Latest news with #RegulationD
Business Wire
3 days ago
- Business
- Business Wire
Scipio Capital Advisors Launches $100 Million Dual-Fund Strategy Focused on Secured Credit and Distressed Equity Opportunities
FORT LAUDERDALE, Fla.--(BUSINESS WIRE)--Scipio Capital Advisors, a Florida-based alternative asset manager, today announced the launch of two synergistic investment vehicles—the SCA Principal Alpha Fund and the SCA Equity Alpha Fund—with a combined capital target of $100 million. Structured under Rule 506(c) of Regulation D, the funds are open exclusively to accredited investors and designed to capitalize on dislocation in the private credit and distressed asset markets. High Yield with 18% annualized return from short term asset backed lending, distressed assets, and strategic opportunity. Scipio turns defaulted collateral into capital appreciation one recovery at a time. Share Fund Profiles SCA Principal Alpha Fund, LLC A closed-end, short-duration private credit fund targeting an 18% annualized yield. The fund originates high-yield, asset-backed loans collateralized by luxury and commercial assets—including fine jewelry, rare timepieces, high-end vehicles, real estate, and state-licensed assets (e.g., liquor licenses). Investors receive monthly distributions of 1.5%, with a three-year initial term and two one-year extension options. SCA Equity Alpha Fund, LLC Designed to extract long-term value from defaulted or underutilized collateral, the Equity Alpha Fund acquires and monetizes assets forfeited through Scipio's lending operations. Targeting outsized capital appreciation, this fund operates under a traditional 2% management / 20% performance fee structure, with a seven-year term and up to three one-year extensions. Assets are repositioned, restructured, and resold using Scipio's in-house liquidation team. Vertically Integrated Advantage Scipio Capital's competitive edge lies in its control of every step in the lending and recovery process—from origination and underwriting to appraisal, storage, resale, and legal recovery. This integration dramatically reduces execution risk and maximizes recovery value—turning distressed assets into investor alpha. 'Our paired-fund model is built to compound value across the full lifecycle of collateral,' said Gregg Robles, Managing Partner of Scipio Capital GP, LLC. 'We've designed a platform that captures both steady income and opportunistic equity upside—while maintaining rigorous asset selectivity and downside protection.' Investor Alignment & Access While investors may allocate to each fund individually, preference and enhanced terms may be extended to LPs committing to both vehicles. The General Partner and its principals are committing substantial capital alongside LPs to ensure aligned interests and skin in the game. About Scipio Capital Advisors Scipio Capital Advisors is a Fort Lauderdale-based alternative investment firm specializing in collateral-based strategies across secured lending, distressed asset recovery, and opportunistic equity. Scipio leverages real-world asset expertise, proprietary deal flow, and disciplined risk management to deliver durable alpha in volatile markets.
Yahoo
27-06-2025
- Business
- Yahoo
North Bay Resources Announces Physical Gold + Shares Unit Financing
BISHOP, Calif., June 27, 2025 (GLOBE NEWSWIRE) -- North Bay Resources, Inc. (the 'Company' or 'North Bay') (OTC: NBRI) is pleased to announce a private placement offering to residents of the United States (and globally as Canadian and non – United States Accredited Investors) who qualify as verified accredited investors pursuant to Rule 506(c) and Regulation D under the United States Securities Act of 1933. All US subscribers must complete and return the accreditation form and sufficient supporting information in order to satisfy Rule 506(c) under Regulation D. The offering is for a Unit consisting of 60% Common Shares of North Bay and 40% physical gold from production by North Bay. Each Unit will be issued at a price of $0.001 USD per Unit for gross proceeds of up to $1,000,000 USD (the 'Offering'). This equates to 10,000,000 shares and 1.3 ounces of gold per $10,000 investment. Assuming the Offering is fully subscribed, the post-closing valuation of the Company will be approximately $5,500,000 USD. The net proceeds from the Offering will be used primarily for working capital, specifically for gold production. The Offering is expected to close on or before July 31, 2025. No commissions or agent fees will be paid as part of the financing. The Company has contracted the services of to provide the online platform including 506c accreditation verification for US subscribers. The securities being offered by the Company have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful. The Company is not a reporting issuer in any province or territory in Canada and its securities are not listed on any stock exchange in Canada. For further information please go to or contact the Company at invest@ North Bay Resources The Company owns and operates the 96 ton per day Bishop Gold Mill (70%) located in Bishop, California and the Fran Gold (50%), Murex Copper-Gold (100%), Copper Island (100%), and Tulameen Platinum (100%) Projects. The Fran Gold Project includes a recently discovered bulk tonnage deposit and