Adara Wealth Management Launches With Support of LPL Strategic Wealth Services

CHARLOTTE, N.C., Nov. 19, 2020 (GLOBE NEWSWIRE) — LPL Financial LLC, a leading retail investment advisory firm, independent broker-dealer and registered investment advisor (RIA) custodian, today announced that financial advisors George Chardukian CFP®, Adam Goldstein CFP® and Maria Peralta have launched their independent practice, Adara Wealth Management, through affiliation with LPL Strategic Wealth Services. The team will leverage LPL’s broker-dealer, corporate RIA and custodial platforms and receive ongoing, personalized support from LPL professionals for day-to-day operations as well as long-term business management. The advisors reported having served approximately $380 million in advisory, brokerage and retirement plan assets*. They join from RBC Capital Markets.

Based in Tucson, Ariz., the Adara team said they feel more like family than co-workers. Chardukian, who has been in the industry since 1982, hired Goldstein as a college intern, leading to his full-time employment immediately after graduation. Chardukian mentored Goldstein over the years, thinking long-term about his business and his clients and establishing the path for succession. Goldstein is now co-founder and president of Adara, as well as a 2020 Forbes Best-in-State Wealth Advisor. They expanded the practice with Peralta, who has a background in public service and brings a different view to the business as a female financial advisor. Amy Montiel rounds out the team as client service concierge. All four team members are service-minded and detail-driven, committed to continuing the legacy practice that Chardukian started decades ago.

Adara Wealth Management was founded on the principal of “always doing the right thing, for the right reasons, and in the right way for our clients,” said Chardukian. “We will always treat clients the way we would treat our own family and friends. It’s a simple idea built on believing that what’s in our clients’ best interests is also what is in our best interest.”

That client-first mindset led to their decision to launch a new independent practice that provides the team with access to enhanced technology and the ability to deliver a differentiated service experience to their clients. “With support from LPL, we can push ahead and take our client experience to the next level. We’ll be at the forefront of what’s going on in the industry and offer the services that clients desire and expect,” Goldstein said.

LPL Strategic Wealth Services
provides committed support

The team chose LPL to gain access to innovative technology, integrated platforms and sophisticated resources. More specifically, they chose LPL Strategic Wealth Services for the additional layer of services provided to support the most vital elements of running a thriving practice. “We didn’t want to start an entire business from the ground up. With Strategic Wealth Services, LPL provides the infrastructure and resources to make a smooth transition into the independent world, as well as coaches who will make sure we’re taking advantage of all the company has to offer,” Chardukian said.

LPL Strategic Wealth Services provides the team with support from the very beginning stages, including real estate sourcing, financial budgeting, brand development, technology set up, HR support and a dedicated onboarding team, as well as continuous personalized support from LPL partners providing administrative, marketing and CFO services. “We view LPL as an extended part of our team to help make sure everything runs smoothly. This allows us to spend more time focused on taking care of our clients,” Peralta said, noting they especially appreciate the flexibility of choosing technology platforms specific to their business needs.

As they sought out a name for their new business, the team chose Adara because it means noble and having high moral principles. This, coupled with their desire to understand and analyze their clients’ best needs, resonated with the team in both their professional and personal lives. The advisors are all highly active in their community. Chardukian is a board member for Interfaith Community Services and a charter member of the Planned Giving Advisory Council. He is also a member of the President’s Leadership Council at Carthage College. Goldstein volunteers with the Jewish Federation of Southern Arizona, and has received its “Young Man of the Year” award. He is also a member of the University of Arizona A-club, Nexus Executives and the Empower Coalition. Peralta is a member of the Make-A-Wish Foundation of Arizona Ambassador Board and Wishmaker’s Council.

“We extend a warm welcome to George, Adam, Maria and Amy, and congratulate the team on the launch of their new independent business,” said Rich Steinmeier, LPL Financial managing director and divisional president, Business Development. “We are committed to being a long-term partner to the Adara team—and all of our advisors—by delivering a wealth management platform that supports the full lifecycle of their business. Through ongoing investments, our advisors have access to technology, resources, business solutions and service that enable them to deepen their client relationships and fuel their independent businesses.”

Read more about Adara Wealth Management. Also, learn about other firms that recently joined LPL in the LPL Financial News and Media section of LPL.com.

Advisors, find an LPL business development representative near you.


About LPL Financial

LPL Financial (https://www.lpl.com) is a leader in the retail financial advice market, the nation’s largest independent broker-dealer** and a leading custodian (or provider of custodial services) to RIAs. We serve independent financial advisors, professionals and financial institutions, providing them with the technology, research, clearing and compliance services, and practice management programs they need to create and grow thriving practices. LPL enables them to provide objective guidance to millions of American families seeking wealth management, retirement planning, financial planning and asset management solutions.

Securities and advisory services offered through LPL Financial LLC, an SEC- registered broker-dealer and investment advisor. Member FINRA/SIPC.

Throughout this communication, the terms “financial advisors” and “advisors” are used to refer to registered representatives and/or investment advisor representatives affiliated with LPL Financial LLC. We routinely disclose information that may be important to shareholders in the “Investor Relations” or “Press Releases” section of our website.

*Based on prior business and represents assets that would have been custodied at LPL Financial, rather than third-party custodians. Reported assets and client numbers have not been independently and fully verified by LPL Financial.

**Based on total revenues, Financial Planning magazine June 1996-2020

Adara Wealth Management and LPL Financial are separate entities.

The Forbes Best-In-State Wealth Advisor ranking, developed by SHOOK Research, is based on in-person and telephone due diligence meetings and a ranking algorithm that includes: client retention, industry experience, review of compliance records, firm nominations; and quantitative criteria, including: assets under management and revenue generated for their firms. Portfolio performance is not a criterion due to varying client objectives and lack of audited data. Neither Forbes nor SHOOK Research receives a fee in exchange for rankings.

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Media Contact:


Lauren Hoyt-Williams
(980) 321-1232
[email protected] 



i3 Interactive Inc. Announces DTC Eligibility

TORONTO, Nov. 19, 2020 (GLOBE NEWSWIRE) — i3 Interactive Inc. (“i3Interactive” or the “Company”) (CSE: BETS) (OTC: BLITF) (FRA: F0O3) is pleased to announce that the Company has secured eligibility by the Depository Trust Company (“DTC”) for its shares on the OTC Markets. DTC is a subsidiary of the Depository Trust & Clearing Corp. (“DTCC“), a U.S. company that manages the electronic clearing and settlement of publicly-traded companies in the United States.


DTC Eligibility

Further to the Company’s news release dated August 18, 2020, i3 Interactive’s common shares are now fully DTC eligible and trade under the symbol “BLITF” on the OTC Markets. Securities that are eligible to be electronically cleared and settled through the DTC are considered to be “DTC eligible”. This electronic method of clearing securities speeds up the receipt of stock and cash, and thus accelerates the settlement process for investors.

ABOUT I3 INTERACTIVE INC.

The Company is in the business of developing an online and mobile gaming platform in order to provide sports fans worldwide with a unique and highly-engaging social gaming product, and sports betting and casino product offering. In an effort to break into the various emerging global markets, the Company has secured partnerships with key industry contacts, including Dan Bilzerian, an internationally renowned and widely respected social media celebrity with over 50 million social media followers.

