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Friday at Canvas Stadium, 27 Colorado State seniors will play their final home game in Fort Collins.
Hidalgo leads No. 6 Notre Dame over JuJu Watkins and third-ranked USC 74-61 in big matchup out WestLiberal MP Bridget Archer crosses floor, joins Greens and Independents as social media ban passes first hurdle
Keir Starmer urges lasting solution as Israel and Hezbollah ceasefire deal announcedAUSTIN, Texas , Dec. 2, 2024 /PRNewswire/ -- Subsplash , the industry leader in engagement technology for churches, announced today its acquisition of Pulpit AI , the artificial intelligence company for pastors and churches. "At Subsplash, we're committed to supporting church communities by making it easier to share the truth of Jesus," said Tim Turner , CEO of Subsplash. "Pulpit AI allows us to provide hundreds of thousands of forward-looking church leaders with tools that multiply their content creation efforts—helping deepen discipleship within their communities!" This acquisition marks an exciting step forward in Subsplash's mission of equipping every church to engage more people through technology by transforming sermons into dynamic, discoverable content that reaches people every day of the week—anywhere, anytime. Pastors and church leaders can leverage the Subsplash Platform—mobile apps, online giving, live streaming, websites, media delivery, events management, communication tools, and more—now paired with the power of AI making it simple to upload sermons and automatically create a suite of content—from video clips for social media to study guides for small groups, sermon recaps, weekly newsletters, and more. "The Church should be at the forefront of innovation and creativity," said Turner. "We can't wait to see how this acquisition helps amplify the gospel message and, by the grace of Jesus, we'll never stop innovating for His Church." With Subsplash & Pulpit AI's advanced tools, pastors can save valuable time while broadening the reach and impact of their messages. By enabling church leaders to repurpose their sermons quickly and effectively, Subsplash aims to enhance engagement with each sermon created, connecting congregations with meaningful content throughout the week. About Subsplash Subsplash is the industry leader in Fintech and mobile SaaS with an award-winning digital engagement platform used by over 20,000 leading churches and ministries around the world. Subsplash is passionate about helping mission-minded organizations engage their audiences through centralized, easy-to-manage systems. As the creators of the Ultimate Engagement PlatformTM, they're dedicated to delivering delight to millions of people through custom mobile apps, websites, live streaming, media hosting delivery, online giving, events management, communication tools, and more. View original content to download multimedia: https://www.prnewswire.com/news-releases/subsplash-acquires-pulpit-ai-an-innovative-platform-leveraging-ai-to-help-streamline-content-creation--boost-sermon-engagement-for-churches-302320167.html SOURCE Subsplash
WEX to Present at UBS Global Technology and AI Conference18-year-old Butterball turkey video haunts company at its busiest time of the year
A ceasefire deal that could end more than a year of cross-border fighting between Israel and Lebanon’s Hezbollah militant group won backing from Israeli leaders Tuesday, raising hopes and renewing difficult questions in a region gripped by conflict. Hezbollah leaders also signaled tentative backing for the U.S.-brokered deal, which offers both sides an off-ramp from hostilities that have driven more than 1.2 million Lebanese and 50,000 Israelis from their homes. An intense bombing campaign by Israel has killed more than 3,700 people, many of them civilians, Lebanese officials say. But while the deal, set to take effect early Wednesday, could significantly calm the tensions that have inflamed the region, it does little directly to resolve the much deadlier war that has raged in Gaza since the Hamas attack on southern Israel in October 2023 that killed 1,200 people. Hezbollah, which began firing scores of rockets into Israel the following day in support of Hamas, has previously said it would keep fighting until there was a stop to the fighting in Gaza. Here’s what to know about the tentative ceasefire agreement and its potential implications: The terms of the deal The agreement reportedly calls for a 60-day halt in fighting that would see Israeli troops retreat to their side of the border while requiring Hezbollah to end its armed presence in a broad swath of southern Lebanon. President Joe Biden said Tuesday that the deal is set to take effect at 4 a.m. local time on Wednesday (9 p.m. EST Tuesday). Under the deal, thousands of Lebanese troops and U.N. peacekeepers are to deploy to the region south of the Litani River. An international panel lead by the U.S. would monitor compliance by all sides. Biden said the deal “was designed to be a permanent cessation of hostilities.” Israel has demanded the right to act should Hezbollah violate its obligations. Lebanese officials have rejected writing that into the proposal. Israel’s Defense Minister Israel Katz insisted Tuesday that the military would strike Hezbollah if the U.N. peacekeeping force, known as , does not provide “effective enforcement” of the deal. Lingering uncertainty A Hezbollah leader said the group’s support for the deal hinged on clarity that Israel would not renew its attacks. “After