associated resource estimate. As a result, the Company has implemented a two-pronged approach to the Fran Gold Project, In addition to providing feedstock to the Company's Bishop Gold Mill from existing stockpiles and the high grade surface oxide zone with consistent grades of 0.5 ounce per ton, exploration will now occur to further expand the known mineralized zone with current resource estimate (non-NI 43-101) as follows: Bullion Alley - Main Zone Mass(tonnes) Average(g/t) Total(grams) Total(tr. ounces) 20,035,146 0.50 10,051,730 323,170Bullion Alley - Main Zone + East Extension Mass(tonnes) Average(g/t) Total(grams) Total(tr. ounces) 43,797,234 0.34 14,743,070 474,001 Past exploration and development, including over 18,000m (55,000ft.) of diamond drilling, has shown large intercepts of mixed vein and disseminated gold. The deposit area has been identified to be in excess of 1000m x 100m x 300m within a known strike length of 1700m. The Fran Gold Project is next to Centerra Gold's Mt. Milligan Project, with Reserves of 264Mt grading 0.3 gram per tonne gold and 0.2% copper and proximate to Artemis Gold's Blackwater Mine, with Proven and Probable Reserves of 334Mt grading 0.8 grams per tonne gold. Both Mt. Milligan and the Blackwater Mine are two of the largest new copper/gold and gold mines respectively, in North America. On behalf of the Board of Directors of NORTH BAY RESOURCES INC. Jared LazersonCEO info@ X: @NorthBayRes YouTube: North Bay Resources - YouTube LinkedIn: North Bay Resources Inc | LinkedIn Cautionary Statement: This news release contains 'forward-looking information' within the meaning of the applicable securities regulations that is based on expectations, estimates, projections, and interpretations as of the date of this news release. Any statement that involves discussions with respect to predictions, expectations, interpretations, beliefs, plans, projections, objectives, assumptions, future events or performance including in respect of the size and use of proceeds of the Offering, the timing and ability of the Company to close the Offering, if at all, and the potential for the Company to achieve its stated objectives and/or meet expectations are not statements of historical fact and may be forward-looking information and are intended to identify forward-looking information. This forward-looking information is based on reasonable assumptions and estimates of the management of the Company, at the time it was made, involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from future results, performance or achievements expressed or implied by such forward-looking information. Although the forward-looking information contained in this news release is based upon what the Company's management believes, or believed at the time, to be reasonable assumptions, the parties cannot assure prospective purchasers of the offered securities that actual results will be consistent with such forward-looking information, as there may be other factors that cause results not to be as anticipated, estimated or intended, and neither the Company nor any other person associated with the Company assumes responsibility for the accuracy and completeness of any such forward-looking information. The Company does not undertake, and assumes no obligation, to update or revise any such forward-looking statements or forward-looking information contained herein to reflect new events or circumstances, except as may be required by in to access your portfolio
Yahoo
06-06-2025
- Business
- Yahoo
Venus Concept Announces Up To $3.45 Million Registered Direct Offering Priced At-The-Market Under Nasdaq Rules
$1.15 million upfront with up to an additional $2.3 million of potential aggregate gross proceeds upon the exercise in full of unregistered short-term warrants TORONTO, June 06, 2025 (GLOBE NEWSWIRE) -- Venus Concept Inc. ('Venus Concept' or the 'Company') (NASDAQ: VERO), a global medical aesthetic technology leader, today announced that it has entered into definitive agreements for the purchase and sale of 434,720 shares of common stock at a purchase price of $2.65 per share in a registered direct offering priced at-the-market under Nasdaq rules. In a concurrent private placement, the Company will issue unregistered short-term warrants to purchase up to 869,440 shares of common stock at an exercise price of $2.65 per share that will be immediately exercisable upon issuance and will expire eighteen months following the effective date of the registration statement covering the resale of the shares of common stock issuable upon exercise of the unregistered short-term warrants. The closing of the offering is expected to occur on or about June 9, 2025, subject to the satisfaction of customary closing conditions. H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering. The gross proceeds to the Company from the offering are expected to be approximately $1.15 million, before deducting placement agent fees and other offering expenses payable by the Company. The potential additional gross proceeds to the Company from the unregistered short-term warrants, if fully-exercised on a cash basis, will be approximately $2.3 million. No assurance can be given that any of such unregistered short-term warrants will be exercised. The Company intends to use the net proceeds