Open Lending Corporation - US68373J1043 - Тендерное предложение о выкупе /обратный выкуп ценных бумаг

АО "ФИНАМ" сообщает, что поступила информация от СПБ БАНК АО о корпоративном действии «Тендерное предложение о выкупе /обратный выкуп ценных бумаг»

Реквизиты корпоративного действия
Референс корпоративного действия	1684991645
Код типа корпоративного действия	TEND
Тип корпоративного действия	Тендерное предложение о выкупе /обратный выкуп ценных бумаг
Признак обязательности КД	MAND - Участие в корпоративном действии обязательное; дополнительные инструкции от владельца счета не требуются
Статус обработки	Обработка информации о корпоративном действии завершена Возникновение события было подтверждено

Информация о ценных бумагах
Референс КД по ценной бумаге	Эмитент	Наименование ценной бумаги	Категория	ISIN	Номинальная стоимость
1684991645BNYDTC	Open Lending Corporation	Open Lending Corporation Ordinary shares Class A	Акции	US68373J1043

Детали корпоративного действия

Связанные корпоративные действия
Референс КД
19CC728CD69DCA1F

Дополнительная информация

BNYM568

Дополнительная информация, уточняющая содержание сообщения

+++ INFO AS OF 30JUN2026 +++ . LAKERS ACQUISITION SUB, INC., A DELAWARE CORPORATION (THE PURCHASER) AND AN INDIRECT WHOLLY-OWNED SUBSIDIARY OF ANV GROUP HOLDINGS LTD., A PRIVATE LIMITED COMPANY INCORPORATED UNDER THE LAWS OF ENGLAND AND WALES (ANV), IS OFFERING TO PURCHASE ANY AND ALL OUTSTANDING SHARES OF COMMON STOCK, PAR VALUE USD 0.01 PER SHARE (THE SHARES), OF OPEN LENDING CORPORATION, A DELAWARE CORPORATION (OPEN LENDING), AT A PRICE OF USD 3.15 PER SHARE, TO THE SELLER IN CASH, WITHOUT INTEREST AND LESS ANY REQUIRED WITHHOLDING TAXES (THE OFFER CONSIDERATION), UPON THE TERMS AND SUBJECT TO THE CONDITIONS SET FORTH IN THIS OFFER TO PURCHASE (AS MAY BE SUBSEQUENTLY AMENDED AND SUPPLEMENTED FROM TIME TO TIME, THE OFFER TO PURCHASE) AND THE ACCOMPANYING LETTER OF TRANSMITTAL (THE LETTER OF TRANSMITTAL), WHICH, TOGETHER WITH ANY AMENDMENTS OR SUPPLEMENTS THERETO, COLLECTIVELY CONSTITUTE THE OFFER. THE OFFER IS BEING MADE PURSUANT TO AN AGREEMENT AND PLAN OF MERGER, DATED AS OF JUNE 15, 2026. (TOGETHER WITH ANY AMENDMENTS OR SUPPLEMENTS THERETO, THE MERGER AGREEMENT), BY AND AMONG ANV, PURCHASER AND OPEN LENDING, PURSUANT TO WHICH, FOLLOWING CONSUMMATION OF THE OFFER AND SUBJECT TO THE SATISFACTION OR WAIVER OF CERTAIN CUSTOMARY CONDITIONS SET FORTH IN THE MERGER AGREEMENT, PURCHASER WILL BE MERGED WITH AND INTO OPEN LENDING (THE MERGER), WITH OPEN LENDING SURVIVING THE MERGER AS AN INDIRECT WHOLLY-OWNED SUBSIDIARY OF ANV, WITHOUT A VOTE OF THE STOCKHOLDERS OF OPEN LENDING, IN ACCORDANCE WITH SECTION 251(H) OF THE GENERAL CORPORATION LAW OF THE STATE OF DELAWARE (THE DGCL). AT THE EFFECTIVE TIME OF THE MERGER, EACH SHARE ISSUED AND OUTSTANDING THAT IS NOT TENDERED AND ACCEPTED PURSUANT TO THE OFFER (OTHER THAN (I) SHARES OWNED BY OPEN LENDING OR ANY DIRECT