For additional information on the Company:

Chris Neville
Chief Executive Officer
Tel: (902) 240-4221
Email: [email protected]

Forward-Looking Statements

Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

This press release contains forward-looking statements within the meaning of applicable Canadian securities laws.  Forward-looking statements are often, but not always, identified by the use of words such as “seek”, “
anticipate
”, “believe”, “plan”, “
estimate
”, “expect”, “likely” and “
intend
” and statements that an event or result “may”, “will”, “should”, “could” or “might” occur or be achieved and other similar expressions. The forward-looking statements in this press release include statements relating to the projections for growth in the Indian online gaming market, Mr. Bilzerian’s ability to generate traction with players and fans, the Company’s plans to feature zero buy-in tournaments and the offering of special bonuses. Forward-looking statements are subject to business and economic risks and uncertainties and other factors that could cause actual results of operations to differ materially from those contained in the forward-looking statements, including, without limitation, (i) the costs of compliance with and the risk of liability imposed under the laws of the jurisdictions in which the Company is operating or will operate (the


Operating Jurisdictions

”) including gambling laws and regulations, sports betting laws and regulations and mobile or online gambling and sports betting laws and regulations, (ii) negative changes in the political environment or in the regulation of mobile and online sports betting or gambling and the Company’s business in the Operating Jurisdictions, (iii) risks relating to COVID-19 (iv) negative shifts in public opinion and perception of the gambling industry, (v) significant competition in the industry, (vi) risks of product liability and other safety-related liability as a result of usage of the Company’s planned gambling and betting products, (vii) loss of intellectual property rights or protections, (viii) cybersecurity risks, (ix) constraints on marketing products,(x) fraudulent activity by employees, and (xi) risk of litigation. Readers are cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Readers are further cautioned that the assumptions used in the preparation of such forward-looking statements (including, but not limited to, the assumption that (i) the Company will be able to execute on its business plan as anticipated, and will receive one or multiple licenses, permits, and authorizations from time to time necessary to execute on its business plan, (ii) the Company’s financial condition and development plans do not change as a result of unforeseen events, (iii) there will continue to be a demand, and market opportunity, for the Company’s product offerings, (iv) the Company will be able to establish, preserve and develop its brand, and attract and retain required personnel, (v) the Company will successfully complete the Proposed Acquisition (and will obtain all requisite approvals) on the terms and within the timelines anticipated by the Company, and (vi) current and future economic conditions will neither affect the business and operations of the Company nor the Company’s ability to capitalize on anticipated business opportunities) although considered reasonable by management of the Company at the time of preparation, may prove to be imprecise and result in actual results differing materially from those anticipated, and as such, undue reliance should not be placed on forward-looking statements. The forward-looking statements included in this press release are made as of the date of this press release and the Company does not undertake an obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities laws. Forward-looking statements, forward-looking financial information and other metrics presented herein are not intended as guidance or projections for the periods referenced herein or any future periods, and in particular, past performance is not an indicator of future results and the results of the Company in this press release may not be indicative of, and are not an estimate, forecast or projection of the Company’s future results. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.



VRTCAL Ranks Number 290 on Deloitte’s 2020 Technology Fast 500™ Fastest-Growing Companies in North America

Attributes 377% Revenue Growth to its Development of Innovative AdTech Services for Publishers

SANTA BARBARA, Calif., Nov. 19, 2020 (GLOBE NEWSWIRE) — VRTCAL, a leading mobile SSP focused on Demand-Path Optimization (DPO) for mobile app developers, today announced it ranked No. 290 on Deloitte’s Technology Fast 500™, a ranking of the 500 fastest-growing technology, media, telecommunications, life sciences and energy tech companies in North America now in its 26th year. VRTCAL grew 377% between 2016 and 2019.

Todd Wooten, Founder and President of VRTCAL had this to say: “We are extremely proud of the measurable results that VRTCAL’s clients continue to see in their business, which in turn has landed us on this esteemed list of the fastest-growing tech companies. We’re committed to moving the needle for the mobile app advertising ecosystem and helping app developers progress toward the most efficient model possible.”

VRTCAL’s 290th ranking on Deloitte’s list of Fastest-Growing Companies comes on the heels of the release of its latest SDKs for Android and iOS mobile devices, which includes support for VAST and rewarded video, providing app developers with a more efficient software development kit that combines display and video advertising revenue sources and mediation. VRTCAL’s advanced architecture equips app developers with higher efficiencies and increased revenues from their ad stack for their video ad inventory to service advertisers’ needs to continue to reach consumers where they spend the most time.

For more than 25 years, Deloitte has been honoring companies that define the cutting edge and this year’s Technology Fast 500 list is proof positive that technology — from software and digital media platforms to biotech — permeates multiple facets of life. For a complete list of winners, please visit: https://www2.deloitte.com/content/dam/Deloitte/us/Documents/technology-media-telecommunications/us-tmt-fast-500-2020-winners-list.pdf.

About VRTCAL Markets, Inc. (“VRTCAL”)

VRTCAL is the only open SSP and SaaS company focused on Demand-Path Optimization, reducing the vertical distance between mobile publishers and advertisers, and developing technologies that make a difference. The VRTCAL platform is a proprietary architecture that offers SDKs, oRTB, multiple mediation types, innovative technologies to increase publisher inventory value, and a MarketPlace with premium brands and advertisers. VRTCAL has offices in Santa Barbara and Los Angeles.

About Deloitte’s 2020 Technology Fast 500™

Now in its 26th year, Deloitte’s Technology Fast 500 provides a ranking of the fastest-growing technology, media, telecommunications, life sciences and energy tech companies — both public and private — in North America. Technology Fast 500 award winners are selected based on percentage fiscal year revenue growth from 2016 to 2019.

In order to be eligible for Technology Fast 500 recognition, companies must own proprietary intellectual property or technology that is sold to customers in products that contribute to a majority of the company’s operating revenues. Companies must have base-year operating revenues of at least $US50,000, and current-year operating revenues of at least $US5 million. Additionally, companies must be in business for a minimum of four years and be headquartered within North America.

About Deloitte

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. In the United States, Deloitte refers to one or more of the US member firms of DTTL, their related entities that operate using the “Deloitte” name in the United States and their respective affiliates. Certain services may not be available to attest clients under the rules and regulations of public accounting. Please see www.deloitte.com/about to learn more about our global network of member firms.


Media Contact


Alexis Roberts
Blast PR for VRTCAL
[email protected]



21 & Change Adds to Board of Directors

Tampa, Fla., Nov. 19, 2020 (GLOBE NEWSWIRE) — The 21 & Change, Inc. Board of Directors unanimously appointed Amanda Sagarian, M.S., BCBA, LBA, a Regional Director at Applied Behavioral Innovations in Tampa, and Jorge Lastra Vicente, an Auditor with Tampa-based accounting firm Prida, Guida & Perez, P.A. on Thursday, Nov. 12 during the virtual monthly board of directors’ meeting.

President John Bodor said, “After such a challenging year, it is with great thanks that we can welcome two incredibly talented board members to our family at 21 & Change. We are so happy to have such a diverse group of professionals that are willing to serve and champion our mission. With their help, we will continue to challenge the status quo and fight for inclusion, diversity, and human rights for ‘differently-abled’ children and adults.”

