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Genworth and Oceanwide Announce NDRC Re-Approval of Transaction

PR Newswire

RICHMOND, Va. and BEIJING, Nov. 30, 2020 /PRNewswire/ — Genworth Financial, Inc. (NYSE: GNW) and China Oceanwide Holdings Group Co. Ltd (Oceanwide) announced that their transaction has received confirmation of the extension of the acceptance of filing from the National Development and Reform Commission (NDRC) in China.  With NDRC’s re-approval, Oceanwide will now move forward with the few remaining regulatory steps required to close the transaction, including seeking clearance for currency conversion and transfer of the balance of the transaction funds from SAFE and obtaining confirmation from the Delaware Department of Insurance that the acquisition of Genworth’s Delaware-domiciled insurer may proceed under the existing approval.

To allow additional time for Oceanwide to complete these final steps, the parties are working on an extension of the waiver and agreement of each party’s right to terminate their previously announced merger agreement until not later than Dec. 31, 2020. The parties are also working on a 90-day extension of each of the three $500 million tranches under the post-close Oceanwide capital plan. 

“We are encouraged that Oceanwide continues to make progress on the remaining steps needed to complete the transaction,” said Tom McInerney, Genworth president and CEO.  “Although I am disappointed we could not close by November 30, we are hopeful that we can close in the first half of December, but have agreed to an end date of December 31, 2020 to allow more time for the remaining regulatory approvals to be achieved.”

“Securing these last few remaining regulatory approvals and finalizing our financing are important milestones in our efforts to close our transaction and fulfill our vision of bringing long term care insurance to China,” said LU Zhiqiang, chairman of Oceanwide.  “We look forward to working with Genworth to complete the remaining steps required to close the transaction in December.”

The transaction previously received all U.S. regulatory approvals needed to close the transaction, subject to confirmation from the Delaware Department of Insurance that the acquisition of Genworth’s Delaware-domiciled insurer may proceed under the existing approval.  With respect to other recent regulatory matters: FINRA has confirmed that the transaction may close under FINRA Rule 1017(c) prior to receiving its final approval; the GSEs have re-approved the transaction, subject to certain conditions, and the parties will seek their non-objection to the adjusted capital contributions schedule; and the North Carolina Department of Insurance extended its previously-granted approval through January 24, 2021.  Oceanwide now needs to receive clearance for currency conversion and transfer of funds from SAFE.  All other required approvals and clearances have been secured.

About Genworth Financial
Genworth Financial, Inc. (NYSE: GNW) is a Fortune 500 insurance holding company committed to helping families achieve the dream of homeownership and address the financial challenges of aging through its leadership positions in mortgage insurance and long term care insurance. Headquartered in Richmond, Virginia, Genworth traces its roots back to 1871 and became a public company in 2004. For more information, visit genworth.com.

From time to time, Genworth releases important information via postings on its corporate website. Accordingly, investors and other interested parties are encouraged to enroll to receive automatic email alerts and Really Simple Syndication (RSS) feeds regarding new postings. Enrollment information is found under the “Investors” section of genworth.com. From time to time, Genworth’s publicly traded subsidiary, Genworth Mortgage Insurance Australia Limited, separately releases financial and other information about its operations. This information can be found at  http://www.genworth.com.au.

About Oceanwide
Oceanwide is a privately held, family owned international financial holding group founded by LU Zhiqiang. Headquartered in Beijing, China, Oceanwide’s well-established and diversified businesses include operations in financial services, energy, technology information services, culture and media, and real estate assets globally, including in the United States.

Oceanwide is the controlling shareholder of the Shenzhen-listed Oceanwide Holdings Co., Ltd. and Minsheng Holdings Co. Ltd.; the Hong Kong-listed China Oceanwide Holdings Limited and China Tonghai International Financial Limited (formerly known as Quam Limited); the privately-held International Data Group, Minsheng Securities, Minsheng Trust, and Asia Pacific Property & Casualty Insurance.  China Oceanwide also is a minority investor in Shanghai-listed China Minsheng Bank and Hong Kong-listed Legend Holdings. In the United States, Oceanwide has real estate investments in New York, California, and Hawaii. Businesses controlled by Oceanwide have more than 10,000 employees globally.