reviewing the agreement signed by the enemy government, we will see if there is a match between what we stated and what was agreed upon by the Lebanese officials,” Mahmoud Qamati, deputy chair of Hezbollah’s political council, told the Qatari satellite news network Al Jazeera. “We want an end to the aggression, of course, but not at the expense of the sovereignty of the state” of Lebanon, he said. The European Union’s top diplomat, Josep Borrell, said Tuesday that Israel’s security concerns had been addressed in the deal also brokered by France. Where the fighting has left both sides After months of cross-border bombings, Israel can claim major victories, including the killing of Hezbollah’s top leader, Hassan Nasrallah, most of his senior commanders and the destruction of extensive militant infrastructure. A complex attack in September involving the explosion of hundreds of walkie-talkies and pagers used by Hezbollah was widely attributed to Israel, signaling a remarkable penetration of the militant group. The damage inflicted on Hezbollah has come not only in its ranks, but to the reputation it built by fighting Israel to a stalemate in the 2006 war. Still, its fighters managed to put up heavy resistance on the ground, slowing Israel’s advance while continuing to fire scores of rockets, missiles and drones across the border each day. The ceasefire offers relief to both sides, giving Israel’s overstretched army a break and allowing Hezbollah leaders to tout the group’s effectiveness in holding their ground despite Israel’s massive advantage in weaponry. But the group is likely to face a reckoning, with many Lebanese accusing it of tying their country’s fate to Gaza’s at the service of key ally Iran, inflicting great damage on a Lebanese economy that was already in grave condition. No answers for Gaza Until now, Hezbollah has insisted that it would only halt its attacks on Israel when it agreed to stop fighting in Gaza. Some in the region are likely to view a deal between the Lebanon-based group and Israel as a capitulation. In Gaza, where officials say the war has killed more than 44,000 Palestinians, Israel’s attacks have inflicted a heavy toll on Hamas, including the killing of the group’s top leaders. But Hamas fighters continue to hold scores of Israeli hostages, giving the militant group a bargaining chip if indirect ceasefire negotiations resume. Hamas is likely to continue to demand a lasting truce and a full Israeli withdrawal from Gaza in any such deal. Palestinian Authority President Mahmoud Abbas offered a pointed reminder Tuesday of the intractability of the war, demanding urgent international intervention. “The only way to halt the dangerous escalation we are witnessing in the region, and maintain regional and international stability, security and peace, is to resolve the question of Palestine,” he said in a speech to the U.N. read by his ambassador. Adam Geller, The Associated Press
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ITV I'm A Celebrity fans in hysterics as Coleen Rooney reveals Wayne's blunder at Beckham partyWASHINGTON (AP) — As a former and potentially future president, Donald Trump hailed what would become Project 2025 as a road map for “exactly what our movement will do” with another crack at the White House. As the blueprint for a hard-right turn in America became a liability during the 2024 campaign, Trump pulled an about-face . He denied knowing anything about the “ridiculous and abysmal” plans written in part by his first-term aides and allies. Now, after being elected the 47th president on Nov. 5, Trump is stocking his second administration with key players in the detailed effort he temporarily shunned. Most notably, Trump has tapped Russell Vought for an encore as director of the Office of Management and Budget; Tom Homan, his former immigration chief, as “border czar;” and immigration hardliner Stephen Miller as deputy chief of policy . Those moves have accelerated criticisms from Democrats who warn that Trump's election hands government reins to movement conservatives who spent years envisioning how to concentrate power in the West Wing and impose a starkly rightward shift across the U.S. government and society. Trump and his aides maintain that he won a mandate to overhaul Washington. But they maintain the specifics are his alone. “President Trump never had anything to do with Project 2025,” said Trump spokeswoman Karoline Leavitt in a statement. “All of President Trumps' Cabinet nominees and appointments are whole-heartedly committed to President Trump's agenda, not the agenda of outside groups.” Here is a look at what some of Trump's choices portend for his second presidency. As budget chief, Vought envisions a sweeping, powerful perch The Office of Management and Budget director, a role Vought held under Trump previously and requires Senate confirmation, prepares a president's proposed budget and is generally responsible for implementing the administration's agenda across agencies. The job is influential but Vought made clear as author of a Project 2025 chapter on presidential authority that he wants the post to wield more direct power. “The Director must view his job as the best, most comprehensive approximation of the President’s mind,” Vought wrote. The OMB, he wrote, “is a President’s air-traffic control system” and should be “involved in all aspects of the White House policy process,” becoming “powerful enough to override implementing agencies’ bureaucracies.” Trump did not go into such