Patrick McCann, CFA, Research Analyst, Noble Capital Markets, Inc.
Michael Kupinski, Director of Research, Equity Research Analyst, Digital, Media & Technology , Noble Capital Markets, Inc.
Refer to the full report for the price target, fundamental analysis, and rating.
Acquisition of Wannaby. On December 24, the company announced that it has entered into an agreement to acquire Wannaby from Fartech, a British e-commerce company. Wannaby is a virtual try-on technology operation that focuses on shoes and accessories, such as handbags. The addition of Wannaby’s technology is set to expand Perfect’s suite of virtual try-on capabilities.
Expanding service offering. The addition of Wannaby’s virtual try-on capabilities should open new revenue verticals. It also allows the company to provide a more all-encompassing suite of virtual try-on services to existing and perspective brand clients. We believe this will bolster the company’s competitive position and could lead to higher B2B contract values and enhanced revenue growth.
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*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision.
Key Points: – The Dow climbed 200 points (0.5%) on Christmas Eve, with the S&P 500 up 0.7% and the Nasdaq gaining 1%, led by Tesla’s 4% jump. – The Santa Claus rally, a seasonal trend of strong market performance, began, historically delivering a 1.3% average gain for the S&P 500 during this period. – American Airlines briefly grounded flights due to technical issues, causing disruptions on a key travel day.
The stock market delivered a festive boost on Christmas Eve, with the Dow Jones Industrial Average climbing 200 points, or 0.5%, as investors embraced a seasonal rally. The S&P 500 rose 0.7%, while the tech-heavy Nasdaq Composite outperformed, gaining nearly 1%, buoyed by strong performances from Tesla, Amazon, and Nvidia.
The shortened trading day marked the start of the Santa Claus rally, a historical trend where markets typically perform well in the last five trading days of the year and the first two of the new year. Since 1950, the S&P 500 has posted an average gain of 1.3% during this period, significantly above the average seven-day return of 0.3%, according to LPL Research.
Tesla shares jumped 4% on Tuesday, continuing a strong December rally that has seen the stock climb 30% month-to-date. Other tech giants, including Amazon and Nvidia, also contributed to the Nasdaq’s nearly 4% gain this month, with Alphabet up 16% and Apple rising 10%.
The S&P 500 has dipped 0.3% so far in December, while the Dow remains down about 4%, reflecting a mixed month for equities. Despite these broader losses, Tuesday’s rally offered a positive note as investors capitalized on strength in technology and semiconductor stocks.
Paul Hickey, co-founder of Bespoke Investment Group, expressed cautious optimism about the rally on CNBC’s Squawk Box. “There’s a lot of good to think about, but I think at the same time, you want to be restrained in your enthusiasm here because the market has rallied,” Hickey said.
Trading volumes were thin on the holiday-shortened day, with the New York Stock Exchange closing early at 1 p.m. ET and bond markets following suit at 2 p.m. U.S. markets will remain closed Wednesday in observance of Christmas.
Beyond the stock market, American Airlines briefly grounded all flights on Tuesday due to a technical issue, creating disruptions on one of the busiest travel days of the year. The company’s shares experienced fluctuations during the session but recovered by the close.
Investors now look ahead to the remainder of the Santa Claus rally period, seeking to close out 2024 on a positive note. With major tech stocks leading gains and the semiconductor sector showing resilience, the holiday rally could provide much-needed momentum heading into the new year.
The acquisition enables Perfect Corp. to extend its innovative technology into shoes, bags, and other fashion categories, leveraging strategic synergies with the fashion sector
NEW YORK–(BUSINESS WIRE)– Perfect Corp. (NYSE: PERF), a global leader in beauty and fashion tech solutions, today announced it has entered into an agreement with Farfetch, a leading global marketplace for the luxury fashion industry, to acquire Wannaby Inc., a digital immersive experiences expert. This acquisition represents a significant milestone in integrating advanced technology, enabling Perfect Corp. to expand its offerings into new luxury market segments, including shoes, bags, and apparel.
Wannaby, known for its virtual try-on technology and digitalization solutions for the fashion industry, has served over 30 top-tier luxury brands. By integrating Wannaby’s innovative solutions with Perfect Corp.’s state-of-the-art beauty tech solutions, the company is set to redefine the digital experience in the fashion and beauty sectors. This strategic move expands Perfect Corp.’s capabilities and solidifies its position as a technology leader in the luxury fashion domain.
Alice Chang, Founder and CEO of Perfect Corp., commented, “By welcoming Wannaby’s capabilities into our portfolio, we are poised to enrich our digital solutions and reinforce our presence in the fashion tech landscape. This expansion into new fashion categories such as shoes and bags demonstrates our commitment to innovation and our ability to deliver exceptional value to clients across diverse sectors.”
This acquisition also marks the beginning of a collaborative relationship between Perfect Corp. and Farfetch. After the acquisition, Farfetch will continue to utilize Wannaby’s solutions to enhance the digital shopping experience, reflecting a shared vision for the future of fashion technology.
The acquisition is expected to be finalized in the coming months, subject to customary closing conditions.
About Perfect Corp.
Perfect Corp is a leading provider of AI and AR technology solutions for the beauty and fashion industries. The company is known for its cutting-edge virtual try-on solutions and beauty diagnostics to millions of users worldwide. Perfect Corp’s technology powers the digital transformation of global beauty brands, offering innovative tools that enhance the online shopping experience.
About Wannaby
Wannaby is a pioneer in augmented reality and computer vision technologies, specializing in virtual try-on solutions for the fashion industry. The company’s platform enables consumers to see how products like shoes and accessories look on them in real-time, revolutionizing the online shopping experience for fashion retailers around the world.
Disclaimers and Forward-Looking Statements
This communication is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy securities. This communication contains forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended, or the Exchange Act, that are based on beliefs and assumptions and on information currently available to Perfect. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing,” “target,” “seek” or the negative or plural of these words, or other similar expressions that are predictions or indicate future events or prospects, although not all forward-looking statements contain these words. Any statements that refer to expectations, projections or other characterizations of future events or circumstances, including the anticipated completion of the acquisition and its expected benefits, are also forward-looking statements. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by these forward-looking statements. These statements are based on Perfect’s reasonable expectations and beliefs concerning future events and involve risks and uncertainties that may cause actual results to differ materially from current expectations. These factors are difficult to predict accurately and may be beyond Perfect’s control. Forward-looking statements in this communication or elsewhere speak only as of the date made. New uncertainties and risks arise from time to time, and it is impossible for Perfect to predict these events or how they may affect Perfect. In addition, risks and uncertainties are described in Perfect’s filings with the Securities and Exchange Commission. These filings may identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Perfect cannot assure you that the forward-looking statements in this communication will prove to be accurate. There may be additional risks that Perfect presently does not know or that Perfect currently does not believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In light of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by Perfect, its directors, officers or employees or any other person that Perfect will achieve its objectives and plans in any specified time frame, or at all. Except as required by applicable law, Perfect does not have any duty to, and does not intend to, update or revise the forward-looking statements in this communication or elsewhere after the date of this communication. You should, therefore, not rely on these forward-looking statements as representing the views of Perfect as of any date subsequent to the date of this communication.