Sagarian joins 21 & Change with experience in both volunteer and leadership roles. While completing her undergraduate degree in Psychology at the University of South Florida, she sat as the president of an organization called PEERS (Providing Education Empowerment Resources and Support). During this time, she was a certified PEERS educator, trained in suicide prevention, and nominated for the leadership and engagement award. This organization assisted the Wellness Center in providing workshops and training on how to make healthy and safe decisions. Sagarian led mandatory events educating students on the effects of alcohol and how to be safe during spring break as well as stress management, sexual and mental health, body image awareness, and nutrition.

“I am always looking for ways to give more and now this amazing opportunity has presented itself. After reviewing and researching 21 & Change’s mission statement and vision, I wholeheartedly believe that we share the same values and passions. I work every day towards the same mission. I take pride in wanting to help advocate for others, provide support for families, as well as help spread awareness within our communities. I want to provide opportunities, where individuals can experience the best life our world has to offer, without society labeling and stigmatizing them as abnormal,” said Sagarian.

Sagarian also has experience volunteering at her church as the youth group coordinator. She worked towards empowering youth to become more involved within their community and helped give them a sense of family and friendship. She coordinated bible studies, family events, and fundraising events.

Sagarian received her Master’s in Counseling with a concentration in Advanced Applied Behavior Analysis (ABA) at Nova Southeastern University. She received her Board-Certified Behavior Analysis Certification (BCBA) and License of Behavior Analysis (LBA) shortly after. She has worked within the field of ABA for over six years serving many clients across different intellectual abilities, age groups, as well as families from different cultural backgrounds. She also possesses experience in working directly with clients who have active military parents and who experience difficulties with change and understanding. She helps teach her clients a variety of coping strategy tools and self-management skills. Sagarian takes pride in advocating for her client’s and family’s best interests, while helping teach and create an opportunity for a more socially significant life for her clients.

For fun, she started her own company Tazasaurus Biscuits & Co., which makes healthy, limited ingredient, homemade dog treats for dogs who struggle with stomach sensitivities in memory of her German Shepherd, Taz. Her interests include Parent Training, Acceptance and Commitment Therapy (ACT), and alternative modes of communication (i.e., Picture Communication Exchange System (PECS) and AAC devices).

Jorge Vicente joins 21 & Change, Inc. with experience in financial reporting and auditing. Vicente is a 2018 graduate of the University of South Florida with a bachelor’s degree in Accounting, as well as Biomedical Sciences. Originally from Puerto Rico, he is a dedicated and detail-oriented accounting professional who has been meeting the accounting needs of businesses and individuals in the Tampa Bay area. He currently works as an auditor for Prida Guida & Perez (CPAs and Advisors) handling financial services for businesses in the area. He specializes in maintaining client service and relationships, performing auditing tasks and ensuring that financial transactions are accurately represented.

Vicente got his start in the accounting industry when he was a junior in college, where he interned for a nationally recognized accounting firm. During his internship he learned to communicate with clients, leading to long-term trusting relationships. Additionally, he worked as part of a team to fulfill all necessary tasks, including financial reporting. After he graduated from the University of South Florida, he worked for Cherry Bekaert as an audit associate. There, his duties were to perform auditing tasks, checking the accuracy of all financial documents provided to ensure accuracy and transparency. After leaving Cherry, he joined Prida Guida & Perez, where he currently serves as an auditor.

“21 & Change’s vision statement resonated with me. I truly believe in the value of all human lives and that all should have the opportunity to discover their full potential. As a board member, I hope to bring a unique perspective to the approach of tackling the challenges we will face along the way to a brighter future. I know that our efforts will encourage those who need help and those who would like to help. I am excited for the opportunity to really make an impact in our community and honored to be a part of something great,” said Vicente.  

21 & Change, Inc. is dedicated to ending the Down syndrome ‘syndrome’ and other developmental disability stigmas through advocacy, support, and niche services in the Greater Tampa-St. Petersburg area and beyond. The organization is seeking additional board members, volunteers, strategic and local partners and both corporate and individual sponsors.

For more information, please visit www.21andchange.org.

Attachments



Eric R. Polins
HCP Associates
8133180565
[email protected]

Fosterville South Receives Final Approval of the Court for Spinout of Leviathan Gold Ltd. Shares to Fosterville South Shareholders

Leviathan Announces $7.5 Million Brokered Financing

VANCOUVER, British Columbia, Nov. 19, 2020 (GLOBE NEWSWIRE) — Fosterville South Exploration Ltd. (“FSX” or the “Company”) (TSXV: FSX) (OTC: FSXLF) (Germany: 4TU) announces that it has received the final approval of the Court in respect of the plan of arrangement (the “Arrangement”) pursuant to which the Company will spinout its Avoca and Timor properties to Leviathan Gold Ltd. (“Leviathan”).

Subject to the procedures of the TSX Venture Exchange (the “TSXV”), the effective date of the Arrangement is scheduled to occur at 9:00 a.m. (Toronto time) on November 23, 2020. On the Effective Date of the Arrangement, each existing common share of the Company will be exchanged for (i) one new common share of the Company and (ii) one common share of Leviathan.

The Company is also pleased to announce that Leviathan Gold Finance Ltd. (“Leviathan Finance”) has engaged Clarus Securities Inc. (“Clarus”) as agent, on behalf of a syndicate of agents, to lead a best efforts private placement offering of subscription receipts (“Subscription Receipts”) at a price of $0.50 per subscription receipt for aggregate gross proceeds of up to $7.5 million (the “Offering”). The gross proceeds of the Offering (less (a) 3% of the gross proceeds of the Offering, (b) less 50% of the agents commission and (c) less the expenses of the agents) will be held in escrow and will be released to Leviathan Finance (minus the balance of the agents commission and fees) upon:

  1. Leviathan Gold (Australia) Pty Ltd, a wholly-owned subsidiary of Leviathan, entering into an agreement to acquire the Avoca and Timor Projects from a wholly-owned subsidiary of FSX and all conditions precedent to the transaction (other than payment) being satisfied or waived;
  2. Leviathan Finance advising Clarus that it is prepared to file articles of amalgamation in respect of the “three cornered” amalgamation of Leviathan Finance with a wholly-owned subsidiary of Leviathan, pursuant to which shareholders of Leviathan Finance will receive common shares of Leviathan;
  3. the TSXV approving the listing of the common shares of Leviathan (the “Resulting Issuer”) on the TSXV ((i), (ii) and (iii) together, the “Escrow Release Conditions”). 

Upon satisfaction of the Escrow Release Conditions, the holders of Subscription Receipts will receive one common share of the Resulting Issuer for each Subscription Receipt held.

If: (i) the Escrow Release Conditions are not satisfied on or before the date that is 3 months from the closing date of the Offering (the “Escrow Release Deadline”); or (ii) prior to the Escrow Release Deadline Leviathan Finance advises Clarus or announces to the public that it does not intend to satisfy the Escrow Release Conditions, the Escrowed Funds (plus accrued interest earned thereon) shall be returned to the holders of the Subscription Receipts on a pro rata basis and the Subscription Receipts will be cancelled without any further action on the part of the holders. To the extent that the Escrowed Funds (plus accrued interest) are not sufficient to refund the aggregate subscription price paid by the holders of the Subscription Receipts, Leviathan Finance shall be responsible and liable to contribute such amounts as are necessary to satisfy any shortfall.