details when naming Vought but implicitly endorsed aggressive action. Vought, the president-elect said, “knows exactly how to dismantle the Deep State” — Trump’s catch-all for federal bureaucracy — and would help “restore fiscal sanity.” In June, speaking on former Trump aide Steve Bannon’s “War Room” podcast, Vought relished the potential tension: “We’re not going to save our country without a little confrontation.” Vought could help Musk and Trump remake government's role and scope The strategy of further concentrating federal authority in the presidency permeates Project 2025's and Trump's campaign proposals. Vought's vision is especially striking when paired with Trump's proposals to dramatically expand the president's control over federal workers and government purse strings — ideas intertwined with the president-elect tapping mega-billionaire Elon Musk and venture capitalist Vivek Ramaswamy to lead a “Department of Government Efficiency.” Trump in his first term sought to remake the federal civil service by reclassifying tens of thousands of federal civil service workers — who have job protection through changes in administration — as political appointees, making them easier to fire and replace with loyalists. Currently, only about 4,000 of the federal government's roughly 2 million workers are political appointees. President Joe Biden rescinded Trump's changes. Trump can now reinstate them. Meanwhile, Musk's and Ramaswamy's sweeping “efficiency” mandates from Trump could turn on an old, defunct constitutional theory that the president — not Congress — is the real gatekeeper of federal spending. In his “Agenda 47,” Trump endorsed so-called “impoundment,” which holds that when lawmakers pass appropriations bills, they simply set a spending ceiling, but not a floor. The president, the theory holds, can simply decide not to spend money on anything he deems unnecessary. Vought did not venture into impoundment in his Project 2025 chapter. But, he wrote, “The President should use every possible tool to propose and impose fiscal discipline on the federal government. Anything short of that would constitute abject failure.” Trump's choice immediately sparked backlash. “Russ Vought is a far-right ideologue who has tried to break the law to give President Trump unilateral authority he does not possess to override the spending decisions of Congress (and) who has and will again fight to give Trump the ability to summarily fire tens of thousands of civil servants,” said Sen. Patty Murray of Washington, a Democrat and outgoing Senate Appropriations chairwoman. Reps. Jamie Raskin of Maryland and Melanie Stansbury of New Mexico, leading Democrats on the House Committee on Oversight and Accountability, said Vought wants to “dismantle the expert federal workforce” to the detriment of Americans who depend on everything from veterans' health care to Social Security benefits. “Pain itself is the agenda,” they said. Homan and Miller reflect Trump's and Project 2025's immigration overl ap Trump’s protests about Project 2025 always glossed over overlaps in the two agendas . Both want to reimpose Trump-era immigration limits. Project 2025 includes a litany of detailed proposals for various U.S. immigration statutes, executive branch rules and agreements with other countries — reducing the number of refugees, work visa recipients and asylum seekers, for example. Miller is one of Trump's longest-serving advisers and architect of his immigration ideas, including his promise of the largest deportation force in U.S. history. As deputy policy chief, which is not subject to Senate confirmation, Miller would remain in Trump's West Wing inner circle. “America is for Americans and Americans only,” Miller said at Trump’s Madison Square Garden rally on Oct. 27. “America First Legal,” Miller’s organization founded as an ideological counter to the American Civil Liberties Union, was listed as an advisory group to Project 2025 until Miller asked that the name be removed because of negative attention. Homan, a Project 2025 named contributor, was an acting U.S. Immigration and Customs Enforcement director during Trump’s first presidency, playing a key role in what became known as Trump's “family separation policy.” Previewing Trump 2.0 earlier this year, Homan said: “No one’s off the table. If you’re here illegally, you better be looking over your shoulder.” Project 2025 contributors slated for CIA and Federal Communications chiefs John Ratcliffe, Trump's pick to lead the CIA , was previously one of Trump's directors of national intelligence. He is a Project 2025 contributor. The document's chapter on U.S. intelligence was written by Dustin Carmack, Ratcliffe's chief of staff in the first Trump administration. Reflecting Ratcliffe's and Trump's approach, Carmack declared the intelligence establishment too cautious. Ratcliffe, like the chapter attributed to Carmack, is hawkish toward China. Throughout the Project 2025 document, Beijing is framed as a U.S. adversary that cannot be trusted. Brendan Carr, the senior Republican on the Federal Communications Commission, wrote Project 2025's FCC chapter and is now Trump's pick to chair the panel. Carr wrote that the FCC chairman “is empowered with significant authority that is not shared” with other FCC members. He called for the FCC to address “threats to individual liberty posed by corporations that are abusing dominant positions in the market,” specifically “Big Tech and its attempts to drive diverse political viewpoints from the digital town square.” He called for more stringent transparency rules for social media platforms like Facebook and YouTube and “empower consumers to choose their own content filters and fact checkers, if any.” Carr and Ratcliffe would require Senate confirmation for their posts. ___