OR INDIRECT WHOLLY-OWNED SUBSIDIARY OF OPEN LENDING, (II) SHARES OWNED BY ANV, PURCHASER OR ANY DIRECT OR INDIRECT WHOLLY-OWNED SUBSIDIARY OF ANV OR PURCHASER (SUCH SHARES REFERRED TO IN CLAUSES (I) AND (II), THE CANCELLED SHARES) OR (III) SHARES THAT ARE HELD BY STOCKHOLDERS WHO ARE ENTITLED TO DEMAND AND HAVE PROPERLY EXERCISED AND PERFECTED THEIR RESPECTIVE DEMANDS FOR APPRAISAL FOR SUCH SHARES IN ACCORDANCE WITH SECTION 262 OF THE DGCL (THE DISSENTING SHARES) (SEE THE OFFER - SECTION 16 - CERTAIN LEGALMATTERS, REGULATORYAPPROVALS, APPRAISAL RIGHTS)) WILL THEREUPON BE CANCELED AND AUTOMATICALLY CONVERTED INTO THE RIGHT TO RECEIVE CASH IN AN AMOUNT EQUAL TO THE OFFER CONSIDERATION, WITHOUT INTEREST, FROM PURCHASER, LESS ANY APPLICABLE TAX WITHHOLDING. . THE OFFER WILL EXPIRE AT ONE MINUTE AFTER 11:59 P.M., NEW YORK CITY TIME, ON JULY 27, 2026. . PLEASE BE ADVISED CLIENTS ARE NOT REQUIRED TO COMPLETE AND RETURN A LETTER OF TRANSMITTAL FOR THIS EVENT. HOWEVER ALL DOCUMENTS INCLUSIVE SHOULD BE OBTAINED AND REVIEWED TO CONFIRM TERMS AND CONDITIONS ARE AGREED. . WITHDRAWAL RIGHTS EXPIRE AT ONE MINUTE PAST 11:59 P.M. NEW YORK CITY TIME, ON JULY 27, 2026, UNLESS THE OFFER IS EXTENDED. . UPON THE TERMS AND SUBJECT TO THE CONDITIONS SET FORTH IN THIS OFFER TO PURCHASE AND IN THE RELATED LETTER OF TRANSMITTAL: WITHOUT INTEREST AND LESS ANY REQUIRED TAX WITHHOLDING. . +++ MATERIALS ARE AVAILABLE FOR DOWNLOAD IN OUR NEXEN CA PORTAL OR UPON REQUEST +++ . CONTACT INFORMATION FOR THE INFORMATION AGENT IS: INNISFREE M(AMPERSAND)A INCORPORATED STOCKHOLDERS AND ALL OTHERS CALL TOLL-FREE: (877) 456-3507 BANKS AND BROKERAGE FIRMS, PLEASE CALL: (212) 750-5833 . +++ END OF INFO +++ APAC based clients: GCEAPAC(AT)bny.com OR+1 646 782 6850 EMEA based clients: GCEEMEA(AT)bny.com OR+44 161 687 4545 Americas based clients: PS(underscore)CSEInquiries(AT)bny.com OR+1 412 234 0660PLEASE NOTE THAT BANK OF NEW YORK (BNY) IS NOT EXPECTINGANY FREE TEXT INFORMATION AS PART OF YOUR ELECTION INSTRUCTION FOR THIS EVENT. IN CASE FREE TEXT IS STILL INCLUDED IN THE INSTRUCTION, BNY IS NOT LIABLE TO REVIEW AND ACT UPON IT. IF YOU HAVE SPECIAL NEED FOR AN INSTRUCTION, PLEASE REACH TO YOUR USUAL BNY CONTACT FOR CORPORATE ACTION.THIS ADVICE IS BASED UPON THE ANNOUNCEMENT OF THIS EVENT IN THE MARKETAND WHICH IS AVAILABLE TO BNY. ALL INFORMATION PROVIDED BY BNY IS DERIVED FROM SOURCES BELIEVED TO BE RELIABLE WITHIN THE INDUSTRY. PLEASE REFER TO ANY OFFERING DOCUMENTS THAT MAY BE AVAILABLE FROM THE ISSUER FORCOMPLETE DETAILS AND OFFERING TERMS.In this notice, BNY refers to the following: The Bank of New York, BNY CSD SA/NV, The Bank of New York SA/NV,The Bank of New York Trust Company, N.A., BNY Asset Servicing, B.V., BNY Trust of Delaware, BNY TrustCompany of Illinois, The Bank of New York (International) LTD. (including its Luxembourg Branch), CIBC Mellon Global Securities Services Company and CIBC Mellon Trust Company

