Latest news with #AssetPurchaseAgreement
Yahoo
6 days ago
- Business
- Yahoo
Knight Therapeutics Announces Closing of Previously Announced Acquisition of Paladin
MONTREAL, June 17, 2025 (GLOBE NEWSWIRE) -- Knight Therapeutics Inc. (TSX: GUD) ("Knight"), a pan-American (ex-US) specialty pharmaceutical company, announced today that it has completed the acquisition of the Paladin business, under the terms of the definitive Asset Purchase Agreement ('APA') entered with Paladin Pharma Inc., an Endo, Inc. operating company, as announced in March 2025. On the closing date, Knight paid approximately $107 million in cash including $22.3 million for the payment of inventory. The payment at closing was reduced by a holdback amount of $15.4 million, of which $10 million may be released under specific conditions and the remaining $5.4 million is expected to be used to settle certain liabilities. In addition, Knight may pay future contingent payments of up to US$15 million upon achieving certain sales milestones. 'We are thrilled to announce the successful closing of the Paladin acquisition and look forward to continuing this journey as we integrate our organizations. The combination of Knight's current Canadian business with the Paladin and the Sumitomo portfolios, will add critical mass and change the growth trajectory to place Canada as one of the top revenue contributors over the next two years', said Samira Sakhia, President and Chief Executive Officer of Knight. 'In addition, having closed both Paladin and Sumitomo as well as the revolving line of credit we remain well positioned to continue to transact and execute on our mission to acquire, in-license, develop, and commercialize pharmaceutical products in Latin America and Canada.' RBC Capital Markets is serving as exclusive financial advisor to Knight, and Davies Ward Phillips & Vineberg is serving as Knight's legal counsel. About Knight Therapeutics Inc. Knight Therapeutics Inc., headquartered in Montreal, Canada, is a specialty pharmaceutical company focused on acquiring or in-licensing and commercializing pharmaceutical products for Canada and Latin America. Knight's Latin American subsidiaries operate under United Medical, Biotoscana Farma and Laboratorio LKM. Knight Therapeutics Inc.'s shares trade on TSX under the symbol GUD. For more information about Knight Therapeutics Inc., please visit the company's web site at or Forward-Looking Statements for Knight This document contains forward-looking statements for Knight Therapeutics Inc. and its subsidiaries. These forward-looking statements, by their nature, necessarily involve risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements. Knight Therapeutics Inc. considers the assumptions on which these forward-looking statements are based to be reasonable at the time they were prepared but cautions the reader that these assumptions regarding future events, many of which are beyond the control of Knight Therapeutics Inc. and its subsidiaries, may ultimately prove to be incorrect. Factors and risks which could cause actual results to differ materially from current expectations are discussed in Knight Therapeutics Inc.'s Annual Report and in Knight Therapeutics Inc.'s Annual Information Form for the year ended December 31, 2024, as filed on Knight Therapeutics Inc. disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information or future events, except as required by law. CONTACT INFORMATION FOR KNIGHT: Investor Contact: Knight Therapeutics Inc. Samira Sakhia Arvind Utchanah President & Chief Executive Officer Chief Financial Officer T: 514.484.4483 T. +598.2626.2344 F: 514.481.4116 Email: IR@ Email: IR@ Website: Website:
Business Wire
10-06-2025
- Business
- Business Wire
Sunnova Announces Strategic Action to Facilitate Value-Maximizing Sale Process
HOUSTON--(BUSINESS WIRE)--Sunnova Energy International Inc. ('Sunnova' or the 'Company') (NYSE: NOVA) today announced that on June 8, 2025, the Company and certain of its subsidiaries voluntarily filed petitions for chapter 11 relief in the United States Bankruptcy Court for the Southern District of Texas ('the Court') to facilitate a sale process for certain of the Company's assets and business operations. The Company intends to continue operating its business in the ordinary course throughout the sale process. In order to maximize value for all stakeholders, Sunnova will conduct a court-supervised sale process to elicit the highest or otherwise best bid for the Company's assets. Sunnova expects to complete the marketing and sale process, which will provide interested parties the opportunity to submit competing bids for the Company's assets, in approximately 45 days. 'Today's actions mark a critical step towards securing a value-maximizing outcome for Sunnova's stakeholders,' said Paul Mathews, Chief Executive Officer of Sunnova. 