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The New England Patriots can only move up one spot in the projected 2025 NFL draft order through Sunday's Week 13 results. New England did not get any help from the New York Giants and Las Vegas Raiders, both of whom dropped to 2-10 on Thursday and Friday. The Patriots need the Jacksonville Jaguars to miraculously pull off a divisional upset to have any potential of moving into the top three. That's assuming the Patriots lose to the Indianapolis Colts at home on Sunday. A loss to the Colts isn't the worth thing because it gets the Pats closer to a premier draft pick, but the franchise has to walk the fine balance of wanting to lose while also having Drake Maye improve each week at quarterback. As unlikely as it sounds, the Patriots need to root for the Jaguars to upset the Houston Texans. Jacksonville is the only two-win team that hasn't played yet in Week 13. The Giants and Raiders already moved to 2-10. The only hope for the Patriots is that the Jaguars find a way to respond off the bye following their humiliating loss at the hands of the Detroit Lions. Jacksonville gave Houston a game back in Week 4 in a 24-20 defeat and it is 1-1 in AFC South games so far this season. The Patriots should hope for the Jags to upset for the divisional game off the bye so at least one of the two-win teams can be cleared out. The Carolina Panthers showed more promise than expected in the last few weeks. Carolina knocked off the New Orleans Saints and Giants and then played a close game with the Kansas City Chiefs. The Panthers are trending in the right direction ahead of their clash with the Tampa Bay Buccaneers, which is exactly what the Pats want to see. Carolina currently holds the No. 5 pick in the projected order. Another win could clear the Panthers out of the top five mix entirely. Rooting for the New York Jets is easier to do when it benefits the Patriots' draft stock. The Jets hold the No. 6 pick in the projected order ahead of their home clash with the Seattle Seahawks. The Patriots would love for the Jets to clear themselves out of the race for a top-five pick so they can benefit and so that an elite talent does not land elsewhere in the AFC East. However, the Jets only have one win dating back to Week 4 and Seattle needs a win of its own to keep pace in a competitive NFC West title race. The Jets might be close to giving up on their season, but for New England's sake, it needs to hope that isn't the case just yet for Aaron Rodgers and Co.WASHINGTON (AP) — As a former and potentially future president, Donald Trump hailed what would become Project 2025 as a road map for “exactly what our movement will do” with another crack at the White House. As the blueprint for a hard-right turn in America became a liability during the 2024 campaign, Trump pulled an about-face . He denied knowing anything about the “ridiculous and abysmal” plans written in part by his first-term aides and allies. Now, after being elected the 47th president on Nov. 5, Trump is stocking his second administration with key players in the detailed effort he temporarily shunned. Most notably, Trump has tapped Russell Vought for an encore as director of the Office of Management and Budget; Tom Homan, his former immigration chief, as “border czar;” and immigration hardliner Stephen Miller as deputy chief of policy . Those moves have accelerated criticisms from Democrats who warn that Trump's election hands government reins to movement conservatives who spent years envisioning how to concentrate power in the West Wing and impose a starkly rightward shift across the U.S. government and society. Trump and his aides maintain that he won a mandate to overhaul Washington. But they maintain the specifics are his alone. “President Trump never had anything to do with Project 2025,” said Trump spokeswoman Karoline Leavitt in a statement. “All of President Trumps' Cabinet nominees and appointments are whole-heartedly committed to President Trump's agenda, not the agenda of outside groups.” Here is a look at what some of Trump's choices portend for his second presidency. As budget chief, Vought envisions a sweeping, powerful perch The Office of Management and Budget director, a role Vought held under Trump previously and requires Senate confirmation, prepares a president's proposed budget and is generally responsible for implementing the administration's agenda across agencies. The job is influential but Vought made clear as author of a Project 2025 chapter on presidential authority that he wants the post to wield more direct power. “The Director must view his job as the best, most comprehensive approximation of the President’s mind,” Vought wrote. The OMB, he wrote, “is a President’s air-traffic control system” and should be “involved in all aspects of the White House policy process,” becoming “powerful enough to override implementing agencies’ bureaucracies.” Trump did not go into such details when naming Vought but implicitly endorsed aggressive action. Vought, the president-elect said, “knows exactly how to dismantle the Deep State” — Trump’s catch-all for federal bureaucracy — and would help “restore fiscal sanity.” In June, speaking on former Trump aide Steve