Toronto, Ontario–(Newsfile Corp. – December 23, 2024) – Aurania Resources Ltd. (TSXV: ARU) (OTCQB: AUIAF) (FSE: 20Q) (“Aurania” or the “Company”) announces that it has closed the second and final tranche (the “Second Tranche“) of its non-brokered private placement financing (the “Offering“) as previously announced on November 25, 2024, and December 13, 2024. An aggregate of 3,747,243 units (the “Units“) were sold under the Offering at a price of C$0.45 per Unit (the “Issue Price“) for aggregate gross proceeds of C$1,686,259.35.
Under the Second Tranche, 1,020,744 Units were sold at the Issue Price for total gross proceeds of C$459,334. No fees were paid to finders in connection with the closing of the Second Tranche.
Each Unit is composed of one common share of the Company (a “Common Share“) and one Common Share purchase warrant (a “Warrant“). Each Warrant entitles the holder to purchase one Common Share (a “Warrant Share“) at an exercise price of C$0.75 per Warrant Share for a period of 24 months following the closing date of the applicable tranche of the Offering such Warrants were issued.
The Company plans to prioritize exploration in France and intends to allocate the majority of the net proceeds raised from the Offering primarily to exploration activities there, including impact studies, as well as to general working capital purposes. The Company may also conduct exploration programs in Ecuador depending on the capital requirements of the Company’s exploration activities.
The Company also completed its previously announced debt settlement transaction, as announced on November 25, 2024 (the “Debt Settlement“). Pursuant to the Debt Settlement, the Company issued an aggregate of 3,868,036 Common Shares to Dr. Keith Barron, the CEO and a director of the Company, in settlement of C$1,652,168.75 of loans plus interest thereon for an aggregate amount of C$1,740,616.36 owed to him (the “Debt“) by the Company, at a price of C$0.45 per Common Share. The Debt related to a promissory note of the Company in respect of a loan previously supplied by Dr. Barron for the purpose of providing cash resources to the Company. The Company had elected to settle the indebtedness through the issuance of Common Shares to preserve cash and strengthen Aurania’s balance sheet.
The Offering and the Debt Settlement are subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSXV and the securities regulatory authorities. All securities issued and issuable in connection with the Offering and the Debt Settlement are subject to a hold period of four months plus one day from the date of issuance.
Dr. Barron acquired 3,868,036 Common Shares pursuant to the Debt Settlement constitutes a “related party transaction” as defined under the policies of the TSXV and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). The Company is relying on exemptions from the minority shareholder approval and formal valuation requirements applicable to the related party transactions under sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101, as the fair market value of the participation in the Debt Settlement does not exceed 25 percent of the Company’s market capitalization.
The securities described herein have not been, and will not be, registered under the United States Securities Act, or any state securities laws, and accordingly may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.
About Aurania
Aurania is a mineral exploration company engaged in the identification, evaluation, acquisition, and exploration of mineral property interests, with a focus on precious metals and copper in South America. Its flagship asset, The Lost Cities – Cutucu Project, is located in the Jurassic Metallogenic Belt in the eastern foothills of the Andes mountain range of southeastern Ecuador.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
This news release contains forward-looking information as such term is defined in applicable securities laws, which relate to future events or future performance and reflect management’s current expectations and assumptions. The forward-looking information includes statements regarding the Offering, the anticipated use of the net proceeds from the Offering, the receipt of all necessary approvals, including the approval of the TSXV, Aurania’s objectives, goals or future plans, statements, exploration results, potential mineralization, the corporation’s portfolio, treasury, management team and enhanced capital markets profile, the estimation of mineral resources, exploration, timing of the commencement of operations, and estimates of market conditions. Such forward-looking statements reflect management’s current beliefs and are based on assumptions made by and information currently available to Aurania, including the assumption that, there will be no material adverse change in metal prices, all necessary consents, licenses, permits and approvals will be obtained, including various local government licenses and the market. Investors are cautioned that these forward-looking statements are neither promises nor guarantees and are subject to risks and uncertainties that may cause future results to differ materially from those expected. Risk factors that could cause actual results to differ materially from the results expressed or implied by the forward-looking information include, among other things, a failure to obtain or delays in obtaining the required regulatory licenses, permits, approvals and consents, an inability to access financing as needed, a general economic downturn, a volatile stock price, labour strikes, political unrest, changes in the mining regulatory regime governing Aurania, a failure to comply with environmental regulations and a weakening of market and industry reliance on precious metals and copper. Aurania cautions the reader that the above list of risk factors is not exhaustive.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Comstock (NYSE: LODE) innovates technologies that contribute to global decarbonization and circularity by efficiently converting under-utilized natural resources into renewable fuels and electrification products that contribute to balancing global uses and emissions of carbon. The Company intends to achieve exponential growth and extraordinary financial, natural, and social gains by building, owning, and operating a fleet of advanced carbon neutral extraction and refining facilities, by selling an array of complimentary process solutions and related services, and by licensing selected technologies to qualified strategic partners. To learn more, please visit www.comstock.inc.
Mark Reichman, Managing Director, Equity Research Analyst, Natural Resources, Noble Capital Markets, Inc.
Refer to the full report for the price target, fundamental analysis, and rating.
Partnership with Emerging Fuels Technology, Inc. (EFT). Under terms of a Technology Cooperation Agreement, Comstock will enter into a Master License Agreement with Emerging Fuels Technology, Inc. (EFT) to integrate EFT’s gas-to-liquids (GTL) process into Comstock’s renewable fuel solutions to capture and convert carbon emissions into emissions derived renewable fuels. Commercialization of existing and future Comstock Fuels Corporation’s renewable fuel technologies, including those developed through its partnership with EFT, will be managed exclusively by Comstock Fuels.
