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Contract analysis / form-8k-closing-announcement-draft.docx
form-8k-closing-announcement-draft.docx
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1. Commission File Number. Confirm the Company's Commission File Number for inclusion in
1. Commission File Number. Confirm the Company's Commission File Number for inclusion in the header. This number was intentionally left bracketed pending confirmation.
2. Registrant Telephone Number. Confirm the registrant's telephone number for inclusion i
2. Registrant Telephone Number. Confirm the registrant's telephone number for inclusion in the header.
3. Exhibit List. Confirm final exhibit list with Ridgeway Phelps & Sato LLP, including wh
3. Exhibit List. Confirm final exhibit list with Ridgeway Phelps & Sato LLP, including whether the Credit Agreement, Escrow Agreement, Rollover Agreements or Restrictive Covenant Agreements should be filed as exhibits to this Form 8-K or reserved for subsequent filings.
4. Item 5.02 — Post-Closing Officer Appointments. Confirm whether any additional disclosu
4. Item 5.02 — Post-Closing Officer Appointments. Confirm whether any additional disclosure is needed under Item 5.02 for post-closing officer appointments or departures beyond the continuation of Jonathan Hargrove (CEO) and Sienna Whitfield (CFO) and the resignations of the pre-Merger board. Confirm identities of Fund VI-designated directors for inclusion.
5. Letter of Transmittal Mailing Date. Confirm with Cascade Corporate Services Inc. the e
5. Letter of Transmittal Mailing Date. Confirm with Cascade Corporate Services Inc. the exact date of the Letter of Transmittal mailing (currently reflected as "on or about July 10, 2024").
6. Form 25 and Form 15 Filing Dates. Confirm that Form 25 was filed on July 10, 2024, and
6. Form 25 and Form 15 Filing Dates. Confirm that Form 25 was filed on July 10, 2024, and confirm the intended filing date of Form 15 (currently reflected as on or about July 30, 2024).
7. Appraisal Demands. Confirm whether the Company has received any demands for appraisal
7. Appraisal Demands. Confirm whether the Company has received any demands for appraisal under DGCL § 262 and whether any additional disclosure is required regarding the number of shares for which appraisal was demanded.
8. Press Release. Confirm that the press release (Exhibit 99.1) has been finalized and ap
8. Press Release. Confirm that the press release (Exhibit 99.1) has been finalized and approved by both Solara and the Company for filing.
9. XBRL Tagging. Coordinate with the Company's EDGAR filing agent regarding Inline XBRL t
9. XBRL Tagging. Coordinate with the Company's EDGAR filing agent regarding Inline XBRL tagging requirements for the cover page. England and Wales | [__]-[____] | 83-2196754 (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) Title of each class | Trading Symbol(s) | Name of each exchange on which registered Common Stock, nominal value £0.01 per share | CLDM |