The net proceeds of the Offering will be used by Leviathan to fund the purchase price for the Avoca and Timor projects and for general working capital.

Fosterville South Chief Executive Officer, Bryan Slusarchuk, states, Unsolicited expressions of interest for this Leviathan Gold financing have greatly exceeded expectations and we are pleased to see the institutional demand for the financing so strong. Obviously, there will be many cutbacks prior to closing given the very strong demand and we appreciate the understanding of investors that did not receive full allocations. Leviathan Gold will emerge as a public company with a very strong treasury, excellent gold projects and a management team with a track record of creating shareholder value. We look forward to seeing the company execute on the ground, for the benefit of all stakeholders.”

Leviathan Finance also intends to undertake a non-brokered financing of up to $250,000 on the same terms as the Offering.

About Fosterville South Exploration Ltd.

Fosterville South has two large, 100% owned, high-grade epizonal gold projects called the Lauriston and Golden Mountain Projects, a large group of tenement applications called the Providence Project and a large group of recently consolidated tenement applications called the Walhalla Belt Project, all in the state of Victoria, Australia. The Fosterville South land packaged, assembled over a multi-year period, notably includes a 600 sq. km property immediately to the south of and within the same geological framework that hosts Kirkland Lake Gold’s Fosterville tenements. Additionally, Fosterville South has gold-focused projects called the Moormbool, Timor and Avoca Projects, which are also located in the state of Victoria, Australia.

Six of Fosterville South’s properties (Lauriston, Providence, Golden Mountain, Timor, Avoca and Walhalla Belt) have had historical gold production from hard rock sources despite limited modern exploration and drilling.

Fosterville South has approximately CAD $
30
million in cash, is drilling at the Golden Mountain project where results to date have been excellent, is preparing to drill at Lauriston and has 12 drill permits in progress spanning 5 different projects.

On behalf of the Company,

Bryan Slusarchuk, Chief Executive Officer and Director

For further information please visit the Company website www.fostervillesouth.com or contact:

Adam Ross, Investor Relations,
Direct: (604) 229-9445
Toll Free: 1(833) 923-3334
Email: [email protected]

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. No securities regulatory authority has either approval or disapproved of the contents of this press release.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in
the United States
. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “

U.S. Securities Act

“) or any state securities laws and may not be offered or sold within
the United States
unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Forward-Looking Statements

Information set forth in this news release contains forward-looking statements that are based on assumptions as of the date of this news release, including with respect to the completion of the Arrangement and the Offering, the amalgamation, the purchase of the Avoca and Timor properties and the receipt of the approval of the TSXV for the listing application. These statements reflect management’s current estimates, beliefs, intentions and expectations. They are not guarantees of future performance. FSX cautions that all forward looking statements are inherently uncertain and that actual performance may be affected by many material factors, many of which are beyond their respective control. Such factors include, among other things: risks and uncertainties relating to corporate transactions, purchasing the Avoca and Timor properties and listing a new vehicle on the TSXV. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information. Except as required under applicable securities legislation, FSX does not undertake to publicly update or revise forward-looking information.



Charter Offers Senior Secured Notes

PR Newswire

STAMFORD, Conn., Nov. 19, 2020 /PRNewswire/ — Charter Communications, Inc. (NASDAQ: CHTR) (along with its subsidiaries, “Charter”) today announced that its subsidiaries, Charter Communications Operating, LLC (“CCO”)  and Charter Communications Operating Capital Corp., intend to offer the following securities:

  • Senior secured notes due 2032 (the “2032 Notes”),
  • Senior secured notes due 2051 (the “2051 Notes”). The 2051 Notes will form a part of the same series of 3.700% Senior Secured Notes issued on April 17, 2020 in the aggregate principal amount of $1.4 billion, and,
  • Senior secured notes due 2061 (The “2061 Notes,” and together with the 2032 Notes and 2051 Notes, the “Notes”).

Charter intends to use the net proceeds from the sale of the Notes for general corporate purposes, including to fund potential buybacks of Class A common stock of Charter or common units of Charter Communications Holdings, LLC, to repay certain indebtedness and to pay related fees and expenses.

The offering and sale of the Notes will be made pursuant to an effective automatic shelf registration statement on Form S-3 filed with the Securities and Exchange Commission (the “SEC”). The offering is subject to, among other things, market conditions.

Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co LLC will act as Joint Book-Running Managers for the senior secured notes offering. The offering will be made only by means of a prospectus supplement dated November 19, 2020 and the accompanying base prospectus, copies of which, when available, may be obtained on the SEC’s website at www.sec.gov or by contacting Deutsche Bank Securities Inc., Attention: Prospectus Group, 60 Wall Street, New York, NY 10005; Telephone: (800) 503-4611; E-mail: [email protected], or by contacting J.P. Morgan Securities LLC, Attention: Investment Grade Syndicate Desk, 383 Madison Avenue, New York, New York, 10179; Telephone: (212) 834-4533, or by contacting Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014; E-mail: [email protected].

This news release is neither an offer to sell nor a solicitation of an offer to buy the Notes and shall not constitute an offer, solicitation or sale, nor is it an offer to purchase, or the solicitation of an offer to sell the Notes in any jurisdiction in which such offer, solicitation, or sale is unlawful.


About Charter
 
Charter Communications, Inc. (NASDAQ:CHTR) is a leading broadband connectivity company and cable operator serving more than 30 million customers in 41 states through its Spectrum brand. Over an advanced communications network, the company offers a full range of state-of-the-art residential and business services including Spectrum Internet®, TV, Mobile and Voice.

For small and medium-sized companies, Spectrum Business® delivers the same suite of broadband products and services coupled with special features and applications to enhance productivity, while for larger businesses and government entities, Spectrum Enterprise provides highly customized, fiber-based solutions. Spectrum Reach® delivers tailored advertising and production for the modern media landscape. The company also distributes award-winning news coverage, sports and high-quality original programming to its customers through Spectrum Networks and Spectrum Originals. More information about Charter can be found at corporate.charter.com.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This communication 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, regarding, among other things, our plans, strategies and prospects, both business and financial.  Although we believe that our plans, intentions and expectations as reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations.  Forward-looking statements are inherently subject to risks, uncertainties and assumptions including, without limitation, the factors described under “Risk Factors” from time to time in our filings with the SEC.  Many of the forward-looking statements contained in this communication may be identified by the use of forward-looking words such as “believe,” “expect,” “anticipate,” “should,” “planned,” “will,” “may,” “intend,” “estimated,” “aim,” “on track,” “target,” “opportunity,” “tentative,” “positioning,” “designed,” “create,” “predict,” “project,” “initiatives,” “seek,” “would,” “could,” “continue,” “ongoing,” “upside,” “increases” and “potential,” among others. 

All forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by this cautionary statement.  We are under no duty or obligation to update any of the forward-looking statements after the date of this communication.

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/charter-offers-senior-secured-notes-301177252.html

SOURCE Charter Communications, Inc.