Bannon’s “War Room” podcast, Vought relished the potential tension: “We’re not going to save our country without a little confrontation.” Vought could help Musk and Trump remake government's role and scope The strategy of further concentrating federal authority in the presidency permeates Project 2025's and Trump's campaign proposals. Vought's vision is especially striking when paired with Trump's proposals to dramatically expand the president's control over federal workers and government purse strings — ideas intertwined with the president-elect tapping mega-billionaire Elon Musk and venture capitalist Vivek Ramaswamy to lead a “Department of Government Efficiency.” Trump in his first term sought to remake the federal civil service by reclassifying tens of thousands of federal civil service workers — who have job protection through changes in administration — as political appointees, making them easier to fire and replace with loyalists. Currently, only about 4,000 of the federal government's roughly 2 million workers are political appointees. President Joe Biden rescinded Trump's changes. Trump can now reinstate them. Meanwhile, Musk's and Ramaswamy's sweeping “efficiency” mandates from Trump could turn on an old, defunct constitutional theory that the president — not Congress — is the real gatekeeper of federal spending. In his “Agenda 47,” Trump endorsed so-called “impoundment,” which holds that when lawmakers pass appropriations bills, they simply set a spending ceiling, but not a floor. The president, the theory holds, can simply decide not to spend money on anything he deems unnecessary. Vought did not venture into impoundment in his Project 2025 chapter. But, he wrote, “The President should use every possible tool to propose and impose fiscal discipline on the federal government. Anything short of that would constitute abject failure.” Trump's choice immediately sparked backlash. “Russ Vought is a far-right ideologue who has tried to break the law to give President Trump unilateral authority he does not possess to override the spending decisions of Congress (and) who has and will again fight to give Trump the ability to summarily fire tens of thousands of civil servants,” said Sen. Patty Murray of Washington, a Democrat and outgoing Senate Appropriations chairwoman. Reps. Jamie Raskin of Maryland and Melanie Stansbury of New Mexico, leading Democrats on the House Committee on Oversight and Accountability, said Vought wants to “dismantle the expert federal workforce” to the detriment of Americans who depend on everything from veterans' health care to Social Security benefits. “Pain itself is the agenda,” they said. Homan and Miller reflect Trump's and Project 2025's immigration overl ap Trump’s protests about Project 2025 always glossed over overlaps in the two agendas . Both want to reimpose Trump-era immigration limits. Project 2025 includes a litany of detailed proposals for various U.S. immigration statutes, executive branch rules and agreements with other countries — reducing the number of refugees, work visa recipients and asylum seekers, for example. Miller is one of Trump's longest-serving advisers and architect of his immigration ideas, including his promise of the largest deportation force in U.S. history. As deputy policy chief, which is not subject to Senate confirmation, Miller would remain in Trump's West Wing inner circle. “America is for Americans and Americans only,” Miller said at Trump’s Madison Square Garden rally on Oct. 27. “America First Legal,” Miller’s organization founded as an ideological counter to the American Civil Liberties Union, was listed as an advisory group to Project 2025 until Miller asked that the name be removed because of negative attention. Homan, a Project 2025 named contributor, was an acting U.S. Immigration and Customs Enforcement director during Trump’s first presidency, playing a key role in what became known as Trump's “family separation policy.” Previewing Trump 2.0 earlier this year, Homan said: “No one’s off the table. If you’re here illegally, you better be looking over your shoulder.” Project 2025 contributors slated for CIA and Federal Communications chiefs John Ratcliffe, Trump's pick to lead the CIA , was previously one of Trump's directors of national intelligence. He is a Project 2025 contributor. The document's chapter on U.S. intelligence was written by Dustin Carmack, Ratcliffe's chief of staff in the first Trump administration. Reflecting Ratcliffe's and Trump's approach, Carmack declared the intelligence establishment too cautious. Ratcliffe, like the chapter attributed to Carmack, is hawkish toward China. Throughout the Project 2025 document, Beijing is framed as a U.S. adversary that cannot be trusted. Brendan Carr, the senior Republican on the Federal Communications Commission, wrote Project 2025's FCC chapter and is now Trump's pick to chair the panel. Carr wrote that the FCC chairman “is empowered with significant authority that is not shared” with other FCC members. He called for the FCC to address “threats to individual liberty posed by corporations that are abusing dominant positions in the market,” specifically “Big Tech and its attempts to drive diverse political viewpoints from the digital town square.” He called for more stringent transparency rules for social media platforms like Facebook and YouTube and “empower consumers to choose their own content filters and fact checkers, if any.” Carr and Ratcliffe would require Senate confirmation for their posts.