Cautionary Note Regarding Forward-Looking Statements
This communication includes certain statements that may constitute “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements may be identified by words such as “expects,” “intends,” “anticipates,” “plans,” “believes,” “seeks,” “estimates,” “will” or words of similar meaning and include, but are not limited to, statements regarding the closing of the transaction with Oceanwide, Oceanwide’s funding plans and transactions Genworth is pursuing to address its near-term liabilities and financial obligations, which may include additional debt financing and/or transactions to sell a percentage of its ownership interests in its mortgage insurance businesses. Forward-looking statements are based on management’s current expectations and assumptions, which are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Actual outcomes and results may differ materially from those in the forward-looking statements and factors that may cause such a difference include, but are not limited to, risks and uncertainties related to: (i) the risk that Oceanwide will be unable to complete funding and that the transaction with Oceanwide may not be completed in a timely manner or at all, which may adversely affect Genworth’s business and the price of Genworth’s common stock, and the risk that Genworth will be unable to address its near-term liabilities and financial obligations, including the risks that it will be unable to raise additional debt financing and/or sell a percentage of its ownership interest in its U.S. mortgage insurance business to repay the promissory note to AXA S.A. or refinance its debt maturing in 2021 or beyond; (ii) the parties’ inability to obtain regulatory approvals, clearances or extensions, or the possibility that such regulatory approvals or clearances may further delay the transaction with Oceanwide or will not be received prior to December 31, 2020 (and either or both of the parties may not be willing to further waive their end date termination rights beyond December 31, 2020) or that materially burdensome or adverse regulatory conditions may be imposed or undesirable measures may be required in connection with any such regulatory approvals, clearances or extensions (including those conditions or measures that either or both of the parties may be unwilling to accept or undertake, as applicable) or that with continuing delays, circumstances may arise that make one or both parties unwilling to proceed with the transaction with Oceanwide or unable to comply with the conditions to existing regulatory approvals or one or both of the parties may be unwilling to accept any new condition under a regulatory approval; (iii) the risk that the parties will not be able to obtain other regulatory approvals, approvals, clearances or extensions, including in connection with a potential alternative funding structure or the current geo-political environment, or that one or more regulators may rescind or fail to extend existing approvals, or that the revocation by one regulator of approvals will lead to the revocation of approvals by other regulators; (iv) the parties’ inability to obtain any necessary regulatory approvals, clearances or extensions for the post-closing capital plan, and/or the risk that a condition to the closing of the transaction with Oceanwide may not be satisfied or that a condition to closing that is currently satisfied may not remain satisfied due to the delay in closing the transaction with Oceanwide or that the parties are unable to agree upon a closing date following receipt of all regulatory approvals and clearances; (v) potential legal proceedings that may be instituted against Genworth related to the transactions with Oceanwide; (vi) the risk that the proposed transaction disrupts Genworth’s current plans and operations as a result of the announcement and consummation of the transaction; (vii) potential adverse reactions or changes to Genworth’s business relationships with clients, employees, suppliers or other parties or other business uncertainties resulting from the announcement of the transaction or during the pendency of the transaction, including but not limited to such changes that could affect Genworth’s financial performance; (viii) certain restrictions during the pendency of the transaction that may impact Genworth’s ability to pursue certain business opportunities or strategic transactions; (ix) continued availability of capital and financing to Genworth before the consummation of the transaction; (x) further rating agency actions and downgrades in Genworth’s financial strength ratings; (xi) changes in applicable laws or regulations; (xii) Genworth’s ability to recognize the anticipated benefits of the transaction; (xiii) the amount of the costs, fees, expenses and other charges related to the transaction; (xiv) the risks related to diverting management’s attention from Genworth’s ongoing business operations; (xv) the impact of changes in interest rates and political instability; and (xvi) other risks and uncertainties described in the Definitive Proxy Statement, filed with the SEC on January 25, 2017, and Genworth’s Annual Report on Form 10-K, filed with the SEC on February 27, 2020. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Genworth’s consolidated financial condition, results of operations, credit rating or liquidity. Accordingly, we caution you against relying on any forward-looking statements. Further, forward-looking statements should not be relied upon as representing Genworth’s views as of any subsequent date, and Genworth does not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

 

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SOURCE Genworth Financial, Inc.

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General Motors Signs MoU with Nikola to Supply Hydrotec Fuel Cell Systems

PR Newswire

DETROIT, Nov. 30, 2020 /PRNewswire/ — 

  • Global supply agreement focused on GM’s Hydrotec fuel cell system for Nikola’s Class 7/8 trucks
  • Non-binding MoU replaces previous transaction announced Sept. 8, 2020 

General Motors Co. (NYSE: GM) today announced it has signed a non-binding memorandum of understanding with Nikola Corporation for a global supply agreement to provide its Hydrotec fuel cell system for Nikola’s Class 7/8 semi-trucks. The MoU replaces the previous transaction announced Sept. 8, 2020.

“This supply agreement recognizes our leading fuel cell technology expertise and development,” said Doug Parks, GM executive vice president of Global Product Development, Purchasing and Supply Chain. “Providing our Hydrotec fuel cell systems to the heavy-duty class of commercial vehicles is an important part of our growth strategy and reinforces our commitment toward an all-electric, zero-emissions future.”

Under the potential agreement referenced in the MoU, GM would engineer its Hydrotec fuel cell system to the specifications mutually agreed upon by both companies. GM and Nikola will discuss the appropriate scope of services that GM would provide for the integration of the fuel cell system into Nikola’s vehicles. It is expected that the potential arrangement would be cost plus, and that Nikola would pay upfront for the capital investment for the capacity. GM and Nikola will also discuss the potential of a supply agreement for GM’s versatile Ultium battery system for Nikola’s Class 7/8 trucks.

GM’s Hydrotec fuel cell system will be engineered at its Michigan technical facilities in Pontiac and Warren and manufactured at its Brownstown Charter Township battery assembly plant.

General Motors (NYSE:GM) is a global company committed to delivering safer, better and more sustainable ways for people to get around. General Motors, its subsidiaries and its joint venture entities sell vehicles under the Chevrolet, Buick, GMC, Cadillac, Baojun and Wuling brands. More information on the company and its subsidiaries, including OnStar, a global leader in vehicle safety and security services, can be found at https://www.gm.com.  

