energous will have a booth presence (#51965) on the show floor at the Sands Convention Center where it will showcase technology demonstrations of its award-winning wireless charging 2.0 technology as well as WattUp-powered products from key partners.

“For over 50 years, the floors of CES have introduced to the public some of the world’s most transformative, groundbreaking technologies,” said Cesar Johnston, acting chief executive officer of Energous Corporation. “We’re thrilled to join and continue CES’ long legacy of innovation at January’s event, where we will highlight the power and flexibility of our WattUp wireless charging technology that is transforming the way we charge electronic devices.”

Hosted by the Consumer Technology Association (CTA), the Consumer Electronics Show is one of the world’s largest and most influential technology events. The 2022 event will convene the tech industry in-person and digitally, giving a global audience access to major brands and startups, as well as the world’s most-influential leaders and industry advocates.

Capable of charging multiple devices simultaneously at-a-distance, Energous’ WattUp technology enables a variety of wireless charging scenarios from near field to far field over the air, at a wide range of distances. WattUp is suitable for a broad range of applications ranging from small form factor devices to industrial IoT sensors to larger electronics and peripherals. WattUp is the only RF-based wireless charging solution with regulatory approvals in over 100 countries and has solutions for both near field as well as far field charging.

To learn how WattUp is transforming charging solutions and to see the technology in action, visit Energous at CES 2022 at booth #51965, contact your Energous representative or [email protected] to reserve an appointment.

About Energous Corporation

Energous Corporation (Nasdaq: WATT) is the global leader of Wireless Charging 2.0 technology. Its award-winning WattUp® solution is the only technology that supports both contact and distance charging through a fully compatible ecosystem. Built atop fast, efficient, and highly scalable RF-based charging technology, WattUp is positioned to offer improvements over older, first-generation coil-based charging technologies in power, efficiency, foreign device detection, freedom of movement and overall cost for consumer electronics, medical devices, retail, military, industrial/commercial IoT, automotive, military, retail and industrial applications. Energous develops silicon-based wireless power transfer (WPT) technologies and customizable reference designs, and provides worldwide regulatory assistance, a reliable supply chain, quality assurance, and sales and technical support to global customers. The company received the world’s first FCC Part 18 certification for at-a-distance wireless charging and has been awarded over 200 U.S. and international patents for its WattUp wireless charging technology to-date.

Safe Harbor Statement

This press release contains “forward-looking statements” within the meaning of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this press release are forward-looking statements. Forward-looking statements may describe our future plans and expectations and are based on the current beliefs, expectations and assumptions of Energous. These statements generally use terms such as “believe,” “expect,” “may,” “will,” “should,” “could,” “seek,” “intend,” “plan,” “estimate,” “anticipate” or similar terms. Examples of our forward-looking statements in this release include but are not limited to our statements about the future of the global wireless charging industry, our technology, the success of our collaborations with our partners or statements about any governmental approvals we may need to operate our business, and statements with respect to its expected functionality and company growth. Factors that could cause actual results to differ from what we expect include: uncertain timing of necessary regulatory approvals; timing of customer product development and market success of customer products; our dependence on distribution partners; and intense industry competition. We urge you to consider those factors, and the other risks and uncertainties described in our most recent annual report on Form 10-K as filed with the Securities and Exchange Commission (SEC), any subsequent quarterly reports on Form 10-Q as well as in other documents that may be subsequently filed by Energous, from time to time, with the SEC, in evaluating our forward-looking statements. In addition, any forward-looking statements represent Energous’ views only as of the date of this release and should not be relied upon as representing its views as of any subsequent date. Energous does not assume any obligation to update any forward-looking statements unless required by law.

CONTACT: Energous Public Relations

SHIFT Communications

Darren Weis

Padilla IR

KEYWORD: CALIFORNIA UNITED STATES NORTH AMERICA

INDUSTRY KEYWORD: SEMICONDUCTOR HARDWARE ELECTRONIC DESIGN AUTOMATION MOBILE/WIRELESS TECHNOLOGY

SOURCE: Energous Corporation

Copyright Business Wire 2021.

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AbbVie and REGENXBIO Announce Eye Care Collaboration