The goal. Integrating EFT’s GTL process to convert process emissions offers the potential to increase Comstock’s bulk biomass conversion yields to more than 140 gasoline gallon equivalents (GGE) and greater than 70% of the maximum yield from most forms of woody biomass. Because up to 20% of feedstock value could otherwise be lost to process emissions, converting a portion of the losses into additional yield with EFT’s commercial solution could enhance market adoption of the companies’ combined offering.
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This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).
*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision.
Key Points: – Retail fund inflows into Novo Nordisk surged 32-fold to $15.6 million after weaker-than-expected drug trial results caused a 27% stock drop. – The weight-loss drug market, led by Novo Nordisk and Eli Lilly, is projected to surpass $150 billion in revenue over the next decade. – Retail investors view the sell-off as a buying opportunity, showcasing confidence in Novo’s long-term potential despite short-term setbacks.
Retail investors have flocked to Novo Nordisk (NYSE: NVO) following the release of underwhelming results for its experimental weight-loss drug, CagriSema. U.S. retail fund inflows into the Danish pharmaceutical giant surged by an unprecedented 32-fold on Friday, reaching $15.6 million from just $0.49 million the day before, according to Vanda Research.
The spike in retail activity was triggered by a 27% drop in Novo’s share price, erasing over $100 billion in market value. The data revealed that CagriSema helped patients achieve a 22.7% weight reduction, falling short of the anticipated 25%. Despite the disappointing results, retail investors saw the sharp decline as a rare buying opportunity for one of the most prominent players in the burgeoning weight-loss drug market.
Shares of Novo Nordisk closed at $81.50 on Friday, marking their lowest level since August 2023 and dipping below the S&P 500 performance for the first time in two years. Marco Iachini, senior vice president of research at Vanda, commented, “Retail investors love to buy dips, especially in popular stocks, and do so until that doesn’t work anymore.”
The weight-loss drug market, projected to surpass $150 billion in revenue within the next decade, has been dominated by Novo Nordisk’s Wegovy and Eli Lilly’s Zepbound. Despite Novo’s dip, its rival Eli Lilly (NYSE: LLY) has consistently outpaced Novo in retail flows during the latter half of 2024.
Retail purchases of Eli Lilly peaked in August, when its weight-loss drug sales exceeded $1 billion for the quarter, prompting a $3 billion forecast increase. Analysts believe this demonstrates the robust retail appetite for weight-loss-related stocks, even as their activity in these companies lags behind tech giants like Nvidia and Tesla.
The retail influx into Novo on Friday likely provided institutional investors with an exit strategy amid the sell-off. Vanda data shows retail fund inflows for Novo previously reached a high of $23.5 million in March 2024, following positive data from its amycretin drug.
Sel Hardy, vice president of equity research at CFRA, highlighted the growing retail interest in healthcare stocks like Novo Nordisk and Eli Lilly, driven by their prominence in the GLP-1 drug market. “With their GLP-1 product in the market and Eli Lilly being a lot in the news, a lot of retail investors know about Lilly,” Hardy said.
For investors eyeing future entry points, Hardy noted that recent sell-offs in healthcare stocks, such as Lilly’s dips in October and November, have historically presented attractive opportunities.
Despite Novo Nordisk’s sharp drop, the company remains a leader in the weight-loss sector, and Friday’s retail activity underscores continued investor confidence in its long-term potential. The healthcare sector’s prominence in the weight-loss market ensures that stocks like Novo Nordisk and Eli Lilly will remain key focal points for retail investors seeking opportunities in a rapidly expanding industry.
Key Points: – Xerox acquires Lexmark for $1.5 billion, bringing the printer and software maker back under U.S. ownership. – The deal enhances Xerox’s global scale, with a combined client base of 200,000 across 170 countries. – Xerox reduces its dividend to fund the acquisition, aiming to close the transaction by late 2025.
Xerox (NASDAQ: XRX), a global leader in office equipment, has announced its acquisition of Lexmark International in a $1.5 billion deal. The purchase brings Lexmark, previously owned by a consortium of Chinese investors, back under U.S. ownership. This strategic acquisition aims to bolster Xerox’s core business and expand its reach in the competitive global printing market.
Lexmark, formed from IBM in 1991, was sold to Chinese investors in 2016 for $3.6 billion. This acquisition by Xerox not only returns the printer and software maker to American hands but also strengthens Xerox’s ability to compete in a rapidly evolving market. With five consecutive quarters of declining revenue and increasing competition from HP, Canon, and others, Xerox sees this move as pivotal for growth and innovation.
The combined company will serve over 200,000 clients across 170 countries, positioning Xerox among the top five global firms in various print segments. Lexmark’s expertise in the expanding A4 segment—smaller-format printers and copiers commonly used in homes and offices—provides Xerox with enhanced capabilities to meet customer needs.
In addition to improving Xerox’s global scale, the acquisition strengthens its presence in the Asia-Pacific region, a critical area for growth. “This transaction aligns with our strategy to optimize operations and deliver superior value to our customers and stakeholders,” said Xerox CEO Steve Bandrowczak.
To finance the deal, which includes Lexmark’s debt, Xerox plans to use a combination of cash reserves and debt financing. As part of this effort, Xerox will reduce its annual dividend to $0.50 per share from $1, starting with the first quarter of 2025. The company expects the transaction to close in the second half of 2025, pending regulatory approval and customary closing conditions.
The acquisition comes at a time when Xerox is diversifying its portfolio to include IT services. In October 2024, Xerox acquired ITsavvy, an Illinois-based IT products firm, for $400 million to expand its capabilities beyond traditional printing solutions. This dual strategy underscores Xerox’s commitment to adapting to a digital-first economy while reinforcing its foundational business.
The Lexmark deal offers a path to improved revenue and operational efficiency. By combining resources, Xerox and Lexmark aim to capitalize on synergies, reduce costs, and deliver innovative solutions to customers worldwide. With demand for printers and related equipment declining in the digital age, the partnership signals a renewed focus on adaptability and value creation.
The acquisition is expected to reignite investor confidence in Xerox, whose shares, down over 50% this year, rose nearly 5% in premarket trading following the announcement. As Xerox and Lexmark move forward, this deal could redefine the competitive landscape in the global print and software industry, offering both companies a stronger footing to navigate market challenges and opportunities.
Key Points: – Nordstrom will go private in a $6.25 billion deal, with shareholders receiving $24.25 per share in cash. – The Nordstrom family will hold a 50.1% stake, with Mexican retailer Liverpool owning 49.9%. – The privatization aims to revitalize Nordstrom’s operations away from public market pressures.