'Throughout this process, maintaining continuity of service for our customers is our top priority as we work to secure a long-term solution for our business operations under new ownership. I'm incredibly grateful to our dedicated Sunnova team for their hard work and commitment. We have built an innovative power provider, and I continue to believe deeply in the future of our industry and the promise of residential solar and storage.' Sunnova intends to continue to monitor, manage, and service solar and storage systems in the ordinary course during the sale process. The Company plans to communicate directly with customers regarding any material changes that may impact the service and support provided by Sunnova. Entry into the Asset Purchase Agreement and Settlement Agreement with ATLAS SP Partners and Solar Power System Purchase Agreement with Lennar Homes, LLC Sunnova announced that it has entered into an asset purchase agreement (the 'Asset Purchase Agreement') between Sunnova Energy Corporation ('SEC'), Sunnova TEP Developer, LLC ('TEP Developer'), Sunnova TEP Holdings, LLC ('TEP Holdings'), and Sunnova TEP Holdings Subsidiary, LLC ('TEPH Subsidiary') under which certain solar systems, and rights and customer agreements related to them, will be sold to TEPH Subsidiary. The purchase price of $15.0 million will be paid from proceeds borrowed under TEP Holdings' existing warehouse credit facility. ATLAS SP Partners ('ATLAS'), Sunnova, and certain of its affiliates also entered into a settlement agreement (the 'Settlement Agreement'). Upon approval of the Asset Purchase Agreement and Settlement Agreement by the Court, Sunnova will facilitate ATLAS' direct negotiations with certain dealers and installers that have worked with Sunnova in the past with the goal of completing certain in-process solar systems. The Asset Purchase Agreement and Settlement Agreement will provide Sunnova with additional liquidity to support its operations and the payment of employee obligations during the chapter 11 process. The Company has also entered into an Asset Purchase Agreement (the 'Solar Power System Purchase Agreement') with Lennar Homes, LLC. Upon Court approval, Lennar will acquire certain assets related to Sunnova's New Homes business unit for aggregate consideration of approximately $16.0 million. Tax Equity Partnerships and Asset Backed Securities Remain Intact The chapter 11 filing and the various transactions in connection with it will not have any material impact on Sunnova's closed tax equity partnership affiliates or asset-backed securities, as those investment structures are bankruptcy remote. The Company intends to continue to prioritize servicing and performance for the benefit of its asset-backed security holders and tax equity partners. Operations During Chapter 11 Sunnova intends to use the funds from the Asset Purchase Agreement and Solar Power System Purchase Agreement, upon approval by the Court, as well as cash-on-hand, to support core business operations during the initial period of the chapter 11 sale process as the Company works to finalize ongoing initiatives to secure additional capital. Among other customary relief, the Court granted interim approval on a number of customary 'First Day Motions' to facilitate a smooth transition into chapter 11, including requests for approval to continue to pay employee wages and benefits, maintain customer programs and service, and honor post-petition obligations to its commercial partners, providing the Company the ability to continue certain business operations during the chapter 11 process. The Company has also secured interim relief to continue to uphold and honor loan agreements, lease agreements, power purchase agreements, service agreements, managed solar renewable energy certificates and demand response agreements, warranties, and production guarantees throughout the chapter 11 process. This filing follows the voluntary chapter 11 petition filed by TEP Developer, a subsidiary of the Company, on June 1, 2025. Sunnova has sought relief to jointly administer these chapter 11 cases. Customers and commercial partners can find additional information regarding the Company's chapter 11 process at and at Stakeholders with questions can contact the Company's claims agent, Kroll, by calling (888) 975-5436 (U.S. and Canada toll free) or +1 (646) 930-4686 (International) or emailing SunnovaInfo@ Advisors Kirkland & Ellis LLP and Bracewell LLP are serving as legal counsel, Alvarez & Marsal is serving as financial advisor, Moelis & Company LLC is serving as investment banker, and C Street Advisory Group is serving as strategic communications advisor to the Company. About Sunnova Sunnova Energy International Inc. (NYSE: NOVA) is an industry-leading adaptive energy services company focused on making clean energy more accessible, reliable, and affordable for homeowners and businesses. Through its adaptive energy platform, Sunnova provides a better energy service at a better price to deliver its mission of powering energy independence™. For more information, visit Forward Looking Statements This press release contains certain 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 generally relate to future events or the Company's future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as 'may,' 'will,' 'should,' 'expects,' 'plans,' 'anticipates,' 'going to,' 'could,' 'intends,' 'target,' 'projects,' 'contemplates,' 'believes,' 'estimates,' 'predicts,' 'potential' or 'continue' or the negative of these words or other similar terms or expressions that concern the Company's expectations, strategy, priorities, plans or intentions. Forward-looking statements in this press release include, but are not limited to, statements regarding the debtors' continued operation of the business in the ordinary course throughout the sale process; the Company's expectation to be granted 'first day' motions and the ability to pay for certain continuing obligations, including, but not limited to, employee wages and benefits, maintain customer programs and service and uphold and honor certain agreements, certificates and guarantees; the Company's ability to honor its obligations under certain financing structures; and any assumptions underlying any of the foregoing. All statements, other than statements of historical fact, are forward-looking statements. Any such forward-looking statements may involve risk