Cautionary Note on Forward-Looking Statements: This press release may include “forward-looking statements” within the meaning of the U.S. federal securities laws. Forward-looking statements are any statements other than statements of historical fact. Forward-looking statements represent our current judgment about possible future events and are often identified by words such as “aim,” “anticipate,” “appears,” “approximately,” “believe,” “continue,” “could,” “designed,” “effect,” “estimate,” “evaluate,” “expect,” “forecast,” “goal,” “initiative,” “intend,” “may,” “objective,” “outlook,” “plan,” “potential,” “priorities,” “project,” “pursue,” “seek,” “should,” “target,” “when,” “will,” “would,” or the negative of any of those words or similar expressions. In making these statements, we rely upon assumptions and analysis based on our experience and perception of historical trends, current conditions and expected future developments, as well as other factors we consider appropriate under the circumstances. We believe these judgments are reasonable, but these statements are not guarantees of any future events or financial results, and our actual result may differ materially due to a variety of important factors, many of which are described in our Annual Report on Form 10-K, our subsequently filed Quarterly Reports on Form 10 Q, and our other filings with the U.S. Securities and Exchange Commission. We caution readers not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events or other factors that affect the subject of these statements, except where we are expressly required to do so by law.

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SOURCE General Motors Co.

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IBM Cloud Delivers Quantum-Safe Cryptography and Hyper Protect Crypto Services to Help Protect Data in the Hybrid Era

IBM brings hybrid cloud leadership together with quantum and security research expertise to stay at the forefront of quantum cybersecurity

PR Newswire

ARMONK, N.Y., Nov. 30, 2020 /PRNewswire/ — IBM (NYSE: IBM) today announced a series of cloud services and technologies designed to help clients maintain the highest available level of cryptographic key encryption protection to help protect existing data in the cloud1 and prepare for future threats that could evolve with advances in quantum computing. Pioneered by IBM Research scientists, the company is now offering quantum-safe cryptography support for key management and application transactions in IBM Cloud®, making it the industry’s most holistic quantum-safe cryptography approach to securing data available today.

The new capabilities include:

  • Quantum Safe Cryptography Support: Through the use of open standards and open source technology, this service enhances the standards used to transmit data between enterprise and Cloud, helping to secure data by using a quantum-safe algorithm.
  • Extended IBM Cloud Hyper Protect Crypto Services: New capabilities are available to enhance privacy of data in cloud applications, where data sent over the network to cloud applications and sensitive data elements like credit card numbers, are stored in a database that can be encrypted at application-level – supported by the industry’s highest level of cryptographic key encryption protection with ‘Keep Your Own Key’ (KYOK) capability.

“As our reliance on data grows in the era of hybrid cloud and quantum computing capabilities advance, the need for data privacy is becoming even more critical. IBM now offers the most holistic quantum-safe approach to securing data available today and to help enterprises protect existing data and help protect against future threats,” said Hillery Hunter, Vice President and Chief Technology Officer, IBM Cloud. “Security and compliance remain front and center for IBM Cloud as we continue to invest in confidential computing and our leading encryption capabilities to help enterprises of all kinds – especially those in highly regulated industries – keep data secured.”

Preparing for future threats with Quantum-Safe Cryptography Support
While quantum computing aims to solve complex problems even the world’s most powerful supercomputers cannot solve, future fault-tolerant quantum computers could pose potential risks, such as the ability to quickly break encryption algorithms and access sensitive data. To mitigate these risks IBM has developed a clear strategic agenda to help protect the long term security of our platforms and services. This agenda includes the research, development and standardization of core quantum-safe cryptography algorithms as open source tools such as CRYSTALS and OpenQuantumSafe. It also includes the governance, tools and technology to support our clients as they start on the same journey to a more secure future.

Today, as the next step in that agenda, IBM is bringing its industry-leading encryption capabilities built by IBM Research cryptographers to help clients with a quantum-safe cryptography approach for their data-in-transit within IBM Cloud. The capabilities are designed to help enterprises prepare for future threats and can be useful against attacks in which malicious actors harvest encrypted data today with the intent to decrypt it later as quantum computing advances.

IBM Key Protect, a cloud-based service that provides lifecycle management for encryption keys that are used in IBM Cloud services or client-built applications, has now introduced the ability to use a quantum-safe cryptography enabled Transport Layer Security (TLS) connection – helping to protect data during the key lifecycle management.   

In addition, IBM Cloud is also introducing quantum-safe cryptography support capabilities to enable application transactions. When cloud native containerized applications run on Red Hat® OpenShift® on IBM Cloud or IBM Cloud Kubernetes Services, secured TLS connections can help application transactions with quantum-safe cryptography support during data-in-transit and protect from potential breaches.

Protecting sensitive data with IBM Cloud Hyper Protect Crypto Services
Enterprises also need to mitigate risks from external and internal threats, as well as to address regulatory compliance.

Today, IBM Cloud is also delivering new capabilities to help secure application transactions and sensitive data using IBM Cloud Hyper Protect Crypto Services, which offer the industry’s highest level of cryptographic key encryption protection by providing customers with ‘Keep Your Own Key’ (KYOK) capability. Built on FIPS-140-2 Level 4-certified hardware – the highest level of security offered by any cloud provider in the industry for cryptographic modules2 – this allows clients to have exclusive key control, and therefore authority over the data and workloads protected by the keys.

Designed for application transactions where there is a deeper need for more advanced cryptography, IBM Cloud clients can keep their private keys secured within the cloud hardware security module while offloading TLS to IBM Cloud Hyper Protect Crypto Services to help establish a secure connection to the web server. They can also achieve application-level encryption of sensitive data, such as a credit card number, before it gets stored in a database system.

Continuing to address the security demands of clients and highly regulated industries
IBM has been investing in confidential computing technologies for over a decade and today delivers production-ready confidential computing to help clients protect data, applications and processes.

