Основная статистика
| LEI | 549300AJ1SU7CXVYS078 |
| CIK | 1701040 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cision Ltd.
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| February 18, 2020 |
CISN / Cision Ltd. / BAMCO INC /NY/ - NONE Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Cision Ltd. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S109 (CUSIP Number) Calendar Year 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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| February 11, 2020 |
CISN / Cision Ltd. / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Cision Ltd Title of Class of Securities: Common Stock CUSIP Number: G1992S109 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b) ☐ Rule 13d-1(c |
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| February 10, 2020 |
CISN / Cision Ltd. 15-12B - - 15-12B 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-38140 CISION LTD. (Exact name of registrant as specified in its c |
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| February 7, 2020 |
CISN / Cision Ltd. / JP Morgan Chase & Co - FILING CISION LTD. Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 02)* Cision Ltd. (Name of Issuer) Ordinary shares, par value $0.0001 per share (Title of Class of Securities) G1992S109 (CUSIP Number) January 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat |
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| February 4, 2020 |
SCHEDULE 13D JOINT FILING AGREEMENT EX-1 Exhibit 1 SCHEDULE 13D JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below. |
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| February 4, 2020 |
CISN / Cision Ltd. / Canyon Holdings (cayman), L.p. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 10)* CISION LTD. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S 109 (CUSIP Number) Canyon Holdings (Cayman), L.P. c/o GTCR Investment X AIV Ltd. 300 N. LaSalle Street Suite 5600 Chicago, Illinois 60654 Attention: Jeffrey S. W |
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| February 3, 2020 |
CISN / Cision Ltd. S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on February 3, 2020 Registration Statement No. |
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| February 3, 2020 |
CISN / Cision Ltd. S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on February 3, 2020 Registration Statement No. |
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| February 3, 2020 |
CISN / Cision Ltd. POS AM - - POS AM POS AM As filed with the Securities and Exchange Commission on February 3, 2020 Registration Statement No. |
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| February 3, 2020 |
CISN / Cision Ltd. POS AM - - POS AM POS AM As filed with the Securities and Exchange Commission on February 3, 2020 Registration Statement No. |
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| February 3, 2020 |
CISN / Cision Ltd. POS AM - - POS AM POS AM As filed with the Securities and Exchange Commission on February 3, 2020 Registration Statement No. |
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| February 3, 2020 |
CISN / Cision Ltd. S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on February 3, 2020 Registration Statement No. |
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| January 31, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 31, 2020 CISION LTD. |
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| January 31, 2020 |
PLATINUM EQUITY COMPLETES $2.7 BILLION ACQUISITION OF CISION LTD. EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE PLATINUM EQUITY COMPLETES $2.7 BILLION ACQUISITION OF CISION LTD. CHICAGO, Jan. 31, 2020 /PRNewswire/ — Cision Ltd., a leading global provider of software and services to public relations and marketing communications professionals, today announced that it has been acquired by an affiliate of Platinum Equity in an all cash transaction valued at approximate |
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| January 31, 2020 |
Amended and Restated Memorandum and Articles of Association of Cision Ltd. EX-3.1 Exhibit 3.1 THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF CISION LTD. (ADOPTED BY SPECIAL RESOLUTION DATED 19 DECEMBER EFFECTIVE 31 JANUARY 2020) THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF CISION LTD. (ADO |
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| January 31, 2020 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on February 11, 2020, pursuant to the provisions of Rule 12d2-2 (a). |
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| January 10, 2020 |