Medical Properties Trust Announces Public Offering of $1,000,000,000 of Senior Notes

Medical Properties Trust Announces Public Offering of $1,000,000,000 of Senior Notes

BIRMINGHAM, Ala.–(BUSINESS WIRE)–
Medical Properties Trust, Inc. (the “Company” or “MPT”) (NYSE: MPW) today announced that its operating partnership, MPT Operating Partnership, L.P. (the “Operating Partnership”), and MPT Finance Corporation, a wholly-owned subsidiary of the Operating Partnership (together with the Operating Partnership, the “Issuers”), intend to offer, subject to market and other conditions, $1,000,000,000 aggregate principal amount of senior notes due 2031 (the “Notes”). The Notes will be senior unsecured obligations of the Issuers, guaranteed by the Company.

The Issuers intend to use (i) approximately $833.0 million of the net proceeds from the offering to fund the redemption of all of their $300.0 million aggregate principal amount of 5.50% Senior Notes due 2024 and $500.0 million aggregate principal amount of 6.375% Senior Notes due 2024, including accrued and unpaid interest thereon, required make-whole premiums, and related fees and expenses, and (ii) the remainder of the net proceeds from the offering for general corporate purposes, which may include repaying amounts outstanding from time-to-time under the revolving credit facility, working capital and capital expenditures, and potential future acquisitions.

Goldman Sachs & Co. LLC, Credit Agricole CIB, Wells Fargo Securities, Barclays, BBVA, BofA Securities, Credit Suisse, J.P. Morgan, KeyBanc Capital Markets, MUFG, RBC Capital Markets, Scotiabank, Stifel and Truist Securities will act as joint book running managers for the offering.

The offering will be made under an effective shelf registration statement of the Company, the Operating Partnership and MPT Finance previously filed with the Securities and Exchange Commission (“SEC”). When available, copies of the preliminary prospectus supplement, final prospectus supplement and the prospectus relating to the offering may be obtained by contacting Goldman Sachs & Co. LLC at 200 West Street, New York, NY 10282, telephone: (866) 471-2526 or email: [email protected]; Credit Agricole CIB at 1301 Avenue of the Americas, New York, NY 10019, Attention: Fixed Income Syndicate, email: [email protected]; Wells Fargo Securities at 550 South Tryon Street, 5th Floor, Charlotte, NC 28202, Attention: Leveraged Syndicate, email: [email protected]; or by visiting the SEC’s EDGAR public database at www.sec.gov.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities of the Company or any of its subsidiaries, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

About Medical Properties Trust, Inc.

Medical Properties Trust, Inc. is a self-advised real estate investment trust formed in 2003 to acquire and develop net-leased hospital facilities. From its inception in Birmingham, Alabama, the Company has grown to become one of the world’s largest owners of hospitals with approximately 385 facilities and roughly 42,000 licensed beds in nine countries and across four continents on a pro forma basis. MPT’s financing model facilitates acquisitions and recapitalizations and allows operators of hospitals to unlock the value of their real estate assets to fund facility improvements, technology upgrades and other investments in operations.

This 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. Forward-looking statements can generally be identified by the use of forward-looking words such as “may,” “will,” “would,” “could,” “expect,” “intend,” “plan,” “estimate,” “target,” “anticipate,” “believe,” “objectives,” “outlook,” “guidance” or other similar words, and include statements regarding our strategies, objectives, future expansion and development activities, and expected financial performance. Forward-looking statements involve known and unknown risks and uncertainties that may cause our actual results or future events to differ materially from those expressed in or underlying such forward-looking statements, including, but not limited to: (i) the risk that we may not be able to complete the offering and apply the net proceeds as indicated; (ii) the economic, political and social impact of, and uncertainty relating to, the COVID-19 pandemic, including governmental assistance to hospitals and healthcare providers, including certain of our tenants; (iii) the ability of our tenants, operators and borrowers to satisfy their obligations under their respective contractual arrangements with us, especially as a result of the adverse economic impact of the COVID-19 pandemic, and government regulation of hospitals and healthcare providers in connection with same; (iv) risks related to our expectations regarding Adjusted EBITDA, Total Transaction Adjusted Gross Assets, annual run-rate net income and NFFO per share; (v) our success in implementing our business strategy and our ability to identify, underwrite, finance, consummate and integrate acquisitions and investments; (vi) the nature and extent of our current and future competition; (vii) macroeconomic conditions, such as a disruption of or lack of access to the capital markets; (viii) our ability to obtain debt financing on attractive terms or at all, which may adversely impact our ability to pursue acquisition and development opportunities and pay down, refinance, restructure or extend our indebtedness as it becomes due; (ix) increases in our borrowing costs as a result of changes in interest rates and other factors, including the transition away from LIBOR after 2021; (x) international, national and local economic, real estate and other market conditions, which may negatively impact, among other things, the financial condition of our tenants, lenders and institutions that hold our cash balances, and may expose us to increased risks of default by these parties; (xi) factors affecting the real estate industry generally or the healthcare real estate industry in particular; (xii) our ability to maintain our status as a REIT for federal and state income tax purposes; (xiii) federal and state healthcare and other regulatory requirements, as well as those in the foreign jurisdictions where we own properties; (xiv) the value of our real estate assets, which may limit our ability to dispose of assets at attractive prices or obtain or maintain equity or debt financing secured by our properties or on an unsecured basis; (xv) the ability of our tenants and operators to comply with applicable laws, rules and regulations in the operation of the our properties, to deliver high-quality services, to attract and retain qualified personnel and to attract residents and patients; and (xvi) potential environmental contingencies and other liabilities.

The risks described above are not exhaustive and additional factors could adversely affect our business and financial performance, including the risk factors discussed under the section captioned “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019, Current Report on Form 8-K filed with the SEC on April 8, 2020 and Quarterly Report on Form 10-Q for the quarter ended September 30, 2020. Forward-looking statements are inherently uncertain and actual performance or outcomes may vary materially from any forward-looking statements and the assumptions on which those statements are based. Readers are cautioned to not place undue reliance on forward-looking statements as predictions of future events. We disclaim any responsibility to update such forward-looking statements, which speak only as of the date on which they were made.

Drew Babin, CFA

Senior Managing Director – Corporate Communications

Medical Properties Trust, Inc.

(646) 884-9809

[email protected]

KEYWORDS: Alabama United States North America

INDUSTRY KEYWORDS: Construction & Property REIT

MEDIA:

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Men’s Risk of Depression Up 69%; PTSD Up 68%; General Anxiety Up 55%

The Mental Health Index Reveals Troubling Trend; Men’s Mental Health Risks Nearing Levels Not Seen Since the Onset of the Pandemic

PR Newswire

SAN FRANCISCO and WASHINGTON, Nov. 19, 2020 /PRNewswire/ — Until now, the Mental Health Index: U.S. Worker Edition has shown women bearing the emotional brunt of COVID-19. However, brain assessments taken in August through October reveal a troubling new trend. Men’s mental health is declining, and is, in some cases, on par with or worse than that of women. Men’s risk of depression is up 69% (154% greater risk than in February); and risk of general anxiety is up 55% (66% greater risk than in February). Between September and October, risk of PTSD went up 68% (74% greater risk than in February). The data show men’s mental health risks are nearing levels not seen since the onset of the pandemic.

Additional noteworthy data among working men:

September to October

·         Focus declined 76%

August to October

·         Stress levels climbed 20%

·         Negativity rose 12%

The Mental Health Index: U.S. Worker Edition, powered by Total Brain, a mental health and brain performance self-monitoring and self-care platform, is distributed in partnership with the National Alliance of Healthcare Purchaser Coalitions, One Mind at Work, and the HR Policy Association and its American Health Policy Institute.