Furthering its commitment to security and compliance, IBM continues to collaborate with its industry peers to make further progress in standardization initiatives. For example, security best practices on IBM Cloud are now available as a Center for Internet Security (CIS) Foundations benchmark for IBM Cloud, and IBM Research cryptographers are key contributors to the QSC algorithms that are short listed in the National Institute of Standards and Technology (NIST).

IBM, the IBM logo, and IBM Cloud are trademarks or registered trademarks of IBM Corp., in the U.S. and/or other countries.

Red Hat® and OpenShift® are trademarks or registered trademarks of Red Hat, Inc. or its subsidiaries in the United States and other countries.

About IBM Cloud
For further information visit: www.ibm.com/cloud/

CONTACT:
Kate Gazzillo
IBM Communications
[email protected] 

1 Encryption keys and cryptographic operations are protected with highest level certified HSM –  with Hyper Protect Crypto services: FIPS 140-2 Level 4.

2 Based on IBM Hyper Protect Crypto Service, the only service in the industry built on FIPS 140-2 Level 4-certified hardware. FIPS 140-2 Security Level 4 provides the highest level of security defined in this standard. At this security level, the physical security mechanisms provide a comprehensive envelope of protection around the cryptographic module with the intent of detecting and responding to all unauthorized attempts at physical access.

 

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SOURCE IBM

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Fathom Holdings Completes Acquisition of Verus Title

PR Newswire

CARY, N.C., Nov. 30, 2020 /PRNewswire/ — Fathom Holdings Inc. (Nasdaq: FTHM), a holding company that primarily operates through its wholly owned subsidiary, Fathom Realty, LLC, a national, cloud-based, technology-driven, residential real estate brokerage, today announced it has completed the previously announced acquisition of Verus Title Inc., expanding its residential real estate offerings to include title insurance services.

“We are pleased to have completed this transaction so quickly.  Adding Verus complements our suite of services in the residential real estate market, gives our agents another distinct competitive advantage and further positions Fathom to continue on our growth trajectory,” said Joshua Harley, Fathom’s Founder and CEO.

About Fathom Holdings Inc.

Fathom Holdings Inc. is the parent company of Fathom Realty Holdings, LLC, a national, virtual, full-service real estate brokerage that leverages proprietary cloud-based software called IntelliAgent to operate a Platform as a Service model (PaaS) for the residential real estate industry.  Fathom offers real estate professionals 100% commission, small flat-fee transaction costs, support, technology, and training, all powered by best in class operational efficiencies.  For more information visit www.fathomrealty.com.

Cautionary Note Concerning Forward-Looking Statements

This press release contains “forward-looking statements,” including, but not limited to, continuing Fathom’s growth trajectory.  Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including: risks associated with making and integrating acquisitions; risks in effectively managing rapid growth in our business; reliance on key personnel; technology risks; competitive risks; and the others set forth in the Risk Factors section of the Company’s registration statement for its initial public offering filed with the SEC.  Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Investor Relations and Media Contacts:

Roger Pondel/Laurie Berman
PondelWilkinson Inc.
[email protected] 
(310) 279-5980

Marco Fregenal
President and CFO
Fathom Holdings Inc.
[email protected]
(888) 455-6040 

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SOURCE Fathom Realty

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Conn’s, Inc. Announces Cash Tender Offer for Up To $100 Million of its 7.250% Senior Notes due 2022

THE WOODLANDS, Texas, Nov. 30, 2020 (GLOBE NEWSWIRE) — Conn’s, Inc. (NASDAQ: CONN) (“Conn’s” or the “Company”) today announced that it has commenced a cash tender offer (the “tender offer”) to purchase up to $100.0 million aggregate principal amount (as it may be increased, the “tender cap”) of its outstanding 7.250% Senior Notes due 2022 (CUSIP Nos. 208242 AB3) (the “notes”). The tender offer is being made upon the terms and subject to the conditions described in the Company’s Offer to Purchase dated November 30, 2020 (the “Offer to Purchase”). The tender offer will expire at 11:59 p.m., New York City time, on December 28, 2020, unless extended or earlier terminated by Conn’s (such time and date, the “expiration date”). Tenders of notes may be withdrawn at any time prior to 5:00 p.m., New York City time, on December 11, 2020 (the “withdrawal deadline”), unless extended by the Company. Notes tendered after the withdrawal deadline may not be withdrawn thereafter except in certain limited circumstances where additional withdrawal rights are required by law. Holders of notes are urged to carefully read the Offer to Purchase.

Certain information regarding the notes and the terms of the tender offer is summarized in the table below.

            Per $1,000 Principal Amount
Title of Security   CUSIP No.   Outstanding
Principal
Amount


 		  Tender Cap


 		  Tender Offer
Consideration


 		  Early
Tender
Payment


 		  Total

Consideration
7.250% of Senior Notes due 2022   208242 AB3   $ 227,000,000   $ 100,000,000   $ 950.00   $ 30.00   $ 980.00

Upon the terms and subject to the conditions of the tender offer, holders who validly tender their notes (and do not validly withdraw their notes) prior to 5:00 p.m., New York City time, on December 11, 2020, unless extended by the Company (such time and date, the “early tender deadline”), and whose notes are accepted for purchase, will be entitled to receive $980.00, payable in cash, for each $1,000 principal amount of notes accepted for payment (the “total consideration”), which amount includes an early tender payment of $30.00 per $1,000 principal amount (the “early tender payment”). Holders who validly tender their notes after the early tender deadline but on or prior to the expiration date will be entitled to receive $950.00, payable in cash, for each $1,000 principal amount of notes accepted for purchase (the “tender offer consideration”).