CISN / Cision Ltd. / JP Morgan Chase & Co - FILING CISION LTD. Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 01)* Cision Ltd. (Name of Issuer) Ordinary shares, par value $0.0001 per share (Title of Class of Securities) G1992S109 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa |
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| December 20, 2019 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 19, 2019 CISION LTD. |
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| December 12, 2019 |
CISN / Cision Ltd. DEFA14A - - DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| December 3, 2019 |
CISN / Cision Ltd. DEFM14A - - DEFM14A DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 21, 2019 |
CISN / Cision Ltd. PREM14A - - PREM14A PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 8, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38140 Cision Ltd. (Exa |
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| November 7, 2019 |
Press release dated November 7, 2019 (furnished herewith). Exhibit 99.1 Cision Reports Third Quarter 2019 Results CHICAGO, November 7, 2019 /PRNewswire/ - Cision Ltd. (NYSE: CISN), a leading global provider of earned media software and services to public relations and marketing communications professionals, today reported results for the third quarter ended September 30, 2019. Financial Highlights Third Quarter 2019 • Revenue increased 4.7% to $185.7 mill |
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| November 7, 2019 |
CISN / Cision Ltd. DEFA14A - - DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 7, 2019 CISION LTD. |
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| November 7, 2019 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 7, 2019 CISION LTD. |
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| November 7, 2019 |
Cision Reports Third Quarter 2019 Results Exhibit 99.1 Cision Reports Third Quarter 2019 Results CHICAGO, November 7, 2019 /PRNewswire/ - Cision Ltd. (NYSE: CISN), a leading global provider of earned media software and services to public relations and marketing communications professionals, today reported results for the third quarter ended September 30, 2019. Financial Highlights Third Quarter 2019 • Revenue increased 4.7% to $185.7 mill |
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| October 31, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2019 Cision Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 000-38140 N/A (State or other jurisdiction of incorporation) (Commission File Number |
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| October 25, 2019 |
CISN / Cision Ltd. / Canyon Holdings (cayman), L.p. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* CISION LTD. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S 109 (CUSIP Number) Canyon Holdings (Cayman), L.P. c/o GTCR Investment X AIV Ltd. 300 N. LaSalle Street Suite 5600 Chicago, Illinois 60654 Attention: Jeffrey S. Wr |
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| October 25, 2019 |
SCHEDULE 13D JOINT FILING AGREEMENT EX-1 Exhibit 1 SCHEDULE 13D JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below. |
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| October 22, 2019 |
EX-99.3 Exhibit 99.3 October 22, 2019 Dear Valued Cision Customer: I’d like to share some exciting news about Cision Ltd. (“Cision” or the “Company”). Today, we announced that Cision has entered into an agreement to be acquired by an affiliate of investment funds sponsored by Platinum Equity (“Platinum Equity”), pursuant to a merger transaction. Subject to the terms and conditions of the merger ag |
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| October 22, 2019 |
Date: Tuesday, October 22, 2019 EX-99.2 Exhibit 99.2 Date: Tuesday, October 22, 2019 To: All Cision employees From: Kevin Akeroyd, CEO Cision Subject: Cision announcement I am excited to tell you about an important event for Cision. This morning we announced that we’ve entered into what is known as a “definitive agreement” to be acquired by an affiliate of investment funds sponsored by Platinum Equity (“Platinum Equity”) in an a |
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| October 22, 2019 |
EX-99.1 Exhibit 99.1 Cision Ltd. Announces Agreement to Be Acquired by an Affiliate of Platinum Equity for $10.00 Per Share in All Cash Deal Valued at Approximately $2.74 Billion Transaction Provides Immediate Value for Shareholders Acquisition Expected to Close in Q1 2020 CHICAGO, Oct. 22, 2019 /PRNewswire/ — Cision Ltd. (NYSE: CISN), a leading global provider of software and services to public r |
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| October 22, 2019 |