Nordstrom Inc., the iconic department store chain, is set to go private in a landmark $6.25 billion deal spearheaded by its founding family. This strategic move is designed to provide the company with greater flexibility away from the pressures of the public market, enabling it to address evolving retail challenges more effectively.
Under the terms of the agreement, Nordstrom shareholders will receive $24.25 per share in cash, reflecting a significant valuation for the company. The transaction, expected to close in the first half of 2025, will leave the Nordstrom family with a controlling 50.1% stake, while their partner, Mexican retailer El Puerto de Liverpool SAB, will hold the remaining 49.9%.
Nordstrom’s stock has seen a 33% increase this year, bolstered by optimism surrounding the retail sector’s recovery and this transformative move. However, the offer represents a notable decline from a 2018 bid by the family to take the company private at $50 per share, which the board deemed too low at the time.
This privatization signals the Nordstrom family’s confidence in reviving the brand’s fortunes amidst a shifting retail landscape. CEO Erik Nordstrom expressed optimism about the deal, stating, “On behalf of my family, we look forward to working with our teams to ensure Nordstrom thrives long into the future.”
Nordstrom, like many department stores, has struggled to regain its pre-pandemic revenue levels. After peaking at $15.9 billion in annual revenue in fiscal 2019, the company’s sales have not returned to those heights. Analysts project fiscal 2024 revenue to close at $14.9 billion, reflecting a lingering decline exacerbated by changing consumer habits and the rise of online competitors such as Amazon.
The challenges faced by Nordstrom echo broader trends in the U.S. department store sector. Macy’s Inc. has downsized its store footprint to reduce costs, while Saks Fifth Avenue and Neiman Marcus have undergone significant ownership changes to adapt to market dynamics.
The transaction will be funded through a mix of rollover equity contributions from the Nordstrom family and Liverpool, $450 million in borrowings from a $1.2 billion ABL bank facility, and company cash reserves. A special dividend of up to $0.25 per share is planned for shareholders, contingent on the deal’s completion.
The Nordstrom board, excluding Erik and Peter Nordstrom, who recused themselves from the vote, unanimously approved the transaction. The deal still requires approval from two-thirds of the company’s common stockholders, including a majority of shares not owned by the Nordstrom family or Liverpool.
Taking Nordstrom private marks a pivotal moment for the 123-year-old retailer, granting it the freedom to restructure and innovate away from Wall Street’s scrutiny. The Nordstrom family’s continued involvement and partnership with Liverpool signal a commitment to ensuring the company adapts to the evolving retail landscape.
The success of this move could serve as a case study for other legacy retailers grappling with similar challenges, as Nordstrom seeks to reclaim its position as a leader in the retail industry.
By The Comtech Editorial Team – Dec 23, 2024 | 2 min read
Announces Notification of Delinquency from Nasdaq for Late Filing of Form 10-Q for Period Ended October 31, 2024
CHANDLER, Ariz. – December 23, 2024–Comtech Telecommunications Corp. (NASDAQ: CMTL) (“Comtech” or the “Company”), a global technology leader, received a letter (the “Letter”) from the Nasdaq Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that it is not in compliance with periodic requirements for continued listing set forth in Nasdaq Listing Rule 5250(c)(1) (the “Listing Rule”) because the Company’s Quarterly Report on Form 10-Q for the period ended October 31, 2024 (the “Report”) was not filed with the Securities and Exchange Commission (the “SEC”) by the required extended due date of December 16, 2024. This Letter received from Nasdaq has no immediate effect on the listing or trading of the Company’s shares.
The Letter states that the Company has 60 calendar days, or by February 17, 2025, to submit to Nasdaq its plan to regain compliance with the Listing Rule. Pursuant to the Letter, if Nasdaq accepts the plan, Nasdaq can grant an exception of up to 180 calendar days from the Report’s due date, or until June 16, 2025, to regain compliance. If Nasdaq does not accept the plan, the Company will have the opportunity to appeal that decision to a Nasdaq Hearings Panel.
The Company is diligently working to complete its Report, and the Company expects to complete and file its Report with the SEC to regain compliance with the Listing Rule prior to the expiration of the 60-day period.
About Comtech
Comtech Telecommunications Corp. is a leading global technology company providing satellite and space communications technologies, terrestrial and wireless network solutions, NG911 emergency services and cloud native capabilities to commercial and government customers around the world. Our unique culture of innovation and employee empowerment unleashes a relentless passion for customer success. With multiple facilities located in technology corridors throughout the United States and around the world, Comtech leverages its global presence, technology leadership and decades of experience to create the world’s most innovative communications solutions. For more information, please visit www.comtech.com.
Forward-Looking Statements
Certain information in this press release contains, and oral statements made from time to time by our representatives may contain, forward-looking statements. Forward-looking statements include, among others, statements regarding our expectations regarding our response to the Letter, our expectations for our operational initiatives, future performance and financial condition, the plans and objectives of our management and our assumptions regarding such future performance, financial condition, and plans and objectives that involve certain significant known and unknown risks and uncertainties and other factors not under our control which may cause our actual results, future performance and financial condition to be materially different from the results, performance or other expectations implied by these forward-looking statements. Factors that could cause actual results to differ materially from current expectations are described in our filings with the SEC. We urge you to consider all of the risks, uncertainties and factors identified above or discussed in such reports carefully in evaluating the forward-looking statements. The risks described above are not the only risks that we face. We do not intend to update or revise publicly any forward-looking statements, whether because of new information, future events, or otherwise, except as required by law.
Tonix received FDA’s Day 74 Letter granting TNX-102 SL a Prescription Drug User Fee Act (PDUFA) goal date of August 15, 2025
TNX-102 SL is a non-opioid, centrally acting analgesic, granted Fast Track designation by FDA
Fibromyalgia affects more than 10 million adults in the U.S., who are mostly women
TNX-102 SL has the potential to be the first member of a new class of analgesic drugs for fibromyalgia and first new drug for its treatment in more than 15 years
NDA based on two statistically significant Phase 3 studies of TNX-102 SL for the management of fibromyalgia, in which TNX-102 SL was generally well tolerated
CHATHAM, N.J., Dec. 23, 2024 (GLOBE NEWSWIRE) — Tonix Pharmaceuticals Holding Corp. (Nasdaq: TNXP) (Tonix or the Company) today announced that the U.S. Food and Drug Administration (FDA) assigned a Prescription Drug User Fee Act (PDUFA) goal date of August 15, 2025, for a decision on marketing approval for TNX-102 SL (cyclobenzaprine HCl sublingual tablets) for fibromyalgia. TNX-102 SL is a non-opioid, centrally-acting analgesic. Fibromyalgia is a common chronic pain condition that affects mostly women.