Дополнительный текст

+++ INFO AS OF 30JUN2026 +++ . LAKERS ACQUISITION SUB, INC., A DELAWARE CORPORATION (THE PURCHASER) AND AN INDIRECT WHOLLY-OWNED SUBSIDIARY OF ANV GROUP HOLDINGS LTD., A PRIVATE LIMITED COMPANY INCORPORATED UNDER THE LAWS OF ENGLAND AND WALES (ANV), IS OFFERING TO PURCHASE ANY AND ALL OUTSTANDING SHARES OF COMMON STOCK, PAR VALUE USD 0.01 PER SHARE (THE SHARES), OF OPEN LENDING CORPORATION, A DELAWARE CORPORATION (OPEN LENDING), AT A PRICE OF USD 3.15 PER SHARE, TO THE SELLER IN CASH, WITHOUT INTEREST AND LESS ANY REQUIRED WITHHOLDING TAXES (THE OFFER CONSIDERATION), UPON THE TERMS AND SUBJECT TO THE CONDITIONS SET FORTH IN THIS OFFER TO PURCHASE (AS MAY BE SUBSEQUENTLY AMENDED AND SUPPLEMENTED FROM TIME TO TIME, THE OFFER TO PURCHASE) AND THE ACCOMPANYING LETTER OF TRANSMITTAL (THE LETTER OF TRANSMITTAL), WHICH, TOGETHER WITH ANY AMENDMENTS OR SUPPLEMENTS THERETO, COLLECTIVELY CONSTITUTE THE OFFER. THE OFFER IS BEING MADE PURSUANT TO AN AGREEMENT AND PLAN OF MERGER, DATED AS OF JUNE 15, 2026. (TOGETHER WITH ANY AMENDMENTS OR SUPPLEMENTS THERETO, THE MERGER AGREEMENT), BY AND AMONG ANV, PURCHASER AND OPEN LENDING, PURSUANT TO WHICH, FOLLOWING CONSUMMATION OF THE OFFER AND SUBJECT TO THE SATISFACTION OR WAIVER OF CERTAIN CUSTOMARY CONDITIONS SET FORTH IN THE MERGER AGREEMENT, PURCHASER WILL BE MERGED WITH AND INTO OPEN LENDING (THE MERGER), WITH OPEN LENDING SURVIVING THE MERGER AS AN INDIRECT WHOLLY-OWNED SUBSIDIARY OF ANV, WITHOUT A VOTE OF THE STOCKHOLDERS OF OPEN LENDING, IN ACCORDANCE WITH SECTION 251(H) OF THE GENERAL CORPORATION LAW OF THE STATE OF DELAWARE (THE DGCL). AT THE EFFECTIVE TIME OF THE MERGER, EACH SHARE ISSUED AND OUTSTANDING THAT IS NOT TENDERED AND ACCEPTED PURSUANT TO THE OFFER (OTHER THAN (I) SHARES OWNED BY OPEN LENDING OR ANY DIRECT OR INDIRECT WHOLLY-OWNED SUBSIDIARY OF OPEN LENDING, (II) SHARES OWNED BY ANV, PURCHASER OR ANY DIRECT OR INDIRECT WHOLLY-OWNED SUBSIDIARY OF ANV OR PURCHASER (SUCH SHARES REFERRED TO IN CLAUSES (I) AND (II), THE CANCELLED SHARES) OR (III) SHARES THAT ARE HELD BY STOCKHOLDERS WHO ARE ENTITLED TO DEMAND AND HAVE PROPERLY EXERCISED AND PERFECTED THEIR RESPECTIVE DEMANDS FOR APPRAISAL FOR SUCH SHARES IN ACCORDANCE WITH SECTION 262 OF THE DGCL (THE DISSENTING SHARES) (SEE THE OFFER - SECTION 16 - CERTAIN LEGALMATTERS, REGULATORYAPPROVALS, APPRAISAL RIGHTS)) WILL