EX-10.1 Exhibit 10.1 Execution Version VOTING AGREEMENT This VOTING AGREEMENT, dated as of October 22, 2019 (this “Agreement”), is entered into by and among MJ23 UK Acquisition Limited, an England and Wales private limited company (“Parent”) and the shareholders of Cision Ltd., a Cayman Islands exempted company (the “Company”) listed on Schedule A hereto (each, a “Stockholder” and, collectively, t |
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| October 22, 2019 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among MJ23 UK ACQUISITION LIMITED, CASTLE MERGER LIMITED and CISION LTD. Dated as of October 22, 2019 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS & INTERPRETATIONS 6 1.1 Certain Definitions 6 1.2 Index of Defined Terms 22 1.3 Certain Interpretations 24 ARTICLE II THE MERGER 26 2.1 The Merger 26 2.2 The Effective Time 26 2.3 The Closing 26 2.4 |
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| October 22, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2019 Cision Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 000-38140 N/A (State or other jurisdiction of incorporation) (Commission File Number |
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| October 22, 2019 |
CISN / Cision Ltd. DEFA14A - - DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2019 Cision Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 000-38140 N/A (State or other jurisdiction of incorporation) (Commission Fil |
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| September 6, 2019 |
CISN / Cision Ltd. S-8 - - FORM S-8 As filed with the Securities and Exchange Commission on September 6, 2019 Registration No. |
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| August 30, 2019 |
Cision Ltd. 2017 Omnibus Incentive Plan (As amended and restated effective July 24, 2019) Exhibit 10.1 CISION LTD. 2017 OMNIBUS INCENTIVE PLAN (as Amended and Restated Effective July 24, 2019) Article I PURPOSE The purpose of this Cision Ltd. 2017 Omnibus Incentive Plan (as Amended and Restated Effective July 24, 2019) is to enhance the profitability and value of the Company for the benefit of its stockholders by enabling the Company to offer Eligible Individuals cash and stock-based i |
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| August 30, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 28, 2019 CISION LTD. |
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| August 9, 2019 |
CISN / Cision Ltd. DEF 14A - - DEFINITIVE PROXY STATEMENT TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| August 9, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38140 Cisio |
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| August 8, 2019 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 8, 2019 CISION LTD. |
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| August 8, 2019 |
Cision Reports Second Quarter 2019 Results; Provides Updated Full Year 2019 Outlook Exhibit 99.1 Cision Reports Second Quarter 2019 Results; Provides Updated Full Year 2019 Outlook CHICAGO, Aug. 8, 2019 /PRNewswire/ - Cision Ltd. (NYSE: CISN), a leading global provider of earned media software and services to public relations and marketing communications professionals, today reported results for the second quarter ended June 30, 2019. Financial Highlights Second Quarter 2019 · Re |
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| July 22, 2019 |
CISION® APPOINTS DAVID KRANTZ TO BOARD OF DIRECTORS Exhibit 99.1 CISION® APPOINTS DAVID KRANTZ TO BOARD OF DIRECTORS CHICAGO, July 22, 2019 /PRNewswire/ - Cision (NYSE: CISN) today announced the appointment of David Krantz to the Company’s Board of Directors. Krantz currently serves as the Group President of North America Fuel at FLEETCOR Technologies, a leading global provider of business payment solutions. “David’s impressive leadership experienc |
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| July 22, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 16, 2019 CISION LTD. |
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| May 10, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38140 Cision Ltd. (Exact n |
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| April 17, 2019 |
10,249,240 Shares CISION LTD. Ordinary Shares 424B3 1 tv519052424b3.htm 424B3 Filed Pursuant to Rule 424(b)(3) Registration No. 333-230766 PROSPECTUS 10,249,240 Shares CISION LTD. Ordinary Shares The selling shareholders may offer and sell and distribute from time to time 10,249,240 ordinary shares, par value $0.0001 per share. We will not receive any proceeds from the sale of ordinary shares by the selling shareholders. We are paying certain |
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| April 12, 2019 |