“We look forward to working closely with the FDA throughout the review period in advance of the August 15, 2025, PDUFA goal date,” said Seth Lederman, M.D., Chief Executive Officer of Tonix Pharmaceuticals. “We believe that TNX-102 SL has the potential to be the first member of a new class of medicines for the management of fibromyalgia, a debilitating condition affecting over 10 million adults in the U.S. Data from our pivotal Phase 3 trials support that TNX-102 SL can provide fibromyalgia patients with significant reduction in pain with favorable tolerability, helping to address the significant unmet need in this community.”
Dr. Lederman continued, “TNX-102 SL was previously granted Fast Track designation for fibromyalgia by the FDA in July of 2024. Fast Track is designed to expedite FDA review of important new drugs to treat serious conditions and fill an unmet medical need. This recognition from FDA confirms that the Agency recognizes the significant unmet needs of the fibromyalgia community, who have been waiting for a new drug for over 15 years.”
The accepted NDA is supported by data from two 14-week double-blind, randomized, placebo-controlled Phase 3 clinical trials evaluating the safety and efficacy of TNX-102 SL as a bedtime treatment for fibromyalgia. The first Phase 3 trial, RELIEF, of TNX-102 SL 5.6 mg in fibromyalgia, completed in December 2020, met its pre-specified primary endpoint of significantly reducing daily pain compared to placebo (p=0.010). In the confirmatory Phase 3 RESILIENT study in fibromyalgia, completed in December 2023, TNX-102 SL again met the pre-specified primary endpoint of significantly reducing daily pain compared to placebo (p =0.00005). In both trials, TNX-102 SL was generally well tolerated with an adverse event profile comparable to prior studies and with no new safety signals observed. In both pivotal studies, the most common treatment-emergent adverse event was tongue or mouth numbness at the administration site, which was temporally related to dosing, self-limited, never rated as severe, and rarely led to study discontinuation (one participant in each study). Excluding COVID-19, rates of systemic adverse events in each of the two studies were all below 4.0%. Tonix believes the submitted dossier contains the requisite safety and efficacy data from two adequate and well-controlled studies to support NDA approval.
About Fibromyalgia
Fibromyalgia is a common chronic pain disorder that is understood to result from amplified sensory and pain signaling within the central nervous system, called central sensitization. Brain imaging studies have localized the functional disorder to the brain’s insula and anterior cingulate cortex. Fibromyalgia afflicts more than 10 million adults in the U.S., the majority of whom are women. Symptoms of fibromyalgia include chronic widespread pain, non-restorative sleep, fatigue, and brain fog (or cognitive dysfunction). Other associated symptoms include mood disturbances, including depression, anxiety, headaches and abdominal pain or cramps. Individuals suffering from fibromyalgia often struggle with their daily activities, have impaired quality of life, and frequently are disabled. Physicians and patients report common dissatisfaction with currently marketed products. Fibromyalgia is now recognized as the prototypic nociplastic syndrome. Nociplastic pain is the third primary type of pain in addition to nociceptive pain and neuropathic pain. Many patients present with pain syndromes that are mixtures of the three primary types of pain. Nociplastic syndromes are associated with central and peripheral sensitization. Fibromyalgia can occur without any identifiable precipitating event. However, many fibromyalgia cases follow one or more precipitating event(s) including: post-operative pain, acute or chronic nociceptive or neuropathic pain states; recovery from an infectious illness; a cancer diagnosis or cancer treatment; a metabolic or endocrine stress; or a traumatic event. In the cases of recovery from an infectious illness, fibromyalgia is considered an Infection-Associated Chronic Condition. In addition to fibromyalgia cases associated with other conditions or stressors, the U.S. National Academies of Sciences, Engineering, and Medicine, has concluded that fibromyalgia is a diagnosable condition that can occur after recovery from COVID-19 in the context of Long COVID. Fibromyalgia is also recognized as a Chronic Overlapping Pain Condition, which is a group of related conditions that include chronic fatigue syndrome/myalgic encephalomyelitis (CFS/ME), irritable bowel syndrome, endometriosis, low back pain, post-concussive syndrome (also known as mild traumatic brain injury), chronic Lyme Disease, chronic diabetic neuropathy and chronic post-herpetic neuralgia.
About TNX-102 SL
TNX-102 SL is a centrally acting, non-opioid investigational drug, designed for chronic use. The tablet is a patented sublingual formulation of cyclobenzaprine hydrochloride developed for bedtime dosing for the management of fibromyalgia. Cyclobenzaprine potently binds and acts as an antagonist at four different post-synaptic neuroreceptor subtypes: serotonergic-5-HT2A, adrenergic-α1, histaminergic-H1, and muscarinic-M1-cholinergic receptors. Together, these interactions are believed to target the non-restorative sleep characteristic of fibromyalgia identified by Professor Harvey Moldofsky in 1975. Cyclobenzaprine is not associated with risk of addiction or dependence. The TNX-102 SL tablet is based on a eutectic formulation of cyclobenzaprine HCl and mannitol that provides a stable product which dissolves rapidly and delivers cyclobenzaprine by the transmucosal route efficiently into the bloodstream. The eutectic protects cyclobenzaprine HCl from interacting with the basifying agent that is also part of the formulation and required for efficient transmucosal absorption. Patents based on TNX-102 SL’s eutectic composition and its properties have issued in the U.S., E.U., Japan, China and many other jurisdictions around the world and provide market protection into 2034. The European Patent Office’s Opposition Division maintained Tonix’s European Patent EP 2 968 992 in unamended form after an Opposition was filed against it by a Sandoz subsidiary, Hexal AG. Hexal AG did not appeal that decision. The formulation of TNX-102 SL was designed specifically for sublingual administration and transmucosal absorption for bedtime dosing to target disturbed sleep, while reducing the risk of daytime somnolence. Clinical pharmacokinetic studies indicated that relative to oral cyclobenzaprine, TNX-102 SL results in higher levels of exposure during the first 2 hours after dosing and in deceased levels of the long-lived active metabolite, norcyclobenzaprine in both single dose and multiple dose studies, consistent with bypassing first pass hepatic metabolism. At steady state after 20 days of dosing TNX-102 SL, the dynamic peak level of cyclobenzaprine is higher than the background level of norcyclobenzaprine. In contrast, after 20 days of dosing oral cyclobenzaprine, the simulated peak level of cyclobenzaprine is lower than the simulated background level of norcyclobenzaprine.