In addition to payments made for notes purchased, the Company will pay accrued and unpaid interest from the most recent interest payment date for the notes to, but not including, the applicable payment date for such notes accepted for purchase. Notes accepted for purchase that are validly tendered prior to the early tender deadline are expected to receive payment on or shortly after December 14, 2020, but the date of such payment is subject to change without notice. Notes accepted for purchase that are validly tendered after the early tender deadline but on or before the expiration date are expected to receive payment on or shortly after December 30, 2020, if necessary, but the date of such payment is subject to change without notice.

If the purchase of all validly tendered notes would cause the Company to purchase a principal amount greater than the tender cap, then the tender offer will be oversubscribed and the Company, if it accepts notes in the tender offer, will accept for purchase tendered notes on a prorated basis as described in the Offer to Purchase. Furthermore, if the tender offer is fully subscribed as of the early tender deadline, holders who validly tender notes following the early tender deadline will not have any of their notes accepted for payment. If the tender offer is not fully subscribed as of the early tender deadline, but is oversubscribed as of the expiration date, only the notes tendered following the early tender deadline will be prorated, as described in the Offer to Purchase.

Conn’s obligation to consummate the tender offer is subject to the satisfaction or waiver of certain conditions, which are more fully described in the Offer to Purchase. There can be no assurance such conditions will be satisfied. Conn’s reserves the right, subject to applicable law, to: (i) delay accepting notes, (ii) extend the early tender deadline, the withdrawal deadline or the expiration date, (iii) increase the tender cap, (iv) waive any and all conditions to the tender offer, (v) extend or terminate the tender offer at any time, or (vi) otherwise amend the tender offer in any respect.

MUFG Securities Americas Inc. is acting as exclusive dealer manager for the tender offer. The tender agent and information agent for the tender offer is D.F. King & Co., Inc. Questions regarding the tender offer may be directed to MUFG Securities Americas Inc. at (877) 744-4523 (Toll-Free) or (212) 405-7481. Holders who would like additional copies of the offer documents may call the tender agent and information agent, D.F. King & Co., Inc., at (800) 317-8033 (Toll-Free) or (212) 269-5550, by email at [email protected].

This press release is for informational purposes only and does not constitute an offer to sell, or a solicitation for an offer to purchase any security, including the notes. The tender offer is being made solely by means of the Offer to Purchase, which sets forth the complete terms and conditions of the tender offer. The tender offer is not being made to holders of notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.

About
Conn
’
s
,
Inc.

Conn’s is a specialty retailer currently operating 144 retail locations in Alabama, Arizona, Colorado, Florida, Georgia, Louisiana, Mississippi, Nevada, New Mexico, North Carolina, Oklahoma, South Carolina, Tennessee, Texas and Virginia. The Company’s primary product categories include:

  • Furniture and mattress, including furniture and related accessories for the living room, dining room and bedroom, as well as both traditional and specialty mattresses;
  • Home appliance, including refrigerators, freezers, washers, dryers, dishwashers and ranges;
  • Consumer electronics, including LED, OLED, QLED, 4K Ultra HD, 8K and smart televisions, gaming products and home theater and portable audio equipment; and
  • Home office, including computers, printers and accessories.

Additionally, Conn’s offers a variety of products on a seasonal basis. Unlike many of its competitors, Conn’s provides flexible in-house credit options for its customers in addition to third-party financing programs and third-party lease-to-own payment plans.

Forward-Looking Statements

This press release contains forward-looking statements, that involve risks and uncertainties. Such forward-looking statements include information concerning the tender offer. Statements containing the words “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “project,” “should,” “predict,” “will,” “potential,” or the negative of such terms or other similar expressions are generally forward-looking in nature and not historical facts. Such forward-looking statements are based on our current expectations. We can give no assurance that such statements will prove to be correct, and actual results may differ materially. A wide variety of potential risks, uncertainties, and other factors could materially affect our ability to achieve the results either expressed or implied by our forward-looking statements, including, the risks detailed in Part I, Item 1A, Risk Factors, in our Annual Report on Form 10-K for the fiscal year ended January 31, 2020 and other reports filed with the Securities and Exchange Commission. If one or more of these or other risks or uncertainties materialize (or the consequences of such a development changes), or should our underlying assumptions prove incorrect, actual outcomes may vary materially from those reflected in our forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. We disclaim any intention or obligation to update publicly or revise such statements, whether as a result of new information, future events or otherwise, or to provide periodic updates or guidance. All forward-looking statements attributable to us, or to persons acting on our behalf, are expressly qualified in their entirety by these cautionary statements.

CONN-G
Investor Contact:
S.M. Berger & Company
Andrew Berger, (216) 464-6400



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IIROC Trading Halt – SUNM

Canada NewsWire

VANCOUVER, BC, Nov. 30, 2020 /CNW/ – The following issues have been halted by IIROC:

Company: Sun Metals Corp.

TSX-Venture Symbol: SUNM

All Issues: Yes

Reason: At the Request of the Company Pending News

Halt Time (ET): 7:48 AM

IIROC can make a decision to impose a temporary suspension (halt) of trading in a security of a publicly-listed company. Trading halts are implemented to ensure a fair and orderly market. IIROC is the national self-regulatory organization which oversees all investment dealers and trading activity on debt and equity marketplaces in Canada.