CORRESP 1 filename1.htm Cision Ltd. 130 East Randolph Street, 7th Floor Chicago, Illinois 60601 April 12, 2019 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Mr. Bernard Nolan Re: Cision Ltd. Registration Statement on Form S-3 Filed April 8, 2019 File No. 333-230766 Ladies and Gentlemen: Cision Ltd. (the “Company”) |
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| April 8, 2019 |
As filed with the Securities and Exchange Commission on April 8, 2019. No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 REGISTRATION STATEMENT ON FORM S-3 Under the Securities Act of 1933 CISION LTD. (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporation or organization) N/A (I.R.S. Employer Identification |
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| April 5, 2019 |
Employment Agreement between Cision U.S. Inc. and Dr. Rainer Mathes. † Exhibit 10.25 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of January 23, 2018, by and between Cision US Inc., a Delaware corporation (“Employer”), and Dr. Rainer Mathes (“Executive”). Employer and Executive mutually desire to enter into an agreement containing the terms and conditions pursuant to which Employer will employ Executive. In consideration of the mutual |
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| April 5, 2019 |
CISN / Cision Ltd. FORM 10-K/A (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001- |
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| April 5, 2019 |
Managing Director Service Contract between Cision Germany GmbH and Dr. Rainer Mathes. † Exhibit 10.26 GESCHÄFTSFÜHRER- DIENSTVERTRAG MANAGING DIRECTOR SERVICE CONTRACT zwischen der Between Cision Germany GmbH, eingetragen im Handelsregister des Amtsgerichts Frankfurt am Main unter der HRB-Nummer 87462, mit Sitz und Anschrift in Hanauer Landstrasse 287 60314, Frankfurt, vertreten durch die alleinige Gesellschafterin Canyon UK Investments, Ltd. - die "Gesellschaft" - Cision Germany Gmb |
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| March 1, 2019 |
Exhibit 99.1 Cision Reports Fourth Quarter and Full Year 2018 Results; Provides Updated Full Year 2019 Outlook CHICAGO, Feb. 28, 2019 /PRNewswire/ - Cision Ltd. (NYSE: CISN), a leading global provider of software and services to public relations and marketing communications professionals, today reported results for the fourth quarter and year ended December 31, 2018. Financial Highlights Fourth Qu |
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| March 1, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 28, 2019 CISION LTD. |
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| March 1, 2019 |
CISN / Cision Ltd. FORM 10-K (Annual Report) 10-K 1 tv51393610k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File |
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| March 1, 2019 |
Repricing Amendment to First Lien Credit Agreement Exhibit 10.22 EXECUTION VERSION REPRICING AMENDMENT This REPRICING AMENDMENT is dated as of October 22, 2018 (this “Amendment”) and is entered into by and among Canyon Companies S.à r.l., a private limited liability company (société à responsabilité limitée) organized and established under the laws of Luxembourg, having its registered office at 6D, route de Trèves, L-2633 Senningerberg, Grand-Duch |
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| March 1, 2019 |
Subsidiaries of the Registrant. Exhibit 21.1 Subsidiaries of Cision Ltd. As of December 31, 2018 Entity Name Jurisdiction of Incorporation or Organization Canyon Holdings Sa.r.l. Luxembourg Canyon Investments S.a.r.l. Luxembourg Canyon Companies S.a.r.l. Luxembourg Canyon Group S.a.r.l. Luxembourg Cision Investments Ltd Ireland Cision Investments No. 2 Unlimited Co. Ireland Canyon UK Investments Ltd UK Discovery Group Holdings L |
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| February 14, 2019 |
CISN / Cision Ltd. / BAMCO INC /NY/ - NONE Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cision Ltd. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S109 (CUSIP Number) Calendar Year 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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| February 13, 2019 |
5,062,666 Shares CISION LTD. Ordinary Shares Filed Pursuant to Rule 424(b)(3) Registration No. 333-229350 PROSPECTUS 5,062,666 Shares CISION LTD. Ordinary Shares The selling shareholders may offer and sell and distribute from time to time 5,062,666 ordinary shares, par value $0.0001 per share. We will not receive any proceeds from the sale of ordinary shares by the selling shareholders. We are paying certain costs and expenses of the offerin |