According to Louis Gagnon, CEO, Total Brain, “Research suggests distinct gender differences in coping styles. When it comes to dealing with stress, men tend to focus on fixing problems, as opposed to women who try to change their internal response to stressors. A problem-focused approach is often successful, except when the source of the stress cannot be eliminated. We believe that given the robust resurgence of COVID-19, the Mental Health Index illustrates this concept quite eloquently.”

“The impact of the pandemic on mental health is starting to even out across the gender gap,” said Michael Thompson, National Alliance president and CEO. “While men may have been less impacted environmentally over the last eight months, their passive approach to coping may be catching up with them as the pandemic endures.”

Garen Staglin, Chairman of One Mind at Work, commented, “Employers should see this latest data and understand that all of their employees – men and women alike – are suffering from the pandemic. Workplaces should use this uncertain time to start prioritizing employees’ mental wellbeing by providing critical support now while incorporating and maintaining best practices for workplaces that prioritize mental health and neurodiversity.”

Colleen McHugh, executive vice president of the American Health Policy Institute and strategic advisor for HR Policy Association said, “As we head into the holiday season, typically a more challenging time for many Americans, American Health Policy Institute member companies remain concerned about the mental health of their employees. These large employers are continuing to innovate new ways to support their employees and are also focusing on increased outreach and communications during this tough time.  The new data released by the Mental Health Index show that such support is needed now more than ever.”

The full Mental Health Index results can be found here. For more information and additional insights there will be a complimentary 30-minute webinar on Friday, November 20 at 12 p.m. ET. Joining Gagnon, Thompson and McHugh are Katy Schneider Riddick, Director of Strategy and Engagement, One Mind at Work and James Garvie, SVP HR, Total Rewards & Technology, Southern Company. Register here: https://register.gotowebinar.com/register/3806035773333986571.

Methodology: The Mental Health Index: U.S. Worker Edition contains data drawn from a weekly randomized sample of 500 working Americans taken from a larger universe of Total Brain users. The Index is NOT a survey or a poll. Data is culled from neuroscientific brain assessments using standardized digital tasks and questions from the Total Brain platform. Participants include workers from all walks of life and regions, job levels, occupations, industries, and types of organizations (public vs. private). The brain assessments used to compile the Mental Health Index were taken weekly from February 3 to November 3, 2020.

About Total Brain: Total Brain is based in San Francisco and publicly listed in Sydney, AUS (ASX:TTB). Total Brain is a mental health and brain performance self-monitoring and self-care platform that has more than 950,000 registered users. Benefits for employers and payers include better mental healthcare access, lower costs and higher productivity. totalbrain.com

About the National Alliance: The National Alliance of Healthcare Purchaser Coalitions (National Alliance) is the only nonprofit, purchaser-led organization with a national and regional structure dedicated to driving health and healthcare value across the country. Its members represent private and public sector, nonprofit, and Taft-Hartley organizations, and more than 45 million Americans spending over $300 billion annually on healthcare. nationalalliancehealth.org

About One Mind: One Mind at Work is a leading mental health non-profit that catalyzes comprehensive action across the scale of the brain health crisis, working from science to patients to society. Moving towards its VISION of HEALTHY BRAINS FOR ALL, One Mind is accelerating treatments and cures for mental disorders and providing hope to patients and their families. Launched in 2017, One Mind at Work is a global coalition of employers from diverse sectors who have joined together to transform approaches to mental health and addiction. One Mind at Work now includes more than 60 global employers and 25 research and content partners. The coalition covers nearly 7 million people under its Charter. onemindatwork.org

HR Policy Association:

 
HR Policy Association is the lead organization representing Chief Human Resource Officers at major employers. The Association consists of over 390 of the largest corporations doing business in the United States and globally, and these employers are represented in the organization by their most senior human resource executive. Collectively, their companies employ more than 10 million employees in the United States, over nine percent of the private sector workforce, and 20 million employees worldwide. These senior corporate officers participate in the Association because of their commitment to improving the direction of human resource policy. hrpolicy.org.

American Health Policy Institute: American Health Policy Institute is a non-partisan non-profit think tank, started by the HR Policy Foundation that examines the practical implications of health policy changes through the lens of large employers. The Institute examines the challenges employers face in providing health care to their employees and recommends policy solutions to promote the provision of affordable, high-quality, employer-based health care.  The Institute serves to provide thought leadership grounded in the practical experience of America’s largest employers. Their mission is to develop impactful strategies to ensure that those purchasing health care are able to not only bend the cost curve, but actually break it, by keeping health care cost inflation in line with general inflation. americanhealthpolicy.org.

For More Information

Contact:

Kelly Faville

Rocket Social Impact


[email protected]

978-621-6667

 

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SOURCE Total Brain

Enterprise Holdings Teams Up with Clorox® Extending its Complete Clean Pledge; Effort to Offer Industry-First in Car Rental Cleaning Practices and Customer Control

PR Newswire

ST. LOUIS, Nov. 19, 2020 /PRNewswire/ — Enterprise Holdings today announced a new initiative with Clorox®, one of the most trusted brands in cleaning, to implement near- and long-term enhancements to its cleaning procedures. The collaboration reinforces the company’s Complete Clean Pledge to help customers feel confident as they begin to travel again.

To kick off the initiative, Enterprise Holdings will begin providing a one-count Clorox Disinfecting Wipe in every vehicle rented through its brands – Enterprise Rent-A-Car, National Car Rental and Alamo Rent-A-Car. The distribution of the Clorox Disinfecting Wipes marks an industry-first in car rental. The effort is rolling out throughout the southeast United States in November. After the first of the year, it will expand to locations throughout the rest of the U.S. and Canada, as well as to the Enterprise Truck Rental and Enterprise Car Sales businesses.

“This is a simple but first-of-its-kind effort in the car rental industry, and it’s our way of increasing customers’ peace of mind,” said Will Withington, Senior Vice President of North American Operations for Enterprise Holdings. “We heard this loud and clear from car rental customers – they want more personal cleaning control, in addition to our already rigorous cleaning and sanitizing procedures that follow each rental. In fact, nearly 80% of those we surveyed said they would feel most comfortable renting if they were to receive a disinfecting wipe to wipe down high-touch areas themselves.”

Since introducing its Complete Clean Pledge in May, Enterprise Holdings and its three car rental brands have continuously worked to advance the health and safety practices throughout their operations.

“That’s why we are proud to provide an additional layer of customer control and peace of mind on top of our Complete Clean Pledge with the trusted cleaning and disinfecting expertise of Clorox,” added Withington.

The Clorox Disinfecting Wipes are approved by the EPA to kill SARS-CoV-2, the virus that causes COVID-19, when used as directed. Each wipe includes directions for use and is accompanied by instructions to use it on the vehicle’s high-touch, hard nonporous surfaces.


Innovations, Enhancement and Products

By bringing together two strong brands working to benefit customer health and safety, Enterprise and Clorox’s collaborative efforts will improve consumer confidence across North America for years to come.

“As the world continues to confront the global COVID-19 pandemic, disinfectants play an important role in and out of the home. Helping to restore confidence in essential travel is an important step in our recovery as a society,” said Heath Rigsby, Vice President of Out of Home at The Clorox Company. “Our program with Enterprise, a company committed to the highest standards of cleanliness, allows us to continue supporting businesses as they serve their customers in a responsible way.” 