from the offering for general corporate purposes. The common stock (but not the unregistered short-term warrants and the shares of common stock underlying the unregistered short-term warrants) described above are being offered by the Company pursuant to a 'shelf' registration statement on Form S-3 (File No. 333-282811) that was declared effective by the Securities and Exchange Commission (the 'SEC') on November 1, 2024. The offering of the shares of common stock is being made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the registered direct offering will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC's website at or by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, New York 10022, by phone at (212) 856-5711 or e-mail at placements@ The unregistered short-term warrants described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the 'Securities Act'), and/or Regulation D promulgated thereunder and, along with the shares of common stock underlying such unregistered short-term warrants, have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the unregistered short-term warrants and underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. About Venus Concept Venus Concept is an innovative global medical aesthetic technology leader with a broad product portfolio of minimally invasive and non-invasive medical aesthetic and hair restoration technologies and reach in over 60 countries and 9 direct markets. Venus Concept's product portfolio consists of aesthetic device platforms, including Venus Versa, Venus Versa Pro, Venus Legacy, Venus Velocity, Venus Viva, Venus Glow, Venus Bliss, Venus Bliss MAX, Venus Epileve, Venus Viva MD and Venus Concept's hair restoration systems include NeoGraft® and the ARTAS iX® Robotic Hair Restoration system. Venus Concept has been backed by leading healthcare industry growth equity investors, including EW Healthcare Partners (formerly Essex Woodlands), HealthQuest Capital, Longitude Capital Management and Aperture Venture Partners. Forward-Looking Statements This communication contains '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, including, without limitation, statements about the Company's financial condition, and other statements containing the words 'expect,' 'intend,' 'may,' 'will,' and similar expressions, constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations, estimates, forecasts, and projections about the Company's business and the industry in which it operates and management's beliefs and assumptions and are not guarantees of future performance or developments and involve known and unknown risks, uncertainties, and other factors that are in some cases beyond the Company's control. Factors that could materially affect the Company's business operations and financial performance and condition include, but are not limited to, the completion of the offering, the satisfaction of customary closing conditions related to the offering, the intended use of proceeds from the offering, the exercise of the unregistered short-term warrants prior to their expiration, those risks and uncertainties described under Part I Item 1A—'Risk Factors' in the Company's most recent Annual Report on Form 10-K, Part II Item 1A—'Risk Factors' in the Company's most recent Form 10-Q and in other documents the Company may file with the SEC. You are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on the forward-looking statements. The forward-looking statements are based on information available to the Company as of the date hereof. Unless required by law, the Company does not intend to publicly update or revise any forward-looking statements to reflect new information or future events or otherwise. Investor Relations Contact: ICR Westwicke on behalf of Venus Concept: Mike Piccinino, CFA VenusConceptIR@
Yahoo
06-06-2025
- Business
- Yahoo
Venus Concept Announces Up To $3.45 Million Registered Direct Offering Priced At-The-Market Under Nasdaq Rules
$1.15 million upfront with up to an additional $2.3 million of potential aggregate gross proceeds upon the exercise in full of unregistered short-term warrants TORONTO, June 06, 2025 (GLOBE NEWSWIRE) -- Venus Concept Inc. ('Venus Concept' or the 'Company') (NASDAQ: VERO), a global medical aesthetic technology leader, today announced that it has entered into definitive agreements for the purchase and sale of 434,720 shares of common stock at a purchase price of $2.65 per share in a registered direct offering priced at-the-market under Nasdaq rules. In a concurrent private placement, the Company will issue unregistered short-term warrants to purchase up to 869,440 shares of common stock at an exercise price of $2.65 per share that will be immediately exercisable upon issuance and will expire eighteen months following the effective date of the registration statement covering the resale of the shares of common stock issuable upon exercise of the unregistered short-term warrants. The closing of the offering is expected to occur on or about June 9, 2025, subject to the satisfaction of customary closing conditions. H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering. The gross proceeds to the Company from the offering are expected to be approximately $1.15 million, before deducting placement agent fees and other offering expenses payable