NORTH CHICAGO, Ill. and ROCKVILLE, Md., Sept. 13, 2021 /PRNewswire/ — AbbVie (NYSE: ABBV) and REGENXBIO Inc. (Nasdaq: RGNX) today announced a partnership to develop and commercialize RGX-314, a potential one-time gene therapy for the treatment of wet age-related macular degeneration (wet AMD), diabetic retinopathy (DR) and other chronic retinal diseases. RGX-314 is currently being evaluated in patients with wet AMD in a pivotal trial utilizing subretinal delivery, and in patients with wet AMD and DR in two separate Phase II clinical trials utilizing in-office suprachoroidal delivery. 
Under the collaboration, REGENXBIO will be responsible for completion of the ongoing trials of RGX-314. AbbVie and REGENXBIO will collaborate and share costs on additional trials of RGX-314, including the planned second pivotal trial evaluating subretinal delivery for the treatment of wet AMD and future trials. AbbVie will lead the clinical development and commercialization of RGX-314 globally. REGENXBIO shall participate in U.S. commercialization efforts as provided under a mutually agreed upon commercialization plan.
“We are committed to finding solutions for patients living with difficult-to-treat retinal diseases and to helping preserve and protect our patients from visual impairment and devastating vision loss,” said Tom Hudson, MD, senior vice president, R&D, chief scientific officer, AbbVie. “In collaboration with REGENXBIO, we aim to make a remarkable impact for the millions of patients suffering from vision loss associated with retinal diseases.”
“AbbVie is a strong, complementary partner for REGENXBIO. We expect to leverage AbbVie’s global developmental and commercial infrastructure within eye care with our expertise in AAV gene therapy clinical development and deep in-house knowledge of manufacturing and production to continue the development of RGX-314,” said Kenneth T. Mills, president and chief executive officer of REGENXBIO.
Under the terms of the agreement, AbbVie will pay REGENXBIO a $370 million upfront payment with the potential for REGENXBIO to receive up to $1.38 billion in additional development, regulatory and commercial milestones. REGENXBIO and AbbVie will share equally in profits from net sales of RGX-314 in the U.S. AbbVie will pay REGENXBIO tiered royalties on net sales of RGX-314 outside the U.S. In addition, REGENXBIO will lead the manufacturing of RGX-314 for clinical development and U.S. commercial supply, and AbbVie will lead manufacturing of RGX-314 for commercial supply outside the U.S.  
The transaction is expected to close by the end of 2021, subject to the satisfaction of customary closing conditions, including applicable regulatory approvals.
REGENXBIO Conference CallIn connection with this announcement, REGENXBIO will host a webcast and conference call today at 8:00 a.m. ET. To access a live or recorded webcast of the call, please visit the “Investors” section of the REGENXBIO website at www.regenxbio.com. To access the live call by phone, dial (855) 422-8964 (domestic) or (210) 229-8819 (international) and enter the passcode 6379638. The recorded webcast will be available for approximately 30 days following the call.
About RGX-314RGX-314 is being investigated as a potential one-time treatment for wet AMD, diabetic retinopathy, and other chronic retinal conditions. RGX-314 consists of the NAV AAV8 vector, which encodes an antibody fragment designed to inhibit vascular endothelial growth factor (VEGF). RGX-314 is believed to inhibit the VEGF pathway by which new, leaky blood vessels grow and contribute to the accumulation of fluid in the retina1.
REGENXBIO is advancing research in two separate routes of administration of RGX-314 to the eye, through a standardized subretinal delivery procedure as well as delivery to the suprachoroidal space. REGENXBIO has licensed certain exclusive rights to the SCS Microinjector® from Clearside Biomedical, Inc. to deliver gene therapy treatments to the suprachoroidal space of the eye.
About Wet AMDWet AMD is characterized by loss of vision due to new, leaky blood vessel formation in the retina2. Wet AMD is a significant cause of vision loss in the United States, Europe and Japan, with up to 2 million people living with wet AMD in these geographies alone3. Current anti-VEGF therapies have significantly changed the landscape for treatment of wet AMD, becoming the standard of care due to their ability to prevent progression of vision loss in the majority of patients4. These therapies, however, require life-long repeated intraocular injections, to maintain efficacy5,6.  Due to the burden of treatment, patients often experience a decline in vision with reduced frequency of treatment over time7.
About Diabetic RetinopathyDiabetic retinopathy (DR) is the leading cause of vision loss in adults between 24 and 75 years of age worldwide8. DR affects approximately eight million people in the United States alone9. The spectrum of DR severity ranges from non-proliferative diabetic retinopathy (NPDR) to proliferative diabetic retinopathy (PDR) and as DR progresses, a large proportion of patients develop vision threatening complications, including diabetic macular edema (DME) and neovascularization that can lead to blindness10.  Current treatment options for patients with DR include “watchful waiting”, anti-VEGF treatment, retinal laser or surgical treatment8.
About AbbVieAbbVie’s mission is to discover and deliver innovative medicines that solve serious health issues today and address the medical challenges of tomorrow. We strive to have a remarkable impact on people’s lives across several key therapeutic areas: immunology, oncology, neuroscience, eye care, virology, women’s health and gastroenterology, in addition to products and services across its Allergan Aesthetics portfolio. For more information about AbbVie, please visit us at www.abbvie.com. Follow @abbvie on Twitter, Facebook, Instagram, YouTube and LinkedIn.
About REGENXBIO Inc.REGENXBIO is a leading clinical-stage biotechnology company seeking to improve lives through the curative potential of gene therapy. REGENXBIO’s NAV Technology Platform, a proprietary adeno-associated virus (AAV) gene delivery platform, consists of exclusive rights to more than 100 novel AAV vectors, including AAV7, AAV8, AAV9 and AAVrh10. REGENXBIO and its third-party NAV Technology Platform Licensees are applying the NAV Technology Platform in the development of a broad pipeline of candidates in multiple therapeutic areas.
AbbVie Forward-Looking StatementsSome statements in this news release are, or may be considered, forward-looking statements for purposes of the Private Securities Litigation Reform Act of 1995. The words “believe,” “expect,” “anticipate,” “project” and similar expressions, among others, generally identify forward-looking statements. AbbVie cautions that these forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those indicated in the forward-looking statements. Such risks and uncertainties include, but are not limited to, failure to realize the expected benefits from AbbVie’s acquisition of Allergan plc (“Allergan”), failure to promptly and effectively integrate Allergan’s businesses, competition from other products, challenges to intellectual property, difficulties inherent in the research and development process, adverse litigation or government action, changes to laws and regulations applicable to our industry and the impact of public health outbreaks, epidemics or pandemics, such as COVID-19. Additional information about the economic, competitive, governmental, technological and other factors that may affect AbbVie’s operations is set forth in Item 1A, “Risk Factors,” of AbbVie’s 2020 Annual Report on Form 10-K, which has been filed with the Securities and Exchange Commission, as updated by its subsequent Quarterly Reports on Form 10-Q. AbbVie undertakes no obligation to release publicly any revisions to forward-looking statements as a result of subsequent events or developments, except as required by law.
REGENXBIO Forward-Looking StatementsThis press release includes “forward-looking statements,” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements express a belief, expectation or intention and are generally accompanied by words that convey projected future events or outcomes such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “assume,” “design,” “intend,” “expect,” “could,” “plan,” “potential,” “predict,” “seek,” “should,” “would” or by variations of such words or by similar expressions. The forward-looking statements include statements relating to, among other things, REGENXBIO’s proposed collaboration with AbbVie and REGENXBIO’s future operations and clinical trials. REGENXBIO has based these forward-looking statements on its current expectations and assumptions and analyses made by REGENXBIO in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors REGENXBIO believes are appropriate under the circumstances. However, whether actual results and developments will conform with REGENXBIO’s expectations and predictions is subject to a number of risks and uncertainties, including the anticipated completion of REGENXBIO’s proposed transaction with AbbVie, the outcome of REGENXBIO’s proposed collaboration with AbbVie and other factors, many of which are beyond the control of REGENXBIO. Refer to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of REGENXBIO’s Annual Report on Form 10-K for the year ended December 31, 2020 and comparable “risk factors” sections of REGENXBIO’s Quarterly Reports on Form 10-Q and other filings, which have been filed with the U.S. Securities and Exchange Commission (SEC) and are available on the SEC’s website at www.sec.gov. All of the forward-looking statements made in this press release are expressly qualified by the cautionary statements contained or referred to herein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on REGENXBIO or its businesses or operations. Such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Readers are cautioned not to rely too heavily on the forward-looking statements contained in this press release. These forward-looking statements speak only as of the date of this press release. Except as required by law, REGENXBIO does not undertake any obligation, and specifically declines any obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