SOURCE Investment Industry Regulatory Organization of Canada (IIROC) – Halts/Resumptions

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Skyworks to Present at the Barclays Global Technology, Media and Telecommunications Conference

Skyworks to Present at the Barclays Global Technology, Media and Telecommunications Conference

IRVINE, Calif.–(BUSINESS WIRE)–
Skyworks Solutions, Inc. (Nasdaq: SWKS), an innovator of high-performance analog semiconductors connecting people, places and things, today announced that executives will participate in the Barclays Global Technology, Media and Telecommunications Conference at 12:30 p.m. EST on Dec. 9, 2020.

The event will be webcast live and archived for replay for one week following the conference in the “Investors” section of Skyworks’ website at www.skyworksinc.com.

About Skyworks

Skyworks Solutions, Inc. is empowering the wireless networking revolution. Our highly innovative analog semiconductors are connecting people, places and things spanning a number of new and previously unimagined applications within the aerospace, automotive, broadband, cellular infrastructure, connected home, industrial, medical, military, smartphone, tablet and wearable markets.

Skyworks is a global company with engineering, marketing, operations, sales and support facilities located throughout Asia, Europe and North America and is a member of the S&P 500® and Nasdaq-100® market indices (Nasdaq: SWKS). For more information, please visit Skyworks’ website at: www.skyworksinc.com.

Safe Harbor Statement

Any forward-looking statements contained in this press release are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include without limitation information relating to future events, results and expectations of Skyworks. Forward-looking statements can often be identified by words such as “anticipates,” “expects,” “forecasts,” “intends,” “believes,” “plans,” “may,” “will” or “continue,” and similar expressions and variations (or negatives) of these words. Actual events and/or results may differ materially and adversely from such forward-looking statements as a result of certain risks and uncertainties, including those identified in the “Risk Factors” section of Skyworks’ most recent Annual Report on Form 10-K (and/or Quarterly Report on Form 10-Q) as filed with the Securities and Exchange Commission (“SEC”). Copies of Skyworks’ SEC filings can be obtained, free of charge, on Skyworks’ website (www.skyworksinc.com) or at the SEC’s website (www.sec.gov). Any forward-looking statements contained in this press release are made only as of the date hereof, and we undertake no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.

Note to Editors: Skyworks and the Skyworks symbol are trademarks or registered trademarks of Skyworks Solutions, Inc., or its subsidiaries in the United States and other countries. Third-party brands and names are for identification purposes only and are the property of their respective owners.

Media Relations:

Constance Griffiths
(949) 231-4207

Investor Relations:

Mitch Haws

(949) 231-3223

KEYWORDS: California United States North America

INDUSTRY KEYWORDS: Networks Hardware Consumer Electronics Technology Semiconductor Construction & Property Building Systems Automotive Manufacturing Aerospace Other Technology Manufacturing Telecommunications

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RECORDATI: MARKET AUTHORIZATION APPLICATION FOR ARS-1 (EPINEPHRINE NASAL SPRAY) ACCEPTED BY EUROPEAN MEDICINES AGENCY

RECORDATI:  MARKET AUTHORIZATION APPLICATION FOR ARS-1 (EPINEPHRINE NASAL SPRAY) ACCEPTED BY EUROPEAN MEDICINES AGENCY

Milan, 30 November 2020 – Recordati announces that the European Medicines Agency (EMA) has accepted a Marketing Authorization Application (MAA) submission by ARS Pharmaceuticals for review of ARS-1 (known as NeffyTM in the USA), an epinephrine nasal spray for the emergency treatment of severe allergic reactions, including anaphylaxis. On 21 September 2020 Recordati announced the signing of an exclusive license agreement with ARS Pharmaceuticals, a private U.S. company, for the commercialization of ARS-1 in 93 countries including those in the European Union.

The MAA submitted to EMA includes data from multiple clinical studies showing that 1 mg of ARS-1 achieves epinephrine exposures that are similar to a 0.3 mg epinephrine IM injection, with rapid absorption (time to peak plasma levels) and clinical response based on surrogate endpoints. Because of its innovative delivery method, ARS-1 has the potential to be as effective as injections in the treatment of severe allergic reactions in a more convenient and less intimidating delivery device.  Its needle-free, small and easy-to-use delivery system may help eliminate anxiety and overcome hesitation that is common with injectable epinephrine.

In Europe, based on epidemiology data, about 4% of the general population has experienced an anaphylactic episode. Overall annual net sales of epinephrine auto-injectors in Europe are around € 100 million based on IQVIA prescription data, representing less than 10% of the eligible population. According to the European Anaphylaxis Registry, less than 15% of anaphylaxis episodes are self-treated with an auto-injector. The introduction of ARS-1 in Europe would be a welcome new tool for more patients with severe allergies to administer lifesaving epinephrine safely, quickly and painlessly. 


Recordati

, established in 1926, is an international pharmaceutical group, listed on the Italian Stock Exchange (Reuters RECI.MI, Bloomberg REC IM, ISIN IT 0003828271), with a total staff of more than 4,300, dedicated to the research, development, manufacturing and marketing of pharmaceuticals. Headquartered in Milan, Italy, Recordati has operations throughout the whole of Europe, including Russia, Turkey, North Africa, the United States of America, Canada, Mexico, some South American countries, Japan and Australia.  An efficient field force of medical representatives promotes a wide range of innovative pharmaceuticals, both proprietary and under license, in a number of therapeutic areas including a specialized business dedicated to treatments for rare diseases. Recordati is a partner of choice for new product licenses for its territories. Recordati is committed to the research and development of new specialties with a focus on treatments for rare diseases.  Consolidated revenue for 2019 was € 1,481.8 million, operating income was € 465.3 million and net income was € 368.9 million.