by the Company. The potential additional gross proceeds to the Company from the unregistered short-term warrants, if fully-exercised on a cash basis, will be approximately $2.3 million. No assurance can be given that any of such unregistered short-term warrants will be exercised. The Company intends to use the net proceeds from the offering for general corporate purposes. The common stock (but not the unregistered short-term warrants and the shares of common stock underlying the unregistered short-term warrants) described above are being offered by the Company pursuant to a 'shelf' registration statement on Form S-3 (File No. 333-282811) that was declared effective by the Securities and Exchange Commission (the 'SEC') on November 1, 2024. The offering of the shares of common stock is being made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the registered direct offering will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC's website at or by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, New York 10022, by phone at (212) 856-5711 or e-mail at placements@ The unregistered short-term warrants described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the 'Securities Act'), and/or Regulation D promulgated thereunder and, along with the shares of common stock underlying such unregistered short-term warrants, have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the unregistered short-term warrants and underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. About Venus Concept Venus Concept is an innovative global medical aesthetic technology leader with a broad product portfolio of minimally invasive and non-invasive medical aesthetic and hair restoration technologies and reach in over 60 countries and 9 direct markets. Venus Concept's product portfolio consists of aesthetic device platforms, including Venus Versa, Venus Versa Pro, Venus Legacy, Venus Velocity, Venus Viva, Venus Glow, Venus Bliss, Venus Bliss MAX, Venus Epileve, Venus Viva MD and Venus Concept's hair restoration systems include NeoGraft® and the ARTAS iX® Robotic Hair Restoration system. Venus Concept has been backed by leading healthcare industry growth equity investors, including EW Healthcare Partners (formerly Essex Woodlands), HealthQuest Capital, Longitude Capital Management and Aperture Venture Partners. Forward-Looking Statements This communication contains '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, including, without limitation, statements about the Company's financial condition, and other statements containing the words 'expect,' 'intend,' 'may,' 'will,' and similar expressions, constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations, estimates, forecasts, and projections about the Company's business and the industry in which it operates and management's beliefs and assumptions and are not guarantees of future performance or developments and involve known and unknown risks, uncertainties, and other factors that are in some cases beyond the Company's control. Factors that could materially affect the Company's business operations and financial performance and condition include, but are not limited to, the completion of the offering, the satisfaction of customary closing conditions related to the offering, the intended use of proceeds from the offering, the exercise of the unregistered short-term warrants prior to their expiration, those risks and uncertainties described under Part I Item 1A—'Risk Factors' in the Company's most recent Annual Report on Form 10-K, Part II Item 1A—'Risk Factors' in the Company's most recent Form 10-Q and in other documents the Company may file with the SEC. You are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on the forward-looking statements. The forward-looking statements are based on information available to the Company as of the date hereof. Unless required by law, the Company does not intend to publicly update or revise any forward-looking statements to reflect new information or future events or otherwise. Investor Relations Contact: ICR Westwicke on behalf of Venus Concept: Mike Piccinino, CFA VenusConceptIR@ 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
Miami Herald
04-06-2025
- Business
- Miami Herald
Amaze to Participate in Webinar Series Beginning June 5, 2025
Company Conducting Capital Raise via Rule 506(c) Regulation D Offering in Conjunction with Webinar Series Management to Provide Update on Growth, Product Innovation, and Strategic Partnerships in $480B Creator Economy NEWPORT BEACH, CALIFORNIA / ACCESS Newswire / June 4, 2025 / Amaze Holdings, Inc. (NYSE American:AMZE) ("Amaze" or the "Company"), a global leader in creator-powered commerce, today announced that it will be participating in an upcoming webinar series hosted by Clout Hero. In conjunction with the webinar series, Amaze will be conducting a capital raise via a Rule 506(c) Regulation D offering for up to $25 million. Additional details can be found on the webinar landing page and in the Company's filings with the SEC. During the webinars, Aaron Day, CEO of Amaze Software, will present the Company's growth strategy and key initiatives, including product innovation, platform expansion, and new strategic partnerships. The first event will take place virtually on Thursday, June 5, 2025, at 9:00 