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| January 25, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 25, 2019 CISION LTD. |
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| January 24, 2019 |
As filed with the Securities and Exchange Commission on January 24, 2019. No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 REGISTRATION STATEMENT ON FORM S-3 Under the Securities Act of 1933 CISION LTD. (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identificat |
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| January 23, 2019 |
Exhibit 99.1 Cision Acquires TrendKite, A Leading Provider of Media Monitoring and Measurement Services, Social Influencer Management and Engagement Tools; Cision Divests Its E-Mail Marketing Assets; Cision Pre-Releases Select Preliminary Unaudited Fourth Quarter and Full Year 2018 Results; Provides Initial Full Year 2019 Outlook; - TrendKite extends Cision's leadership in communications measureme |
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| January 23, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 23, 2019 CISION LTD. |
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| January 15, 2019 |
Incremental Facility Amendment to First Lien Credit Agreement (Term Loan Facility) Exhibit 10.1 INCREMENTAL FACILITY AMENDMENT INCREMENTAL FACILITY AMENDMENT, dated as of January 11, 2019 (this “Agreement”), by and among Canyon Valor Companies, Inc., a Delaware corporation, formerly known as GTCR Valor Companies, Inc. (the “Borrower”), each of the other Loan Parties named on the signature pages hereto (each a “US Loan Party”), and Deutsche Bank AG New York Branch (the “Increment |
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| January 15, 2019 |
8-K 1 tv5110158k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 11, 2019 CISION LTD. (Exact Name of Registrant as Specified in Charter) Cayman Islands (State or Other Jurisdiction of Incorporation) 000-38140 (Co |
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| January 9, 2019 |
CISN / Cision Ltd. / JP Morgan Chase & Co - NONE Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* Cision Ltd. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G1992S109 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig |
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| January 3, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 28, 2018 CISION LTD. |
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| January 3, 2019 |
Incremental Facility Amendment to First Lien Credit Agreement (Revolving Facility) Exhibit 10.1 INCREMENTAL FACILITY AMENDMENT INCREMENTAL FACILITY AMENDMENT, dated as of December 28, 2018 (this “Agreement”), by and among, Canyon Valor Companies, Inc., a Delaware corporation, formerly known as GTCR Valor Companies, Inc. (the “Borrower”) and SunTrust Bank (the “Additional Revolving Lender”), and acknowledged by Deutsche Bank AG New York Branch, as the Administrative Agent and Col |
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| January 3, 2019 |
Cision® Acquires Leading Social Media Company Falcon.io Exhibit 99.1 Cision® Acquires Leading Social Media Company Falcon.io Acquisition enhances company's Earned Media Management vision with modern social marketing capabilities CHICAGO, Jan. 3, 2019 /PRNewswire/ - Cision (NYSE: CISN) today announced it has acquired Falcon.io, a leading social media company with offices in New York, Copenhagen, Sofia, Berlin, Melbourne and Budapest. Falcon.io provides |
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| December 28, 2018 |
Cision Ltd. 2018 Employee Stock Purchase Plan Exhibit 99.1 CISION LTD. 2018 EMPLOYEE STOCK PURCHASE PLAN Article I Purpose and Scope of the Plan 1.1 Purpose. This Cision Ltd. 2018 Employee Stock Purchase Plan is intended to encourage participation in the ownership and economic progress of the Company by employees of the Designated Subsidiaries. In addition, the Plan authorizes the grant of purchase rights and issuance of Stock pursuant to sub |
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| December 28, 2018 |
As filed with the Securities and Exchange Commission on December 28, 2018 Registration No. |
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| December 4, 2018 |
SCHEDULE 13D JOINT FILING AGREEMENT Exhibit 1 SCHEDULE 13D JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below. |
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| December 4, 2018 |
CISN / Cision Ltd. / Canyon Holdings (cayman), L.p. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* CISION LTD. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S 109 (CUSIP Number) Canyon Holdings (Cayman), L.P. c/o GTCR Investment X AIV Ltd. 300 N. LaSalle Street Suite 5600 Chicago, Illinois 60654 Attention: Jeffrey S. Wright (312 |