In addition to the one-count wipes, Enterprise is teaming up with Clorox to look at ways to incorporate other products into its safety and car cleaning practices and test new technologies throughout its rental operations over the long term.

“We want customers to know we are working closely with trusted experts and always reviewing our cleaning standards and protocols – and that their safety is our highest priority as they begin to travel, now and in the future,” Withington said.


Enterprise Holdings’ Complete Clean Pledge – A Long-Term Commitment to Well-being and Safety

Enterprise Holdings’ Complete Clean Pledge is a long-term commitment to industry-leading health and safety practices throughout all of its operations.

  • Vehicles: Enterprise Holdings’ vehicles are thoroughly cleaned between every rental and backed with an in-vehicle Complete Clean Pledge notification. This includes washing, vacuuming, general wiping down and sanitizing with a disinfectant that meets leading health authority requirements, with particular attention to more than 20 high-touch points. Enterprise also is making a significant investment throughout its global operations to upgrade cleaning and car wash facilities. This includes everything from enhanced industrial vacuuming and cleaning equipment to lighting and more.
  • Branches: Employees frequently sanitize touchable surfaces with disinfectant throughout the day in branch locations, including counter tops, phones, tablet devices, payment devices and door handles, among other high-touch areas. The company also has accelerated efforts to invest in and improve the rental experience, including implementing permanent low- and no-touch rental options such as advanced check-in at Enterprise’s neighborhood locations and enhanced curbside and delivery processes. This echoes National’s Emerald Club experience, where members enjoy a virtually no-touch process and bypass the counter to reserve and choose a car from the Emerald Aisle, check out and go.
  • Shuttles: High-touch areas of Enterprise Holdings’ shuttles are cleaned and sanitized with a disinfectant frequently and between trips. Social distancing protocols are implemented as passengers board, ride and depart, and the number of passengers on each bus are limited.
  • Employees and Customers: Employees working in branch locations follow the best practices recommended by health authorities to help protect and reduce risk. This includes requiring employees and customers to wear face coverings inside locations, limiting numbers of employees and customers in branches ,and using social distancing inside and outside of locations. Plexiglass and counter shields also have been installed at branch locations.

For more information about Enterprise Holdings Complete Clean Pledge and its new program with Clorox, click here.


About Enterprise Holdings


Enterprise Holdings, Inc. is a leading provider of mobility solutions, owning and operating the Enterprise Rent-A-Car,National Car Rental and Alamo Rent A Car brands through its integrated global network of independent regional subsidiaries. Enterprise Holdings and its affiliates offer extensive car rental, carsharing, truck rental, fleet management, retail car sales, as well as travel management and other transportation services to make travel easier and more convenient for customers. Privately held by the Taylor family of St. Louis, MO., Enterprise Holdings, manages a diverse fleet of nearly 1.7 million vehicles through a network of more than 9,500 fully staffed neighborhood and airport rental locations in nearly 100 countries and territories. For more information about Enterprise Holdings visit www.enterpriseholdings.com.


The Clorox Company


The Clorox Company (NYSE: CLX) is a leading multinational manufacturer and marketer of consumer and professional products with about 8,800 employees worldwide and fiscal year 2020 sales of $6.7 billion. Clorox markets some of the most trusted and recognized consumer brand names, including its namesake bleach and cleaning products; Pine-Sol® cleaners; Liquid-Plumr® clog removers; Poett® home care products; Fresh Step® cat litter; Glad® bags and wraps; Kingsford® charcoal; Hidden Valley® dressings and sauces; Brita® water-filtration products; Burt’s Bees® natural personal care products; and RenewLife®, Rainbow Light®, Natural Vitality Calm™, NeoCell® and Stop Aging Now® vitamins, minerals and supplements. The company also markets industry-leading products and technologies for professional customers, including those sold under the CloroxPro™ and Clorox Healthcare® brand names. More than 80% of the company’s sales are generated from brands that hold the No. 1 or No. 2 market share positions in their categories.

Clorox is a signatory of the United Nations Global Compact and the Ellen MacArthur Foundation’s New Plastics Economy Global Commitment. The company has been broadly recognized for its corporate responsibility efforts, listed No. 1 on the 2020 Axios Harris Poll 100 reputation rankings and included on the Barron’s 2020 100 Most Sustainable Companies list and the Human Rights Campaign’s 2020 Corporate Equality Index, among others. In support of its communities, The Clorox Company and its foundations contributed more than $25 million in combined cash grants, product donations and cause marketing in fiscal year 2020. For more information, visit TheCloroxCompany.com, including the Good Growth blog, and follow the company on Twitter at @CloroxCo.

CLX-B

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SOURCE Enterprise Holdings, Inc.

Nuvve Corporation and Lion Electric Announce Vehicle-to-Grid (V2G) Collaboration

V2G technology leader and leading electric heavy-duty vehicle manufacturer partner to provide V2G-enabled electric school buses and trucks

PR Newswire

SAN DIEGO and MONTREAL, QC, Nov. 19, 2020 /PRNewswire/ — Nuvve Corporation (Nuvve), a San Diego-based, green energy technology company and the global leader in vehicle-to-grid (V2G) technology, and The Lion Electric Co. (Lion Electric), a leading original equipment manufacturer of all-electric heavy-duty vehicles based in Saint-Jérôme (Québec, Canada), announced today their collaboration on launching vehicle-to-grid (V2G) technology as a standard feature of their zero-emission school buses. Last week, Nuvve announced a definitive merger agreement with Newborn Acquisition Corp. (Nasdaq: NBAC) which will result in Nuvve becoming a listed public company at closing.

Lion recently launched LionA, an all-electric mini school bus, on top of an already impressive portfolio of electric vehicles (EVs) including the LionC and LionD school buses and a wide range of electric trucks. Lion shares its electric technology across its different vehicle platforms, which means that the experience and learnings from its 6 million miles of real-world operation are transferable to all of its products. With this collaboration, Lion’s buses and Nuvve’s V2G technology will be fully integrated, which will enable the batteries of Lion vehicles to dynamically store and discharge energy when plugged in and controlled by Nuvve’s software platform. 

Nuvve and Lion have already partnered on key projects demonstrating the feasibility of V2G for school districts and utilities in California and New York. A joint project in White Plains, NY is currently in operation with bidirectional power flow.

“We have been designing around V2G implementation on our platforms so as to provide our customers with the most advanced technology currently available,” said Marc Bédard, CEO and Founder of Lion Electric. “Nuvve brings its cutting edge and experienced aggregation platform to complement our robust product offering, giving our customers added value in the process.”

Nuvve has over 10 years of experience in V2G projects and deployments with operations across four continents providing several levels of services. V2G enables a more efficient use of energy on the site at which the vehicles are parked by intelligently managing the loads of energy in conjunction with local buildings. Customers can save money through reduced energy costs since EVs can be charged when electricity demand is low and costs are optimized. Furthermore, Nuvve’s V2G platform offers specialized aggregation services that pool together the collective energy stored in multiple EV’s batteries to create a virtual power plant (VPP). From this VPP, energy and power may be sold on energy markets, both at the local level and at the system level, creating additional savings.