a.m. PDT. To register for the webinar, please visit The webinar series will continue every Tuesday and Thursday throughout June, with the exception of the Juneteenth market holiday. "Amaze's momentum comes at a defining moment for the creator economy," said Bob Olejar, Founder of Clout Hero, organizer of the webinar series. "They're eliminating barriers to entry and enabling creators of all sizes to monetize with ease - no minimum follower count, no operational hurdles. We're excited to help share that story with investors and the broader market." With the creator economy projected to reach $480 billion by 2027, Amaze is scaling to meet global demand. Its platform simplifies the process for creators to launch products, monetize their content, and grow their businesses - all while integrating directly with the social platforms where creators already engage their audiences. Interested parties are encouraged to register now to attend the first webinar and learn more about Amaze's business at For investor information, please contact IR@ For press inquiries, please contact PR@ About Amaze:Amaze Holdings, Inc. is an end-to-end, creator-powered commerce platform offering tools for seamless product creation, advanced e-commerce solutions, and scalable managed services. By empowering anyone to "sell anything, anywhere," Amaze enables creators to tell their stories, cultivate deeper audience connections, and generate sustainable income through shoppable, authentic experiences. Discover more at About Clout Hero: Clout Hero stands out as the leading persuasive marketing company in the Regulation A and Regulation D fundraising marketplace. A spinoff of the pioneering marketing firm Placement Directory, Clout Hero brings over 20 years of marketing excellence into the finance industry. For the past three years, they have focused exclusively on supporting raises of $20 million or more, consistently delivering bold and results-driven strategies. Their expertise helps businesses engage investors and achieve their financial goals with confidence. Cautionary Note Regarding Forward-Looking Statements This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These statements relate to future events and developments or to our future operating or financial performance, are subject to risks and uncertainties and are based estimates and assumptions. Forward-looking statements may include, but are not limited to, statements about our market opportunity and potential growth of that market, strategies, initiatives, growth, revenues, expenditures, our plans and objectives for future operations, and future financial and business performance. These statements can be identified by words such as such as "may," "might," "should," "would," "could," "expect," "plan," "anticipate," "intend," "believe," "estimate," "predict," "potential" or "continue," and are based our current expectations and views concerning future events and developments and their potential effects on us. These statements are subject to known and unknown risks, uncertainties and assumptions that could cause actual results to differ materially from those projected or otherwise implied by the forward-looking statement. These risks include: our ability to execute our plans and strategies; our limited operating history and history of losses; our financial position and need for additional capital; our ability to attract and retain our creator base and expand the range of products available for sale; we may experience difficulties in managing our growth and expenses; we may not keep pace with technological advances; there may be undetected errors or defects in our software or issues related to data computing, processing or storage; our reliance on third parties to provide key services for our business, including cloud hosting, marketing platforms, payment providers and network providers; failure to maintain or enhance our brand; our ability to protect our intellectual property; significant interruptions, delays or outages in services from our platform; significant data breach or disruption of the information technology systems or networks and cyberattacks; risks associated with international operations; general economic and competitive factors affecting our business generally; changes in laws and regulations, including those related to privacy, online liability, consumer protection, and financial services; our dependence on senior management and other key personnel; and our ability to attract, retain and motivate qualified personnel and senior management. Additional risks and uncertainties that could cause actual outcomes and results to differ materially from those contemplated by the forward-looking statements are included in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other future filings and reports that we file with the Securities and Exchange Commission (SEC) from time to time. Given these risks and uncertainties, you should not place undue reliance on these forward-looking statements. Also, these forward-looking statements represent our estimates and assumptions only as of the date of the press release. Unless required by law, we undertake no obligation to update or revise any forward-looking statements to reflect new information or future events or developments. SOURCE: Amaze Holdings, Inc.