Kiran: Leaders should represent citizensThe Cupertino City Council contest is headed for a recount following a two-week long stand off between Ray Wang and Rod Sinks to fill the second open seat. A recount by the Santa Clara County Register of Voters is triggered when the margin of victory between two candidates is less than 0.25% of all ballots cast, or less than 25 votes. A candidate only needs to win by one vote after the recount is finished. So far the two candidates are separated by 65 votes of all ballots casted, which the county recognizes as meeting the 0.25% requirement. Wang has a small lead as of Friday. Cupertino’s recount will begin Monday and continue daily until all the ballots are counted, including the 7,000 unprocessed ballots left in the county as of Friday. The Register of Voters doesn’t know how long Cupertino’s will take, but volunteers are required to finish prior to certification on Dec 5, according to Associate Community Officer Michael Borja. Seven candidates were vying to fill Cupertino’s two open council seats this election season, including incumbents Hung Wei and Kitty Moore, former mayors Sinks, Gilbert Wong and Barry Chang, former planning commissioner Wang and political newcomer Claudio Bono. Moore has secured her spot on the council so far, leading with 25% of the votes as of Friday. Moore and Wang were running on a joint platform of promoting more fiscal accountability and transparency on the council and encouraging the city to consider the environmental and public safety concerns of large development projects. Wang thinks the results of the recount will be close, and sees the process as a sign of the city’s good voter turnout. “We’re optimistic and have a lot of support in the community,” Wang said. “We’re looking forward to a resident focus approach.” Sinks could not be reached for comment. The former mayor has voiced his support for turning The Rise into a vibrant downtown for Cupertino. He is campaigning for more inter-city transportation services and a business-friendly environment. Cupertino isn’t the only city to undergo a recount. The Palo Alto City Council will also start a recount on Monday for candidates Keith Reckdahl and Doria Summa, who are vying for the fourth open seat.
Bourke Street Mall gets a glow-up: Hotels, retail and ‘Mecca of all Meccas’SINGAPORE , Nov. 30, 2024 /PRNewswire/ -- Amber DWM Holding Limited ("Amber DWM"), the holding entity of Amber Group's digital wealth management business, known as Amber Premium ("Amber Premium"), today announced that it has entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") with iClick Interactive Asia Group Limited ("iClick" or the "Listco") (NASDAQ: ICLK) and Overlord Merger Sub Ltd. ("Merger Sub"), a Cayman Islands exempted company and a direct, wholly owned subsidiary of the Listco. Under the Merger Agreement, Merger Sub will merge with and into Amber DWM, with Amber DWM continuing as the surviving entity and becoming a wholly-owned subsidiary of the Listco (the "Merger"). Amber DWM's shareholders will exchange all of their issued and outstanding share capital for a mix of newly issued Class A and Class B ordinary shares of the Listco on the terms and conditions set forth therein in a transaction exempt from the registration requirements under the Securities Act of 1933. Wayne Huo , Chief Executive Officer and Director of Amber DWM , said: " We are thrilled to embark on this transformative journey with iClick. This merger represents a significant milestone, bringing together Amber Premium's expertise in digital wealth management and iClick's innovative marketing technology. Together, we aim to redefine the digital financial ecosystem, delivering unparalleled value to our clients and stakeholders. By bridging the worlds of blockchain, fintech and digital marketing, we are unlocking new opportunities to revolutionize how value is created and exchanged in the digital economy ." The transaction values Amber DWM at US$360 million and the Listco at US$40 million by equity value on a fully diluted basis (assuming completion of certain restructuring as set forth in the Merger Agreement). Upon closing of the Merger (the "Closing"), the Amber DWM shareholders and the Listco shareholders (including holders of ADSs) will own approximately 90% and 10%, respectively, of the outstanding shares of the combined company, or 97% and 3% voting power, respectively. The Merger Agreement also contemplates that, upon the Closing, the Listco will change its name to "Amber International Holding Limited" and adopt the tenth amended and restated memorandum and articles of association of the Listco, in each case immediately before the effective time of the Merger (the "Effective Time"), following which the authorized share capital of the Listco shall only consist of Class A ordinary shares and Class B ordinary shares (with different voting powers but equal economic rights), a par value of US$0.001 each. Please refer to the Merger Agreement filed as Exhibit 99.2 to the Form 6-K furnished by the Listco to the SEC on November 29, 2024 for more details. The Listco's board of directors (the "Board") approved the Merger Agreement and other transaction documents, including but not limited to the voting agreement entered into by and among certain shareholders of the Listco (who holds approximately 36% of the outstanding shares representing 71% voting power of the Listco as of the date of this press release), the Listco and Amber DWM (the "Voting Agreement") (collectively, the "Transaction Documents"), and the transactions contemplated thereunder (the "Transactions"), with the assistance of its financial and legal advisors. The Board also resolved to recommend that the Listco's shareholders vote to authorize and approve the Transaction Documents and the Transactions when they are submitted for shareholder approval. In connection with the Transaction, each of the shareholders of Amber DWM immediately prior to the consummation of the Merger is entering into a lock-up agreement with the Listco pursuant to which they have agreed not to transfer the shares received in consideration of the Merger for a period of 12 months following the Merger closing. The completion of the Transactions is subject to the satisfaction of closing conditions set forth in the Merger Agreement, including, among other things, receipt of the Listco's shareholder approval and regulatory/stock exchange approvals (if applicable). The Merger Agreement provides for a long-stop date for any party to terminate the agreement if the Merger is not completed by June 30, 2025 . " This merger represents a transformative opportunity to broaden our business portfolio by integrating Amber Premium's state-of-the-art digital wealth management solutions. By uniting iClick's robust data analytic and enterprise software expertise with Amber Premium's advanced digital wealth management services, we aim to unblock synergies between traditional finance and the rapidly evolving digital asset ecosystem, particularly benefitting corporate and high net worth individual clients ", said Mr. Jian Tang , Chairman, Chief Executive Officer and Co-Founder of iClick . The foregoing description of the Merger Agreement and the Voting Agreement does not purport to be complete and is qualified in its entirety to the full text of the Merger Agreement and the Voting Agreement, which are filed as Exhibits 99.2 and 99.3 to the Form 6-K furnished by the Listco to the SEC on 29, 2024, respectively. Simpson Thacher & Bartlett LLP is serving as U.S. legal counsel to Amber DWM. Cleary Gottlieb Steen & Hamilton LLP is serving as U.S. legal counsel to iClick. About Amber Premium Amber Premium, the business brand behind Amber DWM Holding Limited, is a leading digital wealth management platform offering private banking-level solutions tailored for the dynamic crypto economy. Serving a premium clientele of esteemed institutions and qualified individuals, Amber Premium develops and supports innovative digital wealth management products. Its institutional-grade access and operations makes it the top choice for one-stop digital wealth management services, providing tailored, secure solutions that drive growth in the Web3 economy. About iClick Interactive Asia Group Limited Founded in 2009, iClick Interactive Asia Group Limited (NASDAQ: ICLK) is a renowned online marketing and enterprise solutions provider in Asia . With its leading proprietary technologies, iClick's full suite of data-driven solutions helps brands drive significant business growth and profitability throughout the full consumer lifecycle. For more information, please visit https://ir.i-click.com . Safe Harbor Statement This press release contains certain "forward-looking statements." These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements about the pending transactions described herein, and the parties' perspectives and expectations, are forward-looking statements. The words "will," "expect," "believe," "estimate," "intend," "plan" and similar expressions indicate forward-looking statements. Such forward-looking statements are inherently uncertain, and shareholders and other potential investors must recognize that actual results may differ materially from the expectations as a result of a variety of factors. Such forward-looking statements are based upon management's current expectations and include known and unknown risks, uncertainties and other factors, many of which are hard to predict or control, that may cause the actual results, performance, or plans to differ materially from any future results, performance or plans expressed or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to: (i) risks related to the expected timing and likelihood of completion of the proposed transaction, including the risk that the transaction may not close due to one or more closing conditions to the transaction not being satisfied or waived; (ii) the occurrence of any event, change or other circumstances that could give rise to the termination of the applicable transaction agreements; (iii) the risk that there may be a material adverse change with respect to the financial position, performance, operations or prospects of the Listco, Amber DWM or the combined