References

1.

Penn JS, Madan A, Caldwell RB, et al. Vascular endothelial growth factor in eye disease. Prog Retin Eye Res. 2008;27(4):331-71.

2.

Carmeliet P. Angiogenesis in life, disease and medicine. Nature. 2005;438:932-6.

3.

Decision Resources Group, 2019

4.

Alexandru MR, Alexandra NM. Wet age related macular degeneration management and follow-up. Rom J Ophthalmol. 2016;60:9–13.

5.

AAO PPP.

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TransUnion Accelerates Growth of Identity-Based Solutions with Agreement to Acquire Neustar for …

CHICAGO, Sept. 13, 2021 (GLOBE NEWSWIRE) — TransUnion (NYSE: TRU) has signed a definitive agreement to acquire Neustar, a premier identity resolution company with leading solutions in Marketing, Fraud and Communications, from a private investment group led by Golden Gate Capital and with minority participation by GIC. The acquisition expands TransUnion’s powerful digital identity capabilities through the addition of Neustar’s distinctive data and analytics, enabling consumers and businesses to transact online with greater confidence.
Headquartered in Reston, Virginia, Neustar is expected to generate approximately $575 million of revenue and $115 million of Adjusted EBITDA in 2021. After integrating Neustar, TransUnion expects to accelerate growth through both material revenue synergies and increased participation in the fast-growing digital marketing and identity fraud marketplaces. The company anticipates material cost synergies from the combined companies, and expects the transaction to be accretive to Adjusted Diluted EPS beginning in 2023.
“The credit information and analytics that TransUnion provides make trust possible between consumers and businesses. As digital commerce continues to grow globally, TransUnion’s powerful digital identity assets, enhanced by Neustar’s distinctive data and digital resolution capabilities, will enable safer and more personalized online experiences for consumers and businesses,” said Chris Cartwright, President and CEO of TransUnion.  

The acquisition advances TransUnion’s strategy to diversify from its core credit solutions with complementary digital marketing and fraud mitigation capabilities. Neustar’s OneID platform will help to unify the digital identity capability TransUnion has built and acquired in recent years including the TLO data assets and fusion platform, the iovation device reputation network and the digital marketing capabilities of Tru Optik, among others.
“TransUnion and Neustar share a similar strategic vision, culture and focus on building innovative identity-based solutions which enable trusted connections between companies and people,” said Charlie Gottdiener, President and CEO of Neustar. “The two companies’ complementary businesses, products and relationships will offer benefits for our combined customers, employees and other stakeholders across a diverse set of markets.”
Rishi Chandna, Managing Director at Golden Gate Capital, said, “Over the last four years, Neustar has meaningfully scaled its core portfolio of solutions, completed strategic investments in its growth platforms and technology, and enhanced its winning culture. We are proud to have partnered with management and the talented Neustar team to execute this successful transformation into a leading provider of identity-driven solutions which leading brands rely on every day to connect with their prospects and customers. We have great respect for TransUnion and are confident they are the right partner for Neustar in its next chapter.”
Key Benefits of the Proposed Transaction:
The addition of Neustar’s talent, data and products will enhance TransUnion’s position as a global information and insights company providing diverse, high-growth credit and non-credit solutions at scale.Neustar’s OneID identity resolution platform will increase the speed and sophistication of TransUnion’s powerful identity-based solutions, strengthening TransUnion’s offers across industry verticals in the U.S., as well as global markets in the longer term.The combined company will be well positioned to solve customer and consumer challenges related to identity, leveraging: A powerhouse set of future-forward marketing solutions underpinned by a comprehensive and scaled understanding of identityEnhanced fraud detection and prevention capabilities, using advanced data analytics and online identity behavior insights, to safeguard transactions across a wide range of channels and deliver superior consumer experiencesScaled Communications vertical to serve evolving customer needsNeustar’s broad customer base advances TransUnion’s diversification into new markets and verticals, and presents significant opportunities for cross-selling and innovation.
Neustar’s security business, which is excluded from the transaction, will become a Golden Gate Capital and GIC portfolio company following close. The transaction consideration is $3.1 billion in cash. The transaction is expected to close in Q4 2021 subject to the satisfaction of customary closing conditions and regulatory approvals.
TransUnion will host a conference call and webcast today at 9:00 a.m. Central Time to discuss the transaction agreement and certain forward-looking information. This session and the accompanying presentation materials may be accessed at www.transunion.com/tru. A replay of the call will also be available at this website following the conclusion of the call.

