MGO Global Inc - MGOL STOCK NEWS

MGO Global Inc. (MGOL) stockholders have approved the business combination with Heidmar Inc., a global commercial and pool management company in the maritime sector. The combined entity will operate as Heidmar Maritime Holdings and trade under the ticker symbol 'HMR' on Nasdaq.

The merger terms include a 30:1 issuance ratio of MGO shares for each Holdings ordinary share, resulting in 56,752,633 Holdings Shares at closing. MGO stockholders will receive 3,212,413 Holdings Shares (5.66% ownership), while Heidmar Shareholders and MGO's financial advisor will receive 53,540,219 Holdings Shares (94.34% ownership). Additional earnout shares equal to 10% of the Heidmar Share Consideration may be issued upon meeting certain conditions.

The transaction, expected to close next week, follows the Business Combination Agreement dated June 18, 2024, with subsequent amendments.

MGO Global Inc. (Nasdaq: MGOL) has announced a reminder for its Special Meeting of Stockholders scheduled for February 14, 2025, where stockholders will vote on the proposed business combination with Heidmar Inc., a global commercial and pool management business in the maritime sector.

The meeting will be held virtually, and stockholders of record as of December 18, 2024 are eligible to participate and vote. The Board of Directors has unanimously approved and recommends voting 'FOR' the business combination. Upon approval, Heidmar Maritime Holdings Corp. will become the public company and trade on Nasdaq under the symbol 'HMR'.

Maxim Group and Seaborne Capital Advisors are serving as financial advisors to MGO and Heidmar respectively, while Sichenzia Ross Ference Carmel, LLP and Seward & Kissel LLP are acting as legal counsels.

Conduent (CNDT) reported its Q4 and full year 2024 financial results. Q4 revenue was $800M, down 16.1% year-over-year, while full-year revenue reached $3,356M, down 9.8% from 2023. The company completed three strategic divestitures in 2024, including BenefitWallet ($425M), Curbside Management and Public Safety ($230M), and Casualty Claims Solutions ($224M).

The company used divestiture proceeds to reduce debt, voluntarily prepaying all Term Loan B and $137M of Term Loan A, achieving a 50% debt reduction compared to 2023. Full-year 2024 pre-tax income was $504M, compared to a loss of $332M in 2023. The company completed a $75M share repurchase program, buying back 52M shares. For 2025, Conduent projects adjusted revenue between $3,100M-$3,250M with adjusted EBITDA margin of 4.5%-5.5%.

MGO Global Inc. (MGOL) and Heidmar Inc. announced that the SEC has declared effective their Form F-4 Registration Statement for their proposed business combination. The Special Meeting of Stockholders will be held virtually on February 14, 2025, at 11:00 a.m. ET, where MGO stockholders will vote on the business combination approval.

Stockholders of record as of December 18, 2024, are eligible to vote. Upon closing, the combined company will operate under Heidmar Maritime Holdings Corp. (PubCo) and trade on Nasdaq under the symbol 'HMAR'. The MGO board unanimously recommends stockholders vote 'FOR' all proposals.

Maxim Group serves as MGO's financial advisor, while Seaborne Capital Advisors advises Heidmar. Legal counsel is provided by Sichenzia Ross Ference Carmel, LLP for MGO and Seward & Kissel LLP for Heidmar.

MGO Global (Nasdaq: MGOL) held a special meeting of stockholders on January 24, 2025, at their Fort Lauderdale, Florida corporate office. Stockholders approved the exercisability of common stock purchase warrants and the potential issuance of up to 94,725,000 shares of common stock underlying these warrants. The warrants were initially issued during a securities offering that closed on December 24, 2024. The approval was obtained in accordance with Nasdaq Listing Rule 5635(d). The company will file detailed voting results in a Current Report on Form 8-K with the SEC within four business days.

MGO Global Inc. (Nasdaq: MGOL) has closed its upsized public offering of 6,315,000 units at $0.95 per unit, raising approximately $6.0 million in gross proceeds. Each unit includes one share of common stock (or pre-funded warrant) and one common warrant. The warrants will be exercisable at $1.425 per share after stockholder approval, with a five-year term or until the closing of MGO's business combination with Heidmar, Inc. The warrants include an alternative cashless exercise option for two shares of common stock. Maxim Group served as sole placement agent. The company plans to use net proceeds for general corporate and working capital purposes.

MGO Global Inc. (Nasdaq: MGOL) has announced the pricing of an upsized public offering of 6,315,000 units at $0.95 per unit, aiming to raise $6.0 million in gross proceeds. Each unit includes one share of common stock (or pre-funded warrant) and one warrant to purchase one share of common stock. The warrants will be exercisable at $1.425 per share after stockholder approval and will expire in five years or upon MGO's business combination with Heidmar, Inc. The offering, managed by Maxim Group as sole placement agent, is expected to close on December 24, 2024.

MGO Global Inc. (Nasdaq:MGOL) has announced its Annual Meeting of Stockholders scheduled for December 20, 2024, at 11:00 a.m. ET in Fort Lauderdale, Florida. Stockholders will vote on three key proposals: electing seven directors to serve until 2025, ratifying Assurance Dimensions, as the independent accounting firm for FY2024, and approving potential meeting adjournment if needed. Only stockholders of record as of November 18, 2024, are eligible to vote. Voting can be done by proxy (Internet, phone, or mail) or in person. Proxy materials, including the company's 2023 Annual Report and financial statements, will be mailed to stockholders around November 25, 2024.

MGO Global Inc. (NASDAQ:MGOL) has entered into an agreement for a business combination with Heidmar, a global leader in marine transportation services for crude oil and refined petroleum. The transaction will see the combined entity operate under the Heidmar name and be listed on Nasdaq as 'HMAR'.

Heidmar's asset-light model, strong cash position, and no debt provide future growth flexibility. In 2023, Heidmar earned a net income of $19.6 million and aims to continue as a dividend-paying company. The transaction is set at a significant premium to MGO's current stock price, with shareholders receiving one PubCo share for each MGO share.

The deal includes an earnout of $30 million in shares if specific financial targets are met in 2024. The transaction is expected to close in Q3 2024, subject to customary conditions and shareholder approvals.