entity; (iv) risks related to disruption of management time from ongoing business operations due to the proposed transaction; (v) the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of the Listco's securities; (vi) the risk that the proposed transaction and its announcement could have an adverse effect on the ability of Amber DWM or the combined entity to retain customers and retain and hire key personnel and maintain relationships with their suppliers and customers and on their operating results and businesses generally; (vii) any changes in the business or operating prospects of Amber DWM and the combined entity or their businesses; (viii) changes in applicable laws and regulations; and (ix) risks relating to Amber DWM's and the combined company's ability to enhance their services and products, execute their business strategy, expand their customer base and maintain stable relationship with their business partners. A further list and description of risks and uncertainties can be found in the proxy statement that will be filed with the SEC by the Listco in connection with the proposed transactions, and other documents that the parties may file or furnish with the SEC, which you are encouraged to read. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements. Forward-looking statements relate only to the date they were made, and the Listco, Amber DWM and their respective subsidiaries and affiliates undertake no obligation to update forward-looking statements to reflect events or circumstances after the date they were made except as required by law or applicable regulation. No Offer or Solicitation This press release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the transactions described above and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of Amber DWM, the Listco or the combined company, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom. Participants in the Solicitation The Listco, Amber DWM and their respective directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of the Listco in connection with the proposed transaction. A list of the names of such directors and executive officers and information regarding their interests in the proposed transaction will be included in the proxy statement pertaining to the proposed transaction when it becomes available for the proposed transaction. Additional Information and Where to Find It The Listco will file with the SEC and mail to its shareholders a proxy statement in connection with the proposed transaction. Investors and securityholders are urged to read the proxy statement when it becomes available because it will contain important information regarding the proposed arrangement. You may access the proxy statement (when available) and other related documents filed by the Listco with the SEC at the SEC's website at www.sec.gov . You also may obtain the proxy statement (when it is available) and other documents filed by the Listco with the SEC relating to the proposed arrangement for free by accessing the Listco's website at ir.i-click.com . View original content to download multimedia: https://www.prnewswire.com/news-releases/amber-groups-subsidiary-amber-dwm-holding-limited-and-nasdaq-listed-iclick-interactive-asia-group-limited-enter-into-a-definitive-merger-agreement-302319082.html SOURCE Amber Group
People are getting $100 checks from Elon Musk’s America PAC—even if they didn't sign the petitionAuthorities in Pakistan launch operation to clear Khan supporters from capitalThe former Geordie Shore star, who is nearly eight months pregnant, thanked a security company “for all the hard work this week” after adding the protections to her home. “Trebling our security measures, worth every penny to feel safe again in my own home,” the 34-year-old said in a post to her Instagram story. “Scumbags are gunna get a big shock the next time they even step foot on any perimeter of my land.” It comes after her fiance, Jake Ankers, said on social media that a group of men carrying a machete entered their home on Thursday evening while they were in the house with their two-year-old daughter. The businessman said one of the four men “had a red balaclava on” and was carrying the weapon at the top of the stairs. Durham Constabulary were alerted at 7pm on Thursday to reports of an aggravated burglary in Houghton-le-Spring, a town in the Sunderland area. A spokeswoman for the force said: “Officers attended the area, however the suspects left the scene before their arrival. “Nobody was injured in the incident and no items are believed to have been taken.” She added that an investigation is under way and anyone with information is asked to contact police. After the incident, Crosby was admitted to hospital after experiencing “serious pains” in her stomach, but confirmed her baby is “all fine”. Ankers appeared with the reality star on BBC Three reality show Charlotte In Sunderland. Crosby is best known for appearing in the MTV reality series Geordie Shore and winning the 12th series of Celebrity Big Brother in 2013. She and Ankers got engaged in October 2023 after she gave birth to their first child in 2022.