Tonix Pharmaceuticals Holding Corp.*
Tonix is a fully integrated biopharmaceutical company focused on transforming therapies for pain management and vaccines for public health challenges. Tonix’s development portfolio is focused on central nervous system (CNS) disorders. Tonix’s priority is to advance TNX-102 SL, a product candidate for the management of fibromyalgia. The FDA has accepted the NDA filing for TNX-102 SL for fibromyalgia and assigned a PDUFA goal date of August 15, 2025. TNX-102 SL is also being developed to treat acute stress reaction and acute stress disorder under a Physician-Initiated IND at the University of North Carolina in the OASIS study funded by the U.S. Department of Defense (DoD). Tonix’s CNS portfolio includes TNX-1300 (cocaine esterase), a biologic in Phase 2 development designed to treat cocaine intoxication that has FDA Breakthrough Therapy designation, and its development is supported by a grant from the U.S. National Institute of Drug Abuse and Addiction. Tonix’s immunology development portfolio consists of biologics to address organ transplant rejection, autoimmunity and cancer, including TNX-1500, which is an Fc-modified humanized monoclonal antibody targeting CD40-ligand (CD40L or CD154) being developed for the prevention of allograft rejection and for the treatment of autoimmune diseases. Tonix also has product candidates in development in the areas of rare disease, including TNX-2900 for Prader-Willi syndrome, and infectious disease, including a vaccine for mpox, TNX-801. In July 2024, Tonix announced a contract with the U.S. DoD’s Defense Threat Reduction Agency (DTRA) for up to $34 million over five years to develop TNX-4200, small molecule broad-spectrum antiviral agents targeting CD45 for the prevention or treatment of infections to improve the medical readiness of military personnel in biological threat environments. Tonix owns and operates a state-of-the art infectious disease research facility in Frederick, Md. Tonix Medicines, our commercial subsidiary, markets Zembrace® SymTouch® (sumatriptan injection) 3 mg and Tosymra® (sumatriptan nasal spray) 10 mg for the treatment of acute migraine with or without aura in adults.
* Tonix’s product development candidates are investigational new drugs or biologics; their efficacy and safety have not been established and have not been approved for any indication.
Zembrace SymTouch and Tosymra are registered trademarks of Tonix Medicines. All other marks are property of their respective owners.
This press release and further information about Tonix can be found at www.tonixpharma.com.
Forward Looking Statements
Certain statements in this press release are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking words such as “anticipate,” “believe,” “forecast,” “estimate,” “expect,” and “intend,” among others. These forward-looking statements are based on Tonix’s current expectations and actual results could differ materially. There are a number of factors that could cause actual events to differ materially from those indicated by such forward-looking statements. These factors include, but are not limited to, risks related to the failure to obtain FDA clearances or approvals and noncompliance with FDA regulations; risks related to the failure to successfully market any of our products; risks related to the timing and progress of clinical development of our product candidates; our need for additional financing; uncertainties of patent protection and litigation; uncertainties of government or third party payor reimbursement; limited research and development efforts and dependence upon third parties; and substantial competition. As with any pharmaceutical under development, there are significant risks in the development, regulatory approval and commercialization of new products. Tonix does not undertake an obligation to update or revise any forward-looking statement. Investors should read the risk factors set forth in the Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the Securities and Exchange Commission (the “SEC”) on April 1, 2024, and periodic reports filed with the SEC on or after the date thereof. All of Tonix’s forward-looking statements are expressly qualified by all such risk factors and other cautionary statements. The information set forth herein speaks only as of the date thereof.
Zembrace® SymTouch® (sumatriptan succinate) injection (Zembrace) and Tosymra® (sumatriptan) nasal spray are prescription medicines used to treat acute migraine headaches with or without aura in adults who have been diagnosed with migraine. Zembrace and Tosymra are not used to prevent migraines. It is not known if Zembrace or Tosymra are safe and effective in children under 18 years of age.
Important Safety Information
Zembrace and Tosymra can cause serious side effects, including heart attack and other heart problems, which may lead to death. Stop use and get emergency help if you have any signs of a heart attack:
discomfort in the center of your chest that lasts for more than a few minutes or goes away and comes back
severe tightness, pain, pressure, or heaviness in your chest, throat, neck, or jaw
pain or discomfort in your arms, back, neck, jaw or stomach
shortness of breath with or without chest discomfort
breaking out in a cold sweat
nausea or vomiting
feeling lightheaded
Zembrace and Tosymra are not for people with risk factors for heart disease (high blood pressure or cholesterol, smoking, overweight, diabetes, family history of heart disease) unless a heart exam shows no problem.
Do not use Zembrace or Tosymra if you have:
history of heart problems
narrowing of blood vessels to your legs, arms, stomach, or kidney (peripheral vascular disease)
uncontrolled high blood pressure
hemiplegic or basilar migraines. If you are not sure if you have these, ask your provider.
had a stroke, transient ischemic attacks (TIAs), or problems with blood circulation
severe liver problems
taken any of the following medicines in the last 24 hours: almotriptan, eletriptan, frovatriptan, naratriptan, rizatriptan, ergotamines, or dihydroergotamine. Ask your provider for a list of these medicines if you are not sure.
are taking certain antidepressants, known as monoamine oxidase (MAO)-A inhibitors or it has been 2 weeks or less since you stopped taking a MAO-A inhibitor. Ask your provider for a list of these medicines if you are not sure.
an allergy to sumatriptan or any of the components of Zembrace or Tosymra
Tell your provider about all of your medical conditions and medicines you take, including vitamins and supplements.
Zembrace and Tosymra can cause dizziness, weakness, or drowsiness. If so, do not drive a car, use machinery, or do anything where you need to be alert.
Zembrace and Tosymra may cause serious side effects including:
changes in color or sensation in your fingers and toes
sudden or severe stomach pain, stomach pain after meals, weight loss, nausea or vomiting, constipation or diarrhea, bloody diarrhea, fever
cramping and pain in your legs or hips; feeling of heaviness or tightness in your leg muscles; burning or aching pain in your feet or toes while resting; numbness, tingling, or weakness in your legs; cold feeling or color changes in one or both legs or feet
increased blood pressure including a sudden severe increase even if you have no history of high blood pressure
medication overuse headaches from using migraine medicine for 10 or more days each month. If your headaches get worse, call your provider.
serotonin syndrome, a rare but serious problem that can happen in people using Zembrace or Tosymra, especially when used with anti-depressant medicines called SSRIs or SNRIs. Call your provider right away if you have: mental changes such as seeing things that are not there (hallucinations), agitation, or coma; fast heartbeat; changes in blood pressure; high body temperature; tight muscles; or trouble walking.
hives (itchy bumps); swelling of your tongue, mouth, or throat
seizures even in people who have never had seizures before
The most common side effects of Zembrace and Tosymra include: pain and redness at injection site (Zembrace only); tingling or numbness in your fingers or toes; dizziness; warm, hot, burning feeling to your face (flushing); discomfort or stiffness in your neck; feeling weak, drowsy, or tired; application site (nasal) reactions (Tosymra only) and throat irritation (Tosymra only).