About TransUnion (NYSE: TRU) TransUnion is a global information and insights company that makes trust possible in the modern economy. We do this by providing a comprehensive picture of each person so they can be reliably and safely represented in the marketplace. As a result, businesses and consumers can transact with confidence and achieve great things. We call this Information for Good®.
A leading presence in more than 30 countries across five continents, TransUnion provides solutions that help create economic opportunity, great experiences, and personal empowerment for hundreds of millions of people.
http://www.transunion.com/business
About Neustar Neustar is an information services and technology company and a leader in identity resolution providing the data and technology that enable trusted connections between companies and people at the moments that matter most. Neustar offers industry-leading solutions in marketing, risk, communications, and security that responsibly connect data on people, devices, and locations, continuously corroborated through billions of transactions. Neustar serves more than 8,000 clients worldwide, including 60 of the Fortune 100. Learn how your company can benefit from the power of trusted connections here:  https://www.home.neustar.
About Golden Gate Capital Golden Gate Capital is a San Francisco-based private equity investment firm with over $19 billion in cumulative committed capital. The principals of Golden Gate Capital have a long and successful history of investing across a wide range of industries and transaction types, including going-privates, corporate divestitures, and recapitalizations, as well as debt and public equity investments. Notable software and technology enabled services investments sponsored by Golden Gate Capital include Infor, BMC Software, LiveVox, Vector Solutions, Ex Libris, 2020 Technologies and Ensemble Health Partners. For more information, visit www.goldengatecap.com.
About GIC GIC is a leading global investment firm established in 1981 to secure Singapore’s financial future. As the manager of Singapore’s foreign reserves, we take a long-term, disciplined approach to investing, and are uniquely positioned across a wide range of asset classes and active strategies globally. These include equities, fixed income, real estate, private equity, venture capital, and infrastructure. Our long-term approach, multi-asset capabilities, and global connectivity enable us to be an investor of choice. We seek to add meaningful value to our investments. Headquartered in Singapore, we have a global talent force of over 1,800 people in 10 key financial cities and have investments in over 40 countries.
TransUnion Forward-Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the current beliefs and expectations of TransUnion’s management and are subject to significant risks and uncertainties. Actual results may differ materially from those described in the forward-looking statements. Any statements made in this press release that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements. Forward-looking statements include information concerning possible or assumed future results of operations, including our guidance and descriptions of our business plans and strategies. These statements often include words such as “anticipate,” “expect,” “guidance,” “suggest,” “plan,” “believe,” “intend,” “estimate,” “target,” “project,” “should,” “could,” “would,” “may,” “will,” “forecast,” “outlook,” “potential,” “continues,” “seeks,” “predicts,” or the negative of these words and other similar expressions.
Factors that could cause actual results to differ materially from those described in the forward-looking statements include: failure to realize the synergies and other benefits expected from the proposed acquisition of Neustar; the risk that required regulatory approvals are not obtained or are obtained subject to conditions that are not anticipated; the failure of any of the closing conditions in the definitive purchase agreement to be satisfied on a timely basis or at all; delay in closing the proposed acquisition; the possibility that the proposed acquisition, including the integration of Neustar, may be more costly to complete than anticipated; business disruption during the pendency of the proposed acquisition and following the acquisition closing; risks related to disruption of management time from ongoing business operations and other opportunities due to the proposed acquisition; the effects of pending and future legislation and regulatory actions and reforms; macroeconomic and industry trends and adverse developments in the debt, consumer credit and financial services markets and other macroeconomic factors beyond TransUnion’s control; risks related to TransUnion’s indebtedness, including our ability to make timely payments of principal and interest and our ability to satisfy covenants in the agreements governing our indebtedness; the effects of the ongoing COVID-19 pandemic on TransUnion, Neustar or our ability to complete the acquisition; and other one-time events and other factors that can be found in our Annual Report on Form 10-K for the year ended December 31, 2020, and any subsequent Quarterly Report on Form 10-Q or Current Report on Form 8-K, which are filed with the Securities and Exchange Commission and are available on TransUnion’s website (www.transunion.com/tru) and on the Securities and Exchange Commission’s website (www.sec.gov). Many of these factors are beyond our control. The forward-looking statements contained in this press release speak only as of the date of this press release. We undertake no obligation to publicly release the result of any revisions to these forward-looking statements to reflect the impact of events or circumstances that may arise after the date of this press release.