Energy storage has been identified as a key requirement to increase the amount of renewable energy integrated onto electric grids to buffer intermittent wind and solar production and contribute power to the grid at times when it is most needed. The ability to create more resilient energy grids is a cornerstone of increasingly relying on renewable sources and can stave off catastrophic energy shortages when faced with dramatic events like the ones recently witnessed in California that led to rolling blackouts.

“Lion’s modular platform approach to designing electric vehicles provides an ideal basis for integrating V2G and enabling all of their medium and heavy vehicles to serve new purposes such as providing grid services,” said Gregory Poilasne, CEO and chairman of Nuvve. “There are many use cases for vehicles like school buses, delivery fleets, and refuse trucks that are parked for many hours during the day and overnight that make their batteries ideal for what V2G can do to stabilize the grid.”

About Nuvve Corporation

Nuvve Corporation is a San Diego-based green energy technology company whose mission is to lower the cost of electric vehicle ownership while supporting the integration of renewable energy sources, including solar and wind. Our proprietary vehicle-to-grid (V2G) technology – Nuvve’s Grid Integrated Vehicle (GIVe™) platform – is refueling the next generation of electric vehicle fleets through cutting-edge, bidirectional charging solutions. Since its founding in 2010, Nuvve has been responsible for successful V2G projects on five continents and is deploying commercial services worldwide. For more information please visit www.nuvve.com or follow us on LinkedIn and Twitter.

Nuvve Press Contact

Marc Trahand, EVP Marketing

[email protected]

+1 858 250 9740

Nuvve Investor Contact

Lytham Partners

Robert Blum

[email protected]

+1 602 889 9700

About Lion Electric

Lion Electric is an innovative manufacturer of zero-emission vehicles. The company creates, designs and manufactures all-electric class 5 to class 8 commercial urban trucks and all-electric buses and minibuses for the school, paratransit and mass transit segments. Lion is a North American leader in electric transportation and designs, builds and assembles all its vehicles’ components, including chassis, battery packs, truck cabins and bus bodies. 

Always actively seeking new and reliable technologies, Lion vehicles have unique features that are specifically adapted to its users and their everyday needs. Lion believes that transitioning to all-electric vehicles will lead to major improvements in our society, environment and overall quality of life.

Lion Electric, The Bright Move

Lion Electric Press Contact:

Patrick Gervais, Vice President Marketing and Communications [email protected]

514-992-1060

About Newborn Acquisition Corp.

Newborn Acquisition Corp. is a blank check company, holding approximately $57.5 million in its trust account, formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses.

Important Information and Where to Find it

In connection with the proposed business combination, Nuvve Holdings, as the successor to Newborn, will file a registration statement on Form S-4 (the “Form S-4”) with the SEC. The Form S-4 will include a preliminary proxy statement/prospectus of Newborn and Nuvve Holdings, which Newborn will file with the SEC as a proxy statement on Schedule 14A, for the solicitation of proxies from Newborn’s shareholders and for the offering of Nuvve Holdings’ securities to the security holders of Newborn and Nuvve in the business combination. Additionally, Newborn and Nuvve Holdings will file other relevant materials with the SEC in connection with the business combination. Copies may be obtained free of charge at the SEC’s web site at www.sec.gov. The definitive proxy statement/prospectus will be mailed to Newborn shareholders as of a record date to be established for voting on the proposed business combination. Investors and security holders of Newborn are urged to read the proxy statement/prospectus and the other relevant materials when they become available before making any voting decision with respect to the proposed business combination because they will contain important information about the business combination and the parties to the business combination. The information contained on, or that may be accessed through, the websites referenced in this press release is not incorporated by reference into, and is not a part of, this press release.

Participants in the Solicitation

Newborn and its directors and officers may be deemed participants in the solicitation of proxies of Newborn’s shareholders in connection with the proposed business combination. Nuvve and its officers and directors may also be deemed participants in such solicitation. Security holders may obtain more detailed information regarding the names, affiliations and interests of certain of Newborn’s executive officers and directors in the solicitation by reading Newborn’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, and the proxy statement/prospectus and other relevant materials filed with the SEC in connection with the business combination when they become available. Information concerning the interests of Newborn’s participants in the solicitation, which may, in some cases, be different than those of their stockholders generally, will be set forth in the proxy statement/prospectus relating to the business combination when it becomes available.

No Offer or Solicitation

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or constitute a solicitation of any vote or approval.

Forward Looking Statements

The information in this 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. All statements, other than statements of present or historical fact included in this presentation, regarding the proposed business combination between Newborn and Nuvve and Nuvve’s strategy, future operations, estimated and projected financial performance, prospects, plans and objectives are forward-looking statements. When used in this press release, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, Newborn and Nuvve disclaim any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. Newborn and Nuvve caution you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of either Newborn or Nuvve. In addition, Newborn cautions you that the forward-looking statements contained in this press release are subject to the following factors: (i) the occurrence of any event, change or other circumstances that could delay the business combination or give rise to the termination of the agreements related thereto; (ii) the outcome of any legal proceedings that may be instituted against Newborn or Nuvve following announcement of the transactions; (iii) the inability to complete the business combination due to the failure to obtain approval of the shareholders of Newborn, or other conditions to closing in the merger agreement; (iv) the risk that the proposed business combination disrupts Nuvve’s current plans and operations as a result of the announcement of the transactions; (v) Nuvve’s ability to realize the anticipated benefits of the business combination, which may be affected by, among other things, competition and the ability of Nuvve to grow and manage growth profitably following the business combination; (vi) costs related to the business combination; (vii) risks related to the rollout of Nuvve’s business and the timing of expected business milestones; (viii) Nuvve’s dependence on widespread acceptance and adoption of electric vehicles and increased installation of charging stations; (ix) Nuvve’s ability to maintain effective internal controls over financial reporting, including the remediation of identified material weaknesses in internal control over financial reporting relating to segregation of duties with respect to, and access controls to, its financial record keeping system, and Nuvve’s accounting staffing levels; (x) Nuvve’s current dependence on sales of charging stations for most of its revenues; (xi) overall demand for electric vehicle charging and the potential for reduced demand if governmental rebates, tax credits and other financial incentives are reduced, modified or eliminated or governmental mandates to increase the use of electric vehicles or decrease the use of vehicles powered by fossil fuels, either directly or indirectly through mandated limits on carbon emissions, are reduced, modified or eliminated; (xii) potential adverse effects on Nuvve’s revenue and gross margins if customers increasingly claim clean energy credits and, as a result, they are no longer available to be claimed by Nuvve; (xiii) the effects of competition on Nuvve’s future business; (xiv) risks related to Nuvve’s dependence on its intellectual property and the risk that Nuvve’s technology could have undetected defects or errors; (xv) changes in applicable laws or regulations; (xvi) the COVID-19 pandemic and its effect directly on Nuvve and the economy generally; (xvii) risks related to disruption of management time from ongoing business operations due to the proposed business combination; (xvii) risks relating to privacy and data protection laws, privacy or data breaches, or the loss of data; and (xix) the possibility that Nuvve may be adversely affected by other economic, business, and/or competitive factors. Should one or more of the risks or uncertainties described in this press release materialize or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in the reports that Newborn has filed and will file from time to time with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2019. Newborn’s SEC filings are available publicly on the SEC’s website at www.sec.gov.

 

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SOURCE Nuvve Corporation