and uncertainties that could cause actual results to differ materially from any future results encompassed within the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, the Company's ability to fund its planned operations and its ability to continue as a going concern; the adverse impact of the chapter 11 cases on the Company's business, financial condition and results of operations; the Company's ability to improve its liquidity and long‑term capital structure and to address its debt service obligations; the Company's ability to maintain relationships with customers, employees and other third parties as a result of the chapter 11 cases; the effects of the chapter 11 cases on the Company and the interests of various constituents, including holders of the Company's common stock; the Company's ability to obtain court approvals with respect to motions filed or other requests made to the Court throughout the course of the chapter 11 cases; the length of time that the Company will operate under chapter 11 protection and the continued availability of operating capital during the pendency of the chapter 11 cases; risk associated with third-party motions in the chapter 11 cases; the Company's ability to maintain the listing of its common stock on The New York Stock Exchange, and the resulting impact of a delisting; and the risks and other important factors discussed under the caption 'Risk Factors' in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as amended, and subsequent Quarterly Reports on Form 10-Q. These forward-looking statements should not be relied upon as representing the Company's views as of any subsequent date, and the Company is under no obligation to, and expressly disclaims any responsibility to, update or alter its forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law.
Yahoo
10-06-2025
- Business
- Yahoo
Jack Nathan Health Provides Update on Filing of FY 2024–25 Financial Statements and Audit Progress
TORONTO, June 09, 2025--(BUSINESS WIRE)--Jack Nathan Medical Corp. (TSXV: "JNH"; OTCQB: "JNHMF"), ("Jack Nathan Health", "JNH" or the "Company") announces that it was unable to file its audited consolidated financial statements, management's discussion and analysis (MD&A), and related CEO and CFO certifications for the fiscal year ended January 31, 2025 (collectively, the "Annual Filings") by the required deadline of May 31, 2025. The delay was primarily due to the complexity surrounding the Asset Purchase Agreement (APA) completed on December 1, 2024, under which the Company transferred its Canadian medical clinic business and operations to Well Health Technologies Corp. As part of this transaction, access to EMR systems, supporting documents, and clinical records was also transferred, and this has resulted in extended timelines for data retrieval and audit testing. In addition to the operational handover: The Company underwent a change in external auditors during the fiscal year. A significant number of JNH's employees, including finance and administrative staff, transitioned to Well Health. A resulting delay in commencing the audit, which only began in late February 2025 Despite the late start, Jack Nathan Health made every effort to complete the audit by the filing deadline. Based on that intent, the Company did not apply for a Management Cease Trade Order (MCTO) in advance. However, given the ongoing audit, the Company was unable to meet the statutory filing deadline. As a result, the Ontario Securities Commission issued a Failure-to-File Cease Trade Order ("CTO") against the Company on June 6, 2025, under applicable securities legislation. The CTO prohibits trading in the Company's securities in all Canadian jurisdictions where reciprocal orders apply, until the required filings are completed and the order is revoked. The Company continues to work closely with its auditors to finalize the audit and expects to file well within the 90-day period required for automatic revocation of the CTO. "This past year marked a major transformation for Jack Nathan Health. The transition of our Canadian medical business to Well Health involved an extensive operational and systems handover," said Mike Marchelletta, CEO of Jack Nathan Health. "We recognize the delay in our reporting obligations and remain fully committed to transparency. Our team is working diligently to finalize the audit, and we anticipate filing as soon as possible." About Jack Nathan Medical Corp. Jack Nathan Health® is a provider of MedSpa services in Canada and a former operator of one of the largest retail medical clinic networks in North America. Established in 2006 the Company expanded its international footprint, delivering exceptional, state-of-the-art, turn-key medical centers in 253 locations globally, with 193 corporately owned and operated. In Canada, the Company grew to 82 locations, including 80 clinics in Walmart locations in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, and Quebec and 2 independent locations, with 22 corporate owned and operated clinics of which 3 included Rehab services and 6 included MedSpa services. In Mexico, the Company grew to 171 corporate owned clinics across Mexico within 3 divisions, including 165 retail clinics, 5 clinics inside Walmart Distribution Centers servicing Walmart Associates, and 1 multidisciplinary clinic. In December 2024, Jack Nathan Health restructured its Canadian medical operations through an asset sale to Well Health Technologies Corp. Following the exit from its Walmart Mexico operations in May 2025, the Company continues to operate its Canadian MedSpa clinics and is actively evaluating strategic