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Avantor® Announces Offering of Common Stock

RADNOR, Pa., Sept. 13, 2021 /PRNewswire/ — Avantor, Inc. (NYSE: AVTR) (“Avantor,” “we” or the “Company”), a leading global provider of mission-critical products and services to customers in the life sciences and advanced technologies & applied materials industries, today announced that the Company intends to offer for sale in an underwritten offering $750 million of its common stock pursuant to a registration statement filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”). The Company expects to grant the underwriters a 30-day option to purchase additional shares of common stock on the same terms and conditions. The Company intends to use the net proceeds from this offering, along with the proceeds from certain debt financing transactions, to finance its previously announced acquisition of the Masterflex bioprocessing business and related assets of Antylia Scientific. To the extent the acquisition is not consummated, the Company anticipates using the net proceeds of the offering for general corporate purposes.
Goldman Sachs & Co. LLC, Citigroup and BofA Securities are serving as the joint book-running managers and as representatives of the underwriters for the offering.
A registration statement relating to these securities has been filed with the SEC and has become effective. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
The offering of these securities will be made only by means of a prospectus supplement and accompanying prospectus. Copies of the preliminary prospectus supplement and accompanying prospectus for the offering, when available, may be obtained from Goldman Sachs & Co. LLC, Attention: Prospectus Department at 200 West Street, New York, NY 10282 or by telephone at 1-866-471-2526; Citigroup Global Markets Inc., Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone 1-800-831-9146 or by email at [email protected]; or BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255-0001, Attn: Prospectus Department or by email at [email protected].
About Avantor
Avantor®, a Fortune 500 company, is a leading global provider of mission-critical products and services to customers in the biopharma, healthcare, education & government, and advanced technologies & applied materials industries. Our portfolio is used in virtually every stage of the most important research, development and production activities in the industries we serve. Our global footprint enables us to serve more than 225,000 customer locations and gives us extensive access to research laboratories and scientists in more than 180 countries. We set science in motion to create a better world.
Forward Looking Statements
This press release contains forward-looking statements. All statements other than statements of historical fact included in this press release are forward-looking statements. Forward-looking statements discuss our current expectations and projections relating to our announced transaction with Masterflex and the related financing, as well as our financial condition, results of operations, plans, objectives, future performance and business. These statements may be preceded by, followed by or include the words “aim,” “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “likely,” “outlook,” “plan,” “potential,” “project,” “projection,” “seek,” “can,” “could,” “may,” “should,” “would,” “will,” the negatives thereof and other words and terms of similar meaning.
Forward-looking statements are inherently subject to risks, uncertainties and assumptions; they are not guarantees of performance. You should not place undue reliance on these statements. We have based these forward-looking statements on our current expectations and projections about future events. Although we believe that our assumptions made in connection with the forward-looking statements are reasonable, we cannot assure you that the assumptions and expectations will prove to be correct. Factors that could contribute to these risks, uncertainties and assumptions include, but are not limited to, our current expectations and assumptions regarding capital market conditions, our ability to successfully integrate Masterflex into our operations and achieve anticipated synergies and our ability to execute related financing on favorable terms, as well as the factors described in “Risk Factors” in our 2020 Annual Report on Form 10-K for the year ended December 31, 2020, and in any subsequent Quarterly Reports on Form 10-Q.
All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the foregoing cautionary statements. In addition, all forward-looking statements speak only as of the date of this press release. We undertake no obligations to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise other than as required under the federal securities laws.
Media ContactAllison Hosak
Senior Vice President, Global Communications and Brand
Avantor
+1 908-329-7281
[email protected]
Investor Relations Contact Tommy J.

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SEC Continues Focus on Cybersecurity in Three New Actions Targeting Investment Advisers and Broker Dealers

Background
Demonstrating its continued focus on cybersecurity enforcement, the Securities and Exchange Commission (SEC) announced three new actions on Aug. 30 charging eight firms with maintaining deficient cybersecurity policies and procedures, resulting in the exposure of personally identifiable information (PII) of thousands of clients and customers. The actions, following other recent SEC proceedings against real estate services provider First American Financial Corp. (see our prior alert) and publishing and services company Pearson plc, indicate that cybersecurity controls and disclosure controls and procedures will continue to be top priorities for the SEC.
The Three New Actions
On Aug. 30, the SEC announced it had imposed hundreds of thousands of dollars in penalties against eight broker dealers and registered investment advisers in three different actions. The SEC charged that the firms Cetera and its related entities (Cetera), Cambridge and its related entities (Cambridge), and KMS Financial Services (KMS) violated the Safeguards Rule and, in the case of Cetera, the Advisers Act. The Safeguards Rule requires registrants to adopt policies and procedures reasonably designed to protect customer records and information. The Advisers Act mandates policies and procedures requiring the review of communications to advisory clients, to prevent misleading language, for example. The SEC charged that deficient policies and procedures under these rules resulted in email account takeovers that exposed PII of thousands of customers and clients.
In the case of Cetera, employees, independent contractor representatives and offshore contractors used cloud-based email services that contained customers’ PII. Following the breach of 23 personnel email accounts in early 2018, Cetera turned on multi-factor authentication (MFA) for its employees’ and most of its independent contractors’ email accounts. The email accounts of 30 contractors that did not have MFA were subsequently taken over, leading to the exposure of the PII of 4,388 customers. The SEC alleged that Cetera violated the Safeguards Rule because its MFA program was not reasonably designed, as it failed to apply MFA to all contractors. Additionally, in its breach notification, Cetera misstated when it had learned of the breach. The SEC charged that these actions violated Section 206(4) of the Advisers Act as the breach notifications included “misleading language.” Cetera will pay a $300,000 penalty for these alleged violations.
Cambridge was charged with violating the Safeguards Rule because it similarly “failed to adopt and implement firm-wide enhanced security measures for cloud-based email accounts.” According to the SEC, Cambridge recommended, but did not require, enhanced security measures for its independent contractors, including MFA for cloud-based email accounts. Between January 2018 and July 2021, email accounts of 121 independent contractors were taken over by unauthorized third parties, who then forwarded PII outside of Cambridge. As a result, 2,177 customers and clients were exposed. Because Cambridge discovered the takeover in January 2018 but failed to adopt enhanced security measures until 2021, the SEC charged that Cambridge violated the Safeguards Rule by failing to adopt policies and procedures sufficient to protect the type of PII that was ultimately exposed. As a result, Cambridge will pay a $250,000 fine.
Intruders similarly accessed the email accounts of 15 independent contractors or assistants employed by KMS between September 2018 and August 2020. From these accounts, they forwarded emails with PII outside the organization, emailed customers asking them to wire funds to a bank account, and sent malicious links. As a result, the PII of 4,900 customers was exposed. KMS implemented additional security measures for all email users, but not until 21 months after the breach was first discovered. Charged with violating the Safeguards Rule, KMS will pay a $200,000 penalty.
Implications
The SEC’s actions against these three financial institutions, along with its actions against First American in June and Pearson plc last month, are clear demonstrations that the SEC is forcefully addressing cybersecurity and disclosure controls and procedures. As chief of the SEC Enforcement Division’s Cyber Unit, Kristina Littman, explained, “Investment advisers and broker dealers must fulfill their obligations concerning the protection of customer information. It is not enough to write a policy requiring enhanced security measures if those requirements are not implemented or are only partially implemented, especially in the face of known attacks.”
These five enforcement actions together highlight the need for companies to evaluate their disclosure controls to ensure adequate coordination among information technology professionals, investor relations advisers, and legal and senior operating management, and ultimately that such controls are carefully overseen by the board.