THEREUPON BE CANCELED AND AUTOMATICALLY CONVERTED INTO THE RIGHT TO RECEIVE CASH IN AN AMOUNT EQUAL TO THE OFFER CONSIDERATION, WITHOUT INTEREST, FROM PURCHASER, LESS ANY APPLICABLE TAX WITHHOLDING. . THE OFFER WILL EXPIRE AT ONE MINUTE AFTER 11:59 P.M., NEW YORK CITY TIME, ON JULY 27, 2026. . PLEASE BE ADVISED CLIENTS ARE NOT REQUIRED TO COMPLETE AND RETURN A LETTER OF TRANSMITTAL FOR THIS EVENT. HOWEVER ALL DOCUMENTS INCLUSIVE SHOULD BE OBTAINED AND REVIEWED TO CONFIRM TERMS AND CONDITIONS ARE AGREED. . WITHDRAWAL RIGHTS EXPIRE AT ONE MINUTE PAST 11:59 P.M. NEW YORK CITY TIME, ON JULY 27, 2026, UNLESS THE OFFER IS EXTENDED. . UPON THE TERMS AND SUBJECT TO THE CONDITIONS SET FORTH IN THIS OFFER TO PURCHASE AND IN THE RELATED LETTER OF TRANSMITTAL: WITHOUT INTEREST AND LESS ANY REQUIRED TAX WITHHOLDING. . +++ MATERIALS ARE AVAILABLE FOR DOWNLOAD IN OUR NEXEN CA PORTAL OR UPON REQUEST +++ . CONTACT INFORMATION FOR THE INFORMATION AGENT IS: INNISFREE M(AMPERSAND)A INCORPORATED STOCKHOLDERS AND ALL OTHERS CALL TOLL-FREE: (877) 456-3507 BANKS AND BROKERAGE FIRMS, PLEASE CALL: (212) 750-5833 . +++ END OF INFO +++ APAC based clients: GCEAPAC(AT)bny.com OR+1 646 782 6850 EMEA based clients: GCEEMEA(AT)bny.com OR+44 161 687 4545 Americas based clients: PS(underscore)CSEInquiries(AT)bny.com OR+1 412 234 0660PLEASE NOTE THAT BANK OF NEW YORK (BNY) IS NOT EXPECTINGANY FREE TEXT INFORMATION AS PART OF YOUR ELECTION INSTRUCTION FOR THIS EVENT. IN CASE FREE TEXT IS STILL INCLUDED IN THE INSTRUCTION, BNY IS NOT LIABLE TO REVIEW AND ACT UPON IT. IF YOU HAVE SPECIAL NEED FOR AN INSTRUCTION, PLEASE REACH TO YOUR USUAL BNY CONTACT FOR CORPORATE ACTION.THIS ADVICE IS BASED UPON THE ANNOUNCEMENT OF THIS EVENT IN THE MARKETAND WHICH IS AVAILABLE TO BNY. ALL INFORMATION PROVIDED BY BNY IS DERIVED FROM SOURCES BELIEVED TO BE RELIABLE WITHIN THE INDUSTRY. PLEASE REFER TO ANY OFFERING DOCUMENTS THAT MAY BE AVAILABLE FROM THE ISSUER FORCOMPLETE DETAILS AND OFFERING TERMS.In this notice, BNY refers to the following: The Bank of New York, BNY CSD SA/NV, The Bank of New York SA/NV,The Bank of New York Trust Company, N.A., BNY Asset Servicing, B.V., BNY Trust of Delaware, BNY TrustCompany of Illinois, The Bank of New York (International) LTD. (including its Luxembourg Branch), CIBC Mellon Global Securities Services Company and CIBC Mellon Trust Company