BNB Standard Corp DEFA14A, filed Dec 9, 2024

BNB Standard Corp (BNC)

DEFA14A 2024-12-09

Added on October 18, 2026

☐	Preliminary Proxy Statement
☐	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☐	Definitive Proxy Statement
☒	Definitive Additional Materials
☐	Soliciting Material Pursuant to §240.14a-12a

☒	No fee required.
☐	Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

	(1)	Title of each class of securities to which transaction applies:


	(2)	Aggregate number of securities to which transaction applies:


	(3)	Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):


	(4)	Proposed maximum aggregate value of transaction:


	(5)	Total fee paid:



☐	Fee paid previously with preliminary materials.

☐	Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

	(1)	Amount Previously Paid:


	(2)	Form, Schedule or Registration Statement No.:


	(3)	Filing Party:


	(4)	Date Filed:

	-	Continued business, financial and legal due diligence and regulatory review and compliance;

	-	The preparation of audited financial statements of the Target prior to signing;

	-	Negotiating the definitive acquisition documentation, including indemnification and hold back terms; and

	-	Negotiating various ancillary agreements such as employment agreements with key operating persons and vendor and other financing arrangements.

	-	Completion of all required due diligence and final assessment of the Target and its operations;

	-	Delivery and review of the audited financial statements;

	-	Obtaining landlord consents and estoppel agreements and all other third party consents;

	-	Obtaining government approval for the transfer of certain operating licenses;

	-	Raising required acquisition funds, if any, and entry into vendor financing;

	-	Execution of the ancillary documents, including employment, non-competition and escrow arrangements; and

	-	The continued correctness of the representations and warranties and fulfillment of the pre-closing covenants by each of the parties to the acquisition agreement, and the target not having had any material adverse changes in its business and having the continued prospects of the business as then currently conducted.