Tell your provider if you have any side effect that bothers you or does not go away. These are not all the possible side effects of Zembrace and Tosymra. For more information, ask your provider.
This is the most important information to know about Zembrace and Tosymra but is not comprehensive. For more information, talk to your provider and read the Patient Information and Instructions for Use. You can also visit https://www.tonixpharma.com or call 1-888-869-7633.
You are encouraged to report adverse effects of prescription drugs to the FDA. Visit www.fda.gov/medwatch, or call 1-800-FDA-1088.
Mark Reichman, Managing Director, Equity Research Analyst, Natural Resources, Noble Capital Markets, Inc.
Refer to the full report for the price target, fundamental analysis, and rating.
Completion of the restructuring transaction. As expected, Maple Gold Mines recently completed its joint venture restructuring transaction with Agnico Eagle Mines Ltd. (NYSE, AEM). Maple has legal title to and a 100% ownership interest in the Douay Gold Project with gold mineral resources exceeding 3.0 million ounces and the past-producing, high-grade Joutel Gold Project. Both projects are located along the Casa Berardi-Douay Gold Trend in the renowned Abitibi Greenstone Gold Belt in Quebec, Canada.
Upcoming drilling program. Maple Gold’s fully funded drilling program is expected to commence shortly and run through March. The company is using a data-driven approach toward exploration that is focused on expanding the company’s gold mineral resource from approximately three million ounces to five million ounces across the combined Douay/Joutel projects, along with making new discoveries. An updated resource estimate and scoping study is expected to be completed within the next 12 to 18 months (Refer to our research note dated December 12 for more details).
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This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).
*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision.
Key Points: – Probe Gold acquires Bermont Claims to extend Monique Deposit’s strike length by 750 meters, adding exploration potential. – Historical drilling identified high-grade gold zones, including intercepts of up to 30.9 g/t gold over 1.6 meters. – The acquisition expands surface mine infrastructure, facilitating operational efficiencies and reduced costs.
Probe Gold Inc. has announced the acquisition of the Bermont Claims property, strategically located adjacent to its Monique Gold Deposit in Val-d’Or, Quebec. This move is poised to extend the strike length of the Monique Deposit by 750 meters, offering significant opportunities for resource expansion and exploration. The transaction aligns with Probe Gold’s commitment to maximizing the potential of its Novador Development Project and advancing high-quality gold resources.
The newly acquired property spans ten contiguous claims and adds critical exploration upside. Historical drilling has identified high-grade gold zones, including the Bermont and Adelemont zones, which remain open laterally and at depth. Despite limited exploration, previous results from the property demonstrate promising grades, such as 30.9 g/t gold over 1.6 meters and 5.7 g/t gold over 3.2 meters. Probe Gold plans to incorporate this land into its 2025 exploration and resource expansion programs, focusing on uncovering additional high-grade mineralization.
David Palmer, President and CEO of Probe Gold, emphasized the strategic value of this acquisition. “This new land enhances our Monique Deposit by increasing exploration potential by 30%, while also offering critical space for surface mine infrastructure,” Palmer stated. He further highlighted the acquisition’s potential to unlock new high-grade discoveries and contribute to an even more robust Novador Development Project.
The transaction includes an upfront payment of $3 million, split evenly between cash and common shares of Probe Gold. Additionally, a $1.5 million milestone payment, in cash or shares, will be made upon confirming a resource of at least 1 million ounces of gold on the property. Jadmine, the seller, will retain a 3.5% net smelter return royalty, of which 2.5% can be purchased by Probe Gold for $2.5 million.
The Bermont Claims property complements the Monique Deposit, which currently hosts 3.56 million ounces of measured and indicated resources and 677,300 ounces of inferred resources. Geological similarities between the Bermont Claims and Monique Deposit strengthen the potential for integrating new discoveries into Probe’s existing operations. Moreover, the property’s expanded surface area is expected to facilitate mine design improvements, reducing costs and increasing operational efficiency.
Since 2016, Probe Gold has been consolidating its position in the Val-d’Or mining district, known for its prolific gold production and mining-friendly environment. The Novador Development Project, which hosts four past-producing mines and accounts for 80% of the company’s gold resources, is central to Probe Gold’s strategy. This acquisition aligns with the company’s focus on advancing resource-rich properties in politically stable and low-cost regions.
The deal is expected to close in the coming weeks, subject to regulatory approvals and customary closing conditions. With an aggressive exploration plan set for 2025, Probe Gold aims to leverage this acquisition to enhance its production profile and create long-term value for shareholders.
As the Monique Deposit grows in scope and potential, Probe Gold solidifies its position as a leader in the Canadian gold mining industry, driving forward with a vision for sustainable growth and innovation.
VIRGINIA CITY, NEVADA, December 20, 2024 – Comstock Inc. (NYSE: LODE) (“Comstock” and the “Company”) today announced it has executed a Membership Interest Purchase Agreement (the “MIPA”) to sell 100% of the northernmost patented and unpatented mining claims, mineral exploration rights and town lots (the “Northern Targets”) currently owned by Comstock’s wholly-owned subsidiary Comstock Northern Exploration, LLC., plus all of the 25% issued and outstanding membership interest that Comstock owns in Pelen LLC (“Pelen”) to Mackay Precious Metals Inc. (“Mackay”) for an aggregate purchase price of $2.75 million (the “Purchase Price”) and a 1.5% NSR production royalty from the sales of silver, gold, and all other valuable minerals and products extracted from these properties, in perpetuity.
The Company was paid $1.3 million in cash with another $0.45 million due before February 15, 2025, plus an additional $1.0 million that will be paid within 45 days of the completion of Mackay’s public listing, at the election of Mackay, in either cash or their publicly registered common shares. The monetized value of $1.0 million from the public listed shares is guaranteed by the value date of October 31, 2025.