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Amerant Announces Planned Clean-Up Merger to Simplify Its Capital Structure, As Well as the …

CORAL GABLES, Fla., Sept. 13, 2021 (GLOBE NEWSWIRE) — Amerant Bancorp Inc. (NASDAQ: AMTB and AMTBB) (the “Company” or “Amerant”) today announced its intention to effect a clean-up merger, subject to shareholder approval, pursuant to which a subsidiary of the Company will merge with and into the Company (the “Merger”). Under the terms of the Merger, each outstanding share of Class B common stock will be automatically converted to 0.95 of a share of Class A common stock without any action on the part of the holders of Class B common stock; however, to the extent any shareholder, together with its affiliates, would own more than 8.9% of the outstanding shares of Class A common stock following the Merger, such holder’s shares of Class A common stock or Class B common stock, as the case may be, will be converted into shares of a new class of Non-Voting Class A common stock, solely with respect to holdings that would be in excess of the 8.9% limitation. The terms of the Merger to be submitted for approval of the shareholders will include the creation of a new class of Non-Voting Class A common stock. Following the Merger, no shares of Class B common stock will remain outstanding. In addition, all shareholders that would hold fractional shares as a result of the Merger will receive a cash payment in lieu of such fractional shares. To the extent that following the Merger any holder would beneficially own fewer than 100 shares of Class A common stock, such holder will receive cash in lieu of Class A common stock. The Company expects to hold a special shareholders meeting to seek approval of the Merger in early December 2021.
The Company further announced that its Board of Directors (the “Board”) authorized a new share repurchase program (the “Repurchase Program”), pursuant to which the Company may purchase, from time to time, up to an aggregate amount of $50 million of its shares of Class A common stock. Repurchases under the Repurchase Program may be made in the open market, by block purchase, in privately negotiated transactions or otherwise in compliance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
“We believe that the current shareholders of the Company and potential investors considering an investment in Amerant will see the significant benefits of having one class of common stock going forward,” said Jerry Plush, Vice Chairman, President and CEO. “In addition, after repurchasing over $78 million of Class B common stock since the beginning of 2020, the Board’s stock repurchase authorization of our Class A common stock underscores the confidence we continue to have in our future performance. Having this program in place will further enhance our ability to efficiently manage capital levels while increasing total return to shareholders.”

Repurchases of the Company’s shares of Class A common stock (and the timing thereof) will depend upon market conditions, regulatory requirements, other corporate liquidity requirements and priorities and other factors as may be considered in the Company’s sole discretion. Repurchases may also be made pursuant to a trading plan under Rule 10b5-1 under the Exchange Act, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so because of self-imposed trading blackout periods or other regulatory restrictions. The Repurchase Program does not obligate the Company to repurchase any particular amount of Class A common stock and may be suspended or discontinued at any time without notice.
In addition, the Board terminated the Company’s existing Class B common stock repurchase program, which was initially announced by the Company in March of 2021.
About the Company

Amerant Bancorp Inc. (NASDAQ: AMTB) (NASDAQ: AMTBB) is a bank holding company headquartered in Coral Gables, Florida since 1979. The Company operates through its subsidiaries, Amerant Bank, N.A. (the “Bank”), Amerant Investments, Inc., Elant Bank and Trust Ltd., and Amerant Mortgage, LLC. The Company provides individuals and businesses in the U.S., as well as select international clients, with deposit, credit, and wealth management services. The Bank, which has operated for over 40 years, is the second largest community bank headquartered in Florida. The Bank operates 25 banking centers – 18 in South Florida and 7 in the Houston, Texas area. For more information, visit AmerantBank.com, Investor.AmerantBank.com, and Facebook, Twitter, Instagram and LinkedIn at @AmerantBank.
Cautionary Notice Regarding Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, including statements regarding the proposed Merger, the Repurchase Program and the Company’s ability to obtain shareholder approval for the Merger, as well as statements with respect to the Company’s objectives, expectations and intentions and other statements that are not historical facts. All statements other than statements of historical fact are statements that could be forward-looking statements. You can identify these forward-looking statements through our use of words such as “may,” “will,” “anticipate,” “assume,” “should,” “indicate,” “would,” “believe,” “contemplate,” “expect,” “estimate,” “continue,” “plan,” “point to,” “project,” “could,” “intend,” “target,” “goals,” “outlooks,” “modeled,” “dedicated,” “create,” and other similar words and expressions of the future.
Forward-looking statements, including those as to our beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions, involve risks, uncertainties and other factors, which may be beyond our control, and which may cause the Company’s actual results, performance, achievements, or financial condition to be materially different from future results, performance, achievements, or financial condition expressed or implied by such forward-looking statements. You should not rely on any forward-looking statements as predictions of future events. You should not expect us to update any forward-looking statements, except as required by law. All written or oral forward-looking statements attributable to us are expressly qualified in their entirety by this cautionary notice, together with those risks and uncertainties described in “Risk factors” in our annual report on Form 10-K for the fiscal year ended December 31, 2020, in our quarterly report on Form 10-Q for the quarter ended June 30, 2021 and in our other filings with the U.S. Securities and Exchange Commission (the “SEC”), which are available at the SEC’s website www.sec.gov.
CONTACTS: Investors Laura Rossi [email protected] (305) 460-8728
Media Silvia M. Larrieu MediaRelations@amerantbank.