For further information:

Recordati website:  www.recordati.com


Investor Relations

                                                                Media Relations                   

Marianne Tatschke                                                               Studio Noris Morano                                                            

(39)0248787393                                                                   (39)0276004736, (39)0276004745

e-mail: [email protected]                                  e-mail: [email protected]

                                                                             

S
tatements contained in this release, other than historical facts, are “forward-looking statements” (as such term is defined in the Private Securities Litigation Reform Act of 1995). These statements are based on currently available information, on current best estimates, and on assumptions believed to be reasonable. This information, these estimates and assumptions may prove to be incomplete or erroneous, and involve numerous risks and uncertainties, beyond the Company’s control. Hence, actual results may differ materially from those expressed or implied by such forward-looking statements. All mentions and descriptions of Recordati products are intended solely as information on the general nature of the company’s activities and are not intended to indicate the advisability of administering any product in any particular instance.

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Quectel selects Qualcomm 212 LTE IoT Modem for integration into BC660K-GL Module

PR Newswire

SHANGHAI, Nov. 30, 2020 /PRNewswire/ — Quectel Wireless Solutions today announced the integration of the Qualcomm® 212 LTE IoT Modem from Qualcomm Technologies, Inc. into Quectel’s BC660K-GL high-performance LTE Cat NB2 narrowband IoT (NB-IoT) module. The module, which is pending certification with leading global carriers, offers extremely low-power consumption and supports multiple frequency bands.

Quectel’s module has an ultra-compact profile of 17.7 mm × 15.8 mm × 2.0 mm and, because the module is designed to be compatible with Quectel’s GSM/GPRS M66 module and NB-IoT BC66 module, it provides a flexible and scalable platform for migrating from GSM/GPRS to NB-IoT networks.

With NB-IoT networks rolling out globally, a growing number of IoT applications are selecting the technology. Quectel has therefore developed the BC660K-GL module to address the needs of chipset manufacturers for large-scale manufacturing with strict cost and efficiency requirements.

“We’re delighted that the Qualcomm 212 LTE IoT Modem is being integrated into our BC660K-GL module,” said Neset Yalcinkaya, VP of Products at Quectel Wireless Solutions. “This versatile module provides excellent performance with low power consumption. Our teams are collaborating with Qualcomm Technologies to ensure the modules are certified by global carriers and we look forward to bringing commercial products to market early in 2021.”

“Integrating the Qualcomm 212 LTE IoT Modem into Quectel’s NB-IoT module will help enable the creation of new, global smart IoT devices and applications,” said Vieri Vanghi, vice president, product management, Qualcomm Europe, Inc. “Together with Quectel, we are better able to meet global manufacturers’ demands for low-power, ultra-compact and cost-efficient IoT technologies.”

Engineering samples of the BC660K-GL NB-IoT module are available now.

Please visit the Quectel website: https://www.quectel.com/infocenter/news/quectel-selects-qualcomm-212-lte-iot-modem-for-integration-into-bc660k-gl-module.htm 

About Quectel

Quectel’s passion for a smarter world drives us to accelerate IoT innovation. A highly customer-centric organization, we create superior cellular and GNSS modules backed by outstanding support and services. Our growing global team of 2200 professionals, the largest in the IoT modules industry worldwide, ensures we are first to market and continue to set the pace of development. Listed on the Shanghai Stock Exchange (603236.SS), our international leadership is devoted to advancing IoT across the globe.


www.quectel.com

, LinkedIn, Facebook and Twitter.

Contact: Ashley Liu, 86-551-6586-9386 x 8016,

[email protected]

Qualcomm is a trademark or registered trademark of Qualcomm Incorporated.

Qualcomm 212 LTE IoT Modem is a product of Qualcomm Technologies, Inc. and/or its subsidiaries.

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SOURCE Quectel

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Fang Holdings Limited Announces Receipt of Non-Binding “Going Private” Proposal

PR Newswire

BEIJING, Nov. 30, 2020 /PRNewswire/ — Fang Holdings Limited (NYSE: SFUN) (“Fang” or the “Company”), a leading real estate Internet portal in China, today announced that its board of directors (the “Board”) has received a preliminary and non-binding proposal letter, dated November 30, 2020, from General Atlantic Singapore Fund Pte. Ltd. (together with its affiliated investment entities, “General Atlantic”, as the “Proposing Buyer”), a company incorporated in Singapore, proposing to acquire all of the outstanding shares (the “Shares”) and American Depositary Shares (the “ADSs”, each representing ten Class ordinary shares) of the Company not currently owned by the Proposing Buyer in a “going-private” transaction for US$1.468 per Share (or US$14.68 per ADS) in cash, subject to certain conditions. The US$1.468 per Share (or US$14.68 per ADS) price represents a premium of approximately 20% to the closing price of the Company’s ADS on November 27, 2020, and a premium of approximately 40% to the Company’s 30-day volume weighted average price of ADS up to November 27, 2020. 

According to the proposal letter, the Proposing Buyer plans to finance the acquisition primarily with equity capital, and possibly debt capital. The proposal letter states that the equity portion of the financing would be provided by the Proposing Buyer and additional potential buyer consortium members, if any. A copy of the proposal letter is attached hereto as Annex A.