On June 30, 2023, Comstock executed a Mineral Exploration and Mining Lease Agreement (“Mackay Lease”) with Mackay. Since June 30, 2023, Comstock has received cash of $3.2 million in initial and ongoing lease payments and will also receive an additional, final pro-rata lease payment associated with these properties of $0.5 million before February 15, 2025. The $3.7 million in total lease payments are in addition to the $2.75 million sale price. The parties terminated the Mackay Lease on December 18, 2024.
The Northern Targets encompass both the Gold Hill and Occidental Lode claim groups in Storey County, Nevada. Pelen owns certain claims adjacent to and/or relevant to these northern claim groups.
“Our Northern Targets were never an effective part of our district-wide development plans, so realizing nearly $6.5 million in consideration from this lease and subsequent sale, plus the retention of royalties in perpetuity, is extremely positive for Comstock, especially as we activate our plans for advancing the S-K 1300 compliant Dayton Consolidated and permitted Lucerne resources, and more aggressively expand the gold and silver potential in the southern part of the district,” said Corrado De Gasperis, Comstock’s executive chairman and chief executive officer. “We are bullish on our gold and silver resources, especially as both our hard rock and metal recycling activities aggressively expand into this silver cycle.”
About Comstock Inc.
Comstock Inc. (NYSE: LODE) commercializes innovative technologies that contribute to global decarbonization and the clean energy transition by efficiently converting under-utilized natural resources, primarily, woody biomass into low-carbon renewable fuels, end-of-life metal extraction and renewal, and generative AI-enabled advanced materials synthesis and mineral discovery for sustainable mining. To learn more, please visit www.comstock.inc.
Comstock Social Media Policy
Comstock Inc. has used, and intends to continue using, its investor relations link and main website at www.comstock.inc in addition to its Twitter, LinkedIn and YouTube accounts, as means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.
Contacts
For investor inquiries: RB Milestone Group LLC Tel (203) 487-2759 ir@comstockinc.com
For media inquiries: Comstock Inc., Tracy Saville Tel (775) 847-7573 media@comstockinc.com
Forward-Looking Statements
This press release and any related calls or discussions may include 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 historical facts, are forward-looking statements. The words “believe,” “expect,” “anticipate,” “estimate,” “project,” “plan,” “should,” “intend,” “may,” “will,” “would,” “potential” and similar expressions identify forward-looking statements but are not the exclusive means of doing so. Forward-looking statements include statements about matters such as: future market conditions; future explorations or acquisitions; future changes in our research, development and exploration activities; future financial, natural, and social gains; future prices and sales of, and demand for, our products and services; land entitlements and uses; permits; production capacity and operations; operating and overhead costs; future capital expenditures and their impact on us; operational and management changes (including changes in the Board of Directors); changes in business strategies, planning and tactics; future employment and contributions of personnel, including consultants; future land and asset sales; investments, acquisitions, joint ventures, strategic alliances, business combinations, operational, tax, financial and restructuring initiatives, including the nature, timing and accounting for restructuring charges, derivative assets and liabilities and the impact thereof; contingencies; litigation, administrative or arbitration proceedings; environmental compliance and changes in the regulatory environment; offerings, limitations on sales or offering of equity or debt securities, including asset sales and associated costs; business opportunities, growth rates, future working capital, needs, revenues, variable costs, throughput rates, operating expenses, debt levels, cash flows, margins, taxes and earnings. These statements are based on assumptions and assessments made by our management in light of their experience and their perception of historical and current trends, current conditions, possible future developments and other factors they believe to be appropriate. Forward-looking statements are not guarantees, representations or warranties and are subject to risks and uncertainties, many of which are unforeseeable and beyond our control and could cause actual results, developments, and business decisions to differ materially from those contemplated by such forward-looking statements. Some of those risks and uncertainties include the risk factors set forth in our filings with the SEC and the following: adverse effects of climate changes or natural disasters; adverse effects of global or regional pandemic disease spread or other crises; global economic and capital market uncertainties; the speculative nature of gold or mineral exploration, and lithium, nickel and cobalt recycling, including risks of diminishing quantities or grades of qualified resources; operational or technical difficulties in connection with exploration, metal recycling, processing or mining activities; costs, hazards and uncertainties associated with precious and other metal based activities, including environmentally friendly and economically enhancing clean mining and processing technologies, precious metal exploration, resource development, economic feasibility assessment and cash generating mineral production; costs, hazards and uncertainties associated with metal recycling, processing or mining activities; contests over our title to properties; potential dilution to our stockholders from our stock issuances, recapitalization and balance sheet restructuring activities; potential inability to comply with applicable government regulations or law; adoption of or changes in legislation or regulations adversely affecting our businesses; permitting constraints or delays; challenges to, or potential inability to, achieve the benefits of business opportunities that may be presented to, or pursued by, us, including those involving battery technology and efficacy, quantum computing and generative artificial intelligence supported advanced materials development, development of cellulosic technology in bio-fuels and related material production; commercialization of cellulosic technology in bio-fuels and generative artificial intelligence development services; ability to successfully identify, finance, complete and integrate acquisitions, joint ventures, strategic alliances, business combinations, asset sales, and investments that we may be party to in the future; changes in the United States or other monetary or fiscal policies or regulations; interruptions in our production capabilities due to capital constraints; equipment failures; fluctuation of prices for gold or certain other commodities (such as silver, zinc, lithium, nickel, cobalt, cyanide, water, diesel, gasoline and alternative fuels and electricity); changes in generally accepted accounting principles; adverse effects of war, mass shooting, terrorism and geopolitical events; potential inability to implement our business strategies; potential inability to grow revenues; potential inability to attract and retain key personnel; interruptions in delivery of critical supplies, equipment and raw materials due to credit or other limitations imposed by vendors; assertion of claims, lawsuits and proceedings against us; potential inability to satisfy debt and lease obligations; potential inability to maintain an effective system of internal controls over financial reporting; potential inability or failure to timely file periodic reports with the Securities and Exchange Commission; potential inability to list our securities on any securities exchange or market or maintain the listing of our securities; and work stoppages or other labor difficulties. Occurrence of such events or circumstances could have a material adverse effect on our business, financial condition, results of operations or cash flows, or the market price of our securities. All subsequent written and oral forward-looking statements by or attributable to us or persons acting on our behalf are expressly qualified in their entirety by these factors. Except as may be required by securities or other law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Neither this press release nor any related calls or discussions constitutes an offer to sell, the solicitation of an offer to buy or a recommendation with respect to any securities of the Company, the fund, or any other issuer.