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Analysis | $500 Million of SPAC Cash Vanishes Under the Sea

Despite having no revenues and around two dozen employees, the start-up was valued at more than $2 billion by its blank-check partner. It plans to exploit a rich deposit of battery metals located on the seafloor in between Hawaii and Mexico. It says these minerals are sufficient to electrify 280 million vehicles. 

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However, the Canadian start-up has had an early cash disappointment. The SPAC merger ended up delivering only $137 million of fresh money,(3)as investors asked for their money back or failed to deliver promised funding. The company estimates that $7 billion is needed for large-scale commercial production.(4)

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The cash struggles encapsulate the current ructions in the SPAC market, where neophyte companies — many in the electric vehicles space — are starting to meet investor skepticism and heightened regulatory scrutiny.

The dilemma also shines a light on the investment world’s worries about greenwashing. In the rush to attract eco-friendly capital, companies and fund managers are touting their green credentials — SOAC styled itself as one of the first “ESG SPACs.” But the risks are that environmental benefits get exaggerated or downsides brushed aside.

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TMC wants to mine the seabed for potato-sized nuggets (“polymetallic nodules”) of metals like nickel, copper, manganese and cobalt. These are in high demand — nickel prices are at a 7-year high — and are used in cathodes and wiring for electric car batteries and other types of energy storage. Its commercial partners include commodities giant Glencore Plc and the offshore marine service division of A/P Moller-Maersk A/S.

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TMC refers to the nodules as “EV batteries in a rock” and says mining them will help decarbonize the transport sector and thereby help solve the climate crisis, all while causing less ecological damage, and at less cost, than extracting the same materials on land.

Environmentalists claim that TMC’s activities will damage sensitive ecosystems and destroy vital biodiversity. For them, the company’s cash squeeze is a resounding win.

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“The abyssal zone of the ocean is the largest desert-like area on the planet, it just happens to be covered by 4000 meters of water,” Gerard Barron, TMC Chief Executive Officer, told me. “There’s life there, we don’t deny that, but we can mitigate the impacts [of mining]… We don’t have to move rainforests to get at this resource.”

But funding for SPACs is temperamental. With many blank-check firms trading below $10, investors (often hedge funds) are increasingly exercising their right to demand their money back rather than seeing through SPAC mergers. In this instance, these so-called redemptions exceeded 90%, and accounted for $270 million of TMC’s cash shortfall.

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Far more unusual, though, was the failure by two unidentified investors to provide funds comprising two-thirds of TMC’s $330 million PIPE (private investment in public equity).(2)

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PIPEs are a supplementary pot of cash typically raised in conjunction with a SPAC merger. They’re supposed to provide a guaranteed financial backstop so the target receives at least some cash. They also help validate the value the SPAC has ascribed to the target. So it’s pretty embarrassing that some of TMC’s PIPE investors didn’t deliver. 

TMC says it “will seek to enforce the funding obligations of the two non-performing investors.” In plain English, it sounds like lawyers will be kept busy. However, it can’t be sure it will get the money.

While the investors’ decision to hold back may have nothing to do with environmental worries, the scale of TMC’s cash shortfall suggests it has yet to convince capital markets that its multi-billion dollar valuation is justified, given the risks. And these risks go well beyond bringing rocks to the ocean surface. 

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Since the SPAC deal was announced in March, more than 500 scientists have signed a letter calling for a moratorium on deep-sea mining  until the environmental risks are better understood. Large companies like BMW AG, Samsung Electronics Co. and Google have leant their support to a temporary ban. The ethics of once-obscure deep-sea mining has even made the cover of last week’s Time Magazine. (In it, a conservationist compared nodule mining to “making cement out of coral reefs.”)

Meanwhile, NGOs including Greenpeace and Global Witness called out TMC in a petition to the U.S. Securities and Exchange Commission — saying the company’s disclosures underplayed the environmental risks. TMC amended its initial financial filings to acknowledge “there is significant uncertainty regarding the impact of polymetallic nodule collection on biodiversity,” and the SEC ultimately approved the prospectus, thereby allowing the merger to close. 

TMC’s mining ambitions shouldn’t be dismissed out of hand. The oceans also face acute risks from planetary heating, and the minerals it holds can play a role in curbing that.  

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Still, in our haste to solve the climate crisis, we mustn’t overlook the potential environmental impacts of seabed mining. Despite extensive research, some of it funded by TMC, there are still many ecological unknowns. The company lacks some necessary production permits, and global rules to allow exploitation of the seabed have yet to be agreed upon by the International Seabed Authority (though there’s reason to think this could happen within two years).