opportunities for its future business in Canada, Mexico & USA. For more information, visit or Neither the TSX Venture Exchange nor its Regulation Services Provider (as defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Cautionary Note Concerning Going Concern As previously reported by the Company in its consolidated financial statements and related management's discussion and analysis filed on SEDAR+ ( the Company requires additional financing to enable it to continue operations. In the absence of additional financing in the near term, the Company is not expected to have sufficient funds to meet its obligations. The Company is actively pursuing alternatives to raise the necessary additional financing. There can be no assurances that the Company will be able to secure the necessary financing to enable it to continue as a going concern. View source version on Contacts Jack Nathan Medical Corp., Mike Marchelletta, Chief Executive Officer; phone: (647) 488-5008
Business Wire
09-06-2025
- Business
- Business Wire
Jack Nathan Health Provides Update on Filing of FY 2024–25 Financial Statements and Audit Progress
TORONTO--(BUSINESS WIRE)-- Jack Nathan Medical Corp. (TSXV: "JNH"; OTCQB: "JNHMF"), ("Jack Nathan Health", "JNH" or the "Company") announces that it was unable to file its audited consolidated financial statements, management's discussion and analysis (MD&A), and related CEO and CFO certifications for the fiscal year ended January 31, 2025 (collectively, the 'Annual Filings') by the required deadline of May 31, 2025. The delay was primarily due to the complexity surrounding the Asset Purchase Agreement (APA) completed on December 1, 2024, under which the Company transferred its Canadian medical clinic business and operations to Well Health Technologies Corp. As part of this transaction, access to EMR systems, supporting documents, and clinical records was also transferred, and this has resulted in extended timelines for data retrieval and audit testing. In addition to the operational handover: The Company underwent a change in external auditors during the fiscal year. A significant number of JNH's employees, including finance and administrative staff, transitioned to Well Health. A resulting delay in commencing the audit, which only began in late February 2025 Despite the late start, Jack Nathan Health made every effort to complete the audit by the filing deadline. Based on that intent, the Company did not apply for a Management Cease Trade Order (MCTO) in advance. However, given the ongoing audit, the Company was unable to meet the statutory filing deadline. As a result, the Ontario Securities Commission issued a Failure-to-File Cease Trade Order ('CTO') against the Company on June 6, 2025, under applicable securities legislation. The CTO prohibits trading in the Company's securities in all Canadian jurisdictions where reciprocal orders apply, until the required filings are completed and the order is revoked. The Company continues to work closely with its auditors to finalize the audit and expects to file well within the 90-day period required for automatic revocation of the CTO. 'This past year marked a major transformation for Jack Nathan Health. The transition of our Canadian medical business to Well Health involved an extensive operational and systems handover,' said Mike Marchelletta, CEO of Jack Nathan Health. 'We recognize the delay in our reporting obligations and remain fully committed to transparency. Our team is working diligently to finalize the audit, and we anticipate filing as soon as possible.' About Jack Nathan Medical Corp. Jack Nathan Health ® is a provider of MedSpa services in Canada and a former operator of one of the largest retail medical clinic networks in North America. Established in 2006 the Company expanded its international footprint, delivering exceptional, state-of-the-art, turn-key medical centers in 253 locations globally, with 193 corporately owned and operated. In Canada, the Company grew to 82 locations, including 80 clinics in Walmart locations in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, and Quebec and 2 independent locations, with 22 corporate owned and operated clinics of which 3 included Rehab services and 6 included MedSpa services. In Mexico, the Company grew to 171 corporate owned clinics across Mexico within 3 divisions, including 165 retail clinics, 5 clinics inside Walmart Distribution Centers servicing Walmart Associates, and 1 multidisciplinary clinic. In December 2024, Jack Nathan Health restructured its Canadian medical operations through an asset sale to Well Health Technologies Corp. Following the exit from its Walmart Mexico operations in May 2025, the Company continues to operate its Canadian MedSpa clinics and is actively evaluating strategic opportunities for its future business in Canada, Mexico & USA. For more information, visit or Neither the TSX Venture Exchange nor its Regulation Services Provider (as defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Cautionary Note Concerning Going Concern As previously reported by the Company in its consolidated financial statements and related management's discussion and analysis filed on SEDAR+ ( the Company requires additional financing to enable it to continue operations. In the absence of additional financing in the near term, the Company is not expected to have sufficient funds to meet its obligations. The Company is actively pursuing alternatives to raise the necessary additional financing. There can be no assurances that the Company will be able to secure the necessary financing to enable it to continue as a going concern.