The Board cautions the Company’s shareholders and others considering trading the Company’s securities that the Board has just received the proposal letter and has not had an opportunity to carefully review and evaluate the proposal or make any decision with respect to the Company’s response to the proposal. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that this or any other transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to this or any other transaction, except as required under applicable law.

About Fang

Fang operates a leading real estate Internet portal in China in terms of the number of page views and visitors to its websites. Through its websites, Fang provides primarily marketing, listing, leads generation and financial services for China’s fast-growing real estate and home furnishing and improvement sectors. Its user-friendly websites support active online communities and networks of users seeking information on, and value-added services for, the real estate and home furnishing and improvement sectors in China. Fang currently maintains approximately 74 offices to focus on local market needs and its website and database contains real estate related content covering 665 cities in China. For more information about Fang, please visit http://ir.fang.com.

Safe Harbor Statements

This press release contains 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. Such forward-looking statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact in this announcement are forward-looking statements, including but not limited to, the approval and the consummation of the potential transaction contemplated by the proposal letter or any alternative transaction. These forward-looking statements can be identified by terminology such as “will,” “expects,” “is expected to,” “anticipates,” “aim,” “future,” “intends,” “plans,” “believes,” “are likely to,” “estimates,” “may,” “should” and similar expressions, and include, without limitation, statements regarding Fang’s future financial performance, revenue guidance, growth and growth rates, market position and continued business transformation. Such statements are based upon management’s current expectations and current market and operating conditions, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond Fang’s control, which may cause its actual results, performance or achievements to differ materially from those in the forward-looking statements. Potential risks and uncertainties include, without limitation, the impact of Fang’s business development strategies, the impact of the COVID-19 pandemic, and the impact of current and future government policies affecting China’s real estate market. Further information regarding these and other risks, uncertainties or factors is included in Fang’s filings with the U.S. Securities and Exchange Commission. Fang does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law.

Annex A

November 30, 2020

The Board of Directors
Fang Holdings Limited
Tower A, No. 20 Guogongzhuang Middle Street
Fengtai District, Beijing 100070
The People’s Republic of China

Dear Board Members:

General Atlantic Singapore Fund Pte. Ltd. (together with its affiliated investment entities, “General Atlantic”, as the “Proposing Buyer”) hereby submits this preliminary non-binding proposal (the “Proposal”) to acquire all of the outstanding shares and American Depositary Shares (“ADSs”, each representing ten Class A ordinary shares), of Fang Holdings Limited (the “Company”), not already beneficially owned by General Atlantic (the proposed “Transaction”).

We believe that our Proposal provides an attractive opportunity for the Company’s shareholders, especially during a time of persisting operating difficulty and ongoing COVID-19 uncertainty. The Proposal represents a premium of 20% to the Company’s stock price as of the close of business on November 27, 2020 and a premium of approximately 40% to the Company’s 30-day volume weighted average price up to November 27, 2020.

Set forth below are the primary terms of our Proposal:

1.  Purchase Price. We propose to acquire all of the outstanding ordinary shares and ADSs of the Company not already beneficially owned by General Atlantic. The consideration payable for each ADS to be acquired will be US$14.68 in cash, and the consideration payable for each ordinary share to be acquired will be US$1.468 in cash.

2.  Funding. We intend to finance the Transaction primarily with equity capital, and possibly debt capital. Equity financing will be provided from us as the Proposing Buyer and additional potential buyer consortium members, if any.

3.  Due Diligence. We believe that we will be in a position to complete customary due diligence for the Transaction in a timely manner and in parallel with discussions of corresponding definitive agreements.

4.  Definitive Agreements. We are prepared to promptly negotiate and finalize definitive agreements (“Definitive Agreements”) for the Transaction. These documents will provide for representations, warranties, covenants and conditions which are typical, customary and appropriate for transactions of this type.

5.  Process. We believe that the Transaction will provide superior value to the Company’s shareholders. We recognize that the Company’s Board of Directors will likely need to evaluate the Transaction independently before the Company can make any determinations.

6.  About General Atlantic. General Atlantic is a leading global growth equity firm providing capital and strategic support for growth companies. Established in 1980, General Atlantic has more than 180 investment professionals based in New York, Greenwich, Palo Alto, São Paulo, London, Munich, Mexico City, Beijing, Shanghai, Hong Kong, Mumbai, Amsterdam, Singapore and Jakarta. General Atlantic combines a collaborative global approach, sector specific expertise, a long-term investment horizon and a deep understanding of growth drivers to partner with management teams to build exceptional businesses worldwide. General Atlantic has approximately $40 billion in assets under management, and the firm’s unique capital base is comprised of long-term commitments primarily from wealthy families and large charitable foundations; this affords General Atlantic with flexibility in investment structures and time horizon, enabling a strong partnership approach with growth companies.

7.  No Binding Commitment. This letter constitutes only a preliminary indication of our interest, and does not constitute any binding commitment with respect to the Transaction. A binding commitment will result only from the execution of Definitive Agreements, and then will be on terms and conditions provided in such documentation.

We would like to express our commitment to working collaboratively with the Company to bring this Transaction to a successful and timely conclusion. Should you have any questions regarding this proposal, please do not hesitate to contact us.

* * * * *

[Signature Page to Follow]

Sincerely,

General Atlantic Singapore Fund Pte. Ltd.

By:       /s/ Ong Yu Huat 
Name:  Ong Yu Huat
Title:    Director

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SOURCE Fang Holdings Limited