Mining deep below the ocean is hard, but convincing investors that TMC’s activities are, on balance, beneficial for the planet could prove even more challenging. To succeed, it will need a lot more money.

(1) After deducting transction expenses and reflecting existing cash, the companynow has around $110 million to play with.

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(2) TMC hasoutlined various ways it expects to reduce and fund this capex bill. This needn’t involve issuing equity, except opportunistically

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(3) SOAC didn’t identify most of the PIPE investors when it announced the transaction. One it did identify, subsea pipeline construction company Allseas Group S/A, told me they hadcontributed their PIPE money as planned. The PIPE placement-agents Citigroup, Nomura and Fearnley Securities, all declined to comment.

This column does not necessarily reflect the opinion of the editorial board or Bloomberg LP and its owners.

Chris Bryant is a Bloomberg Opinion columnist covering industrial companies. He previously worked for the Financial Times.

©2021 Bloomberg L.P.

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El Salvador Welcomes Bitcoin | Coinbase Calls Out The SEC

TOPSHOT – A woman buys in a store that accepts bitcoins in El Zonte, La Libertad, El Salvador on … [+] September 4, 2021. – The Congress of El Salvador approved in June a law that will make bitcoin legal tender in the country from September 7, with the aim of boosting its economy although analysts warn of a negative impact. (Photo by MARVIN RECINOS / AFP) (Photo by MARVIN RECINOS/AFP via Getty Images)
AFP via Getty Images
If you want this weekly update in your inbox every Saturday, click here to become a subscriber.

Also: Grayscale Paves The Way For Ethereum Classic, Bitcoin Cash And Litecoin ETFs While The Fate Of Bitcoin’s First Lies In The Balance
EL SALVADOR’S BITCOIN DAY
On Tuesday, El Salvador officially became the first country in the world to adopt bitcoin as legal tender— clearing the way for its 6.5 million residents to pay taxes and other debt with the cryptocurrency and allowing hundreds of thousands of businesses nationwide to accept it as payment. The law placing bitcoin alongside the U.S. dollar as El Salvador’s national currency was first unveiled in June. Ahead of the occasion, widely referred to as the “Bitcoin Day,” the country had purchased 400 bitcoins worth an estimated $21 million and rolled out hundreds of bitcoin ATMs.

Notably, the bulk of transactions are slated to happen on El Salvador’s official bitcoin wallet, dubbed Chivo—or “cool” in Spanish slang. On the backend, cryptocurrency unicorn BitGo will provide Chivo’s wallet infrastructure and security platform thus acting as the nation’s exclusive hot-wallet provider.
El Salvador’s unprecedented embrace of bitcoin, however, sparked multiple concerns both at home and abroad. Polls suggested most Salvadorans were against the idea, with many taking to the streets to protest the change. The International Monetary Fund (IMF) said its plans may threaten an anticipated deal with the country, while some economists warn of the country becoming a haven for financial crime.

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FLASH CRASH
Within hours of bitcoin’s big debut as legal tender, the market took a hit by a wave of selling that pummeled the prices of nearly every single coin. The combined value of the world’s cryptocurrencies plunged to a low of about $1.9 trillion by 11:15 a.m. EDT on Tuesday, nearly 15% less than 24 hours prior and reflecting a loss of more than $410 billion, according to crypto-data website CoinMarketCap.

Heading up market value losses, the price of bitcoin dipped 15% to less than $43,000—the lowest price in nearly three weeks—before quickly paring some of the losses and settling at about $46,810 by 11:50 a.m. EDT, still 9% lower than one day earlier. The steep selloff came less than one day after JPMorgan JPM analysts warned in a note to clients that recently rallying altcoins—or cryptocurrency alternatives to bitcoin and ether—reflected “froth and retail investor mania,” as opposed to sustainable gains for the market.
The sentiment had partially recovered, leaving the top cryptocurrency near $46,000 as of Friday morning, but the upside momentum appears to be slow. In the middle of the flash crash, El Salvadoran President Nayib Bukele announced the country took advantage of crashing prices to purchase an additional 150 bitcoins, boosting its holdings to 550 total coins, worth about $25 million.
COINBASE V. THE SEC
Just a few days after news broke that the U.S. Securities and Exchange Commission was investigating DeFi giant Uniswap, the largest crypto exchange in the country, Coinbase, revealed the regulator had threatened it with a Wells notice—a formal warning that the agency intends to sue if the company carries through with plans to launch Lend, its new product offering customers a 4% interest rate on deposits of the USDC stablecoin, created by Circle in collaboration with Coinbase.
Coinbase’s chief legal officer Paul Grewal, alongside co-founder and chief executive Brian Armstrong, said the agency refused to explain how or why it made the decision and accused it of eschewing standard regulatory protocol in favor of legal action, all without providing “a single bit of actual guidance” to the industry on these kinds of products. Armstrong, who said the SEC also requested records and testimony from employees, accused the regulator of “sketchy behavior” and of making a “land grab” compared to other regulators.
“If we end up in court we may finally get the regulatory clarity the SEC refuses to provide,” Armstrong tweeted. “But regulation by litigation should be the last resort for the SEC, not the first.”
BLOCKCHAIN 50 SPOTLIGHT: Samsung Group
The conglomerate’s IT arm, Samsung SDS, has built a number of blockchain projects for local governments, hospitals and airports. That includes a one-stop medical claims processing service allowing patients to submit claims at a hospital reception center, a kiosk, or via a mobile phone.

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