Yahoo
09-06-2025
- Business
- Yahoo
Jack Nathan Health Provides Update on Filing of FY 2024–25 Financial Statements and Audit Progress
TORONTO, June 09, 2025--(BUSINESS WIRE)--Jack Nathan Medical Corp. (TSXV: "JNH"; OTCQB: "JNHMF"), ("Jack Nathan Health", "JNH" or the "Company") announces that it was unable to file its audited consolidated financial statements, management's discussion and analysis (MD&A), and related CEO and CFO certifications for the fiscal year ended January 31, 2025 (collectively, the "Annual Filings") by the required deadline of May 31, 2025. The delay was primarily due to the complexity surrounding the Asset Purchase Agreement (APA) completed on December 1, 2024, under which the Company transferred its Canadian medical clinic business and operations to Well Health Technologies Corp. As part of this transaction, access to EMR systems, supporting documents, and clinical records was also transferred, and this has resulted in extended timelines for data retrieval and audit testing. In addition to the operational handover: The Company underwent a change in external auditors during the fiscal year. A significant number of JNH's employees, including finance and administrative staff, transitioned to Well Health. A resulting delay in commencing the audit, which only began in late February 2025 Despite the late start, Jack Nathan Health made every effort to complete the audit by the filing deadline. Based on that intent, the Company did not apply for a Management Cease Trade Order (MCTO) in advance. However, given the ongoing audit, the Company was unable to meet the statutory filing deadline. As a result, the Ontario Securities Commission issued a Failure-to-File Cease Trade Order ("CTO") against the Company on June 6, 2025, under applicable securities legislation. The CTO prohibits trading in the Company's securities in all Canadian jurisdictions where reciprocal orders apply, until the required filings are completed and the order is revoked. The Company continues to work closely with its auditors to finalize the audit and expects to file well within the 90-day period required for automatic revocation of the CTO. "This past year marked a major transformation for Jack Nathan Health. The transition of our Canadian medical business to Well Health involved an extensive operational and systems handover," said Mike Marchelletta, CEO of Jack Nathan Health. "We recognize the delay in our reporting obligations and remain fully committed to transparency. Our team is working diligently to finalize the audit, and we anticipate filing as soon as possible." About Jack Nathan Medical Corp. Jack Nathan Health® is a provider of MedSpa services in Canada and a former operator of one of the largest retail medical clinic networks in North America. Established in 2006 the Company expanded its international footprint, delivering exceptional, state-of-the-art, turn-key medical centers in 253 locations globally, with 193 corporately owned and operated. In Canada, the Company grew to 82 locations, including 80 clinics in Walmart locations in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, and Quebec and 2 independent locations, with 22 corporate owned and operated clinics of which 3 included Rehab services and 6 included MedSpa services. In Mexico, the Company grew to 171 corporate owned clinics across Mexico within 3 divisions, including 165 retail clinics, 5 clinics inside Walmart Distribution Centers servicing Walmart Associates, and 1 multidisciplinary clinic. In December 2024, Jack Nathan Health restructured its Canadian medical operations through an asset sale to Well Health Technologies Corp. Following the exit from its Walmart Mexico operations in May 2025, the Company continues to operate its Canadian MedSpa clinics and is actively evaluating strategic opportunities for its future business in Canada, Mexico & USA. For more information, visit or Neither the TSX Venture Exchange nor its Regulation Services Provider (as defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Cautionary Note Concerning Going Concern As previously reported by the Company in its consolidated financial statements and related management's discussion and analysis filed on SEDAR+ ( the Company requires additional financing to enable it to continue operations. In the absence of additional financing in the near term, the Company is not expected to have sufficient funds to meet its obligations. The Company is actively pursuing alternatives to raise the necessary additional financing. There can be no assurances that the Company will be able to secure the necessary financing to enable it to continue as a going concern. View source version on Contacts Jack Nathan Medical Corp., Mike Marchelletta, Chief Executive Officer; phone: (647) 488-5008 Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