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| November 28, 2018 |
5,000,000 Shares Ordinary Shares TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-221792 PROSPECTUS SUPPLEMENT (To Prospectus dated August 24, 2018) 5,000,000 Shares Ordinary Shares This prospectus supplement relates to the distribution of 5,000,000 ordinary shares, par value $0.0001 per share, by Canyon Holdings (Cayman), L.P. (“Cision Owner”) and the subsequent distribution by the GTCR Funds (as defined |
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| November 8, 2018 |
Employment Agreement between Cision U.S. Inc. and Gregg Spratto. EX-10.3 4 tv505813ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of August 1, 2018, by and between Cision US Inc., a Delaware corporation (“Employer”), and Gregg Spratto (“Executive”). Employer and Executive mutually desire to enter into an agreement containing the terms and conditions pursuant to which Employer will employ Executi |
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| November 8, 2018 |
CISN / Cision Ltd. FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38140 Cision Ltd. (Exa |
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| November 8, 2018 |
Exhibit 10.1 RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE CISION LTD. 2017 OMNIBUS INCENTIVE PLAN * * * * * Participant: Grant Date: Number of Restricted Stock Units Granted: * * * * * THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Cision Ltd., an exempted company incorporated in the Cayman Islands with l |
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| November 8, 2018 |
Form of performance-vesting options pursuant to the Cision Ltd. 2017 Omnibus Incentive Plan. Exhibit 10.2 NONQUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE CISION LTD. 2017 OMNIBUS INCENTIVE PLAN * * * * * Participant: Grant Date: Per Share Exercise Price: Number of Shares subject to this Option: * * * * * THIS NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Cision Ltd., an exempted company incorpo |
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| November 7, 2018 |
Cision Reports Third Quarter 2018 Financial Results; Provides Updated Full Year 2018 Outlook EX-99.1 2 tv506480ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Cision Reports Third Quarter 2018 Financial Results; Provides Updated Full Year 2018 Outlook CHICAGO, Nov. 7, 2018 /PRNewswire/ - Cision Ltd. (NYSE: CISN), a leading global provider of software and services to public relations and marketing communications professionals, today reported financial results for the quarter ended September 30, 2018. |
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| November 7, 2018 |
Results of Operations and Financial Condition 8-K 1 tv5064808k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 7, 2018 CISION LTD. (Exact Name of Registrant as Specified in Charter) Cayman Islands (State or Other Jurisdiction of Incorporation) 000-38140 (Co |
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| November 2, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 30, 2018 CISION LTD. |
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| November 2, 2018 |
Cision Appoints Digital Marketing Expert Susan Vobejda to Board of Directors Exhibit 99.1 Cision Appoints Digital Marketing Expert Susan Vobejda to Board of Directors CHICAGO, Nov. 1, 2018 /PRNewswire/ - Cision® (NYSE: CISN) today announced the appointment of Susan Vobejda to the Company's Board of Directors. Vobejda, named one of Forbes Most Influential CMOs in the World 2018, is a recognized expert at the forefront of digital marketing's transformation. She currently ser |
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| September 21, 2018 |
CISN / Cision Ltd. / Canyon Holdings (cayman), L.p. - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* CISION LTD. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S 109 (CUSIP Number) Canyon Holdings (Cayman), L.P. c/o GTCR Investment X AIV Ltd. 300 N. LaSalle Street Suite 5600 Chicago, Illinois 60654 Attention: Jeffrey S. Wright (312 |
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| September 21, 2018 |
SCHEDULE 13D JOINT FILING AGREEMENT Exhibit 1 SCHEDULE 13D JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below. |
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| September 17, 2018 |
Cision Ltd. Announces Pricing of Secondary Offering Exhibit 99.1 Cision Ltd. Announces Pricing of Secondary Offering CHICAGO, Sept. 12, 2018 /PRNewswire/ — Cision Ltd. (NYSE: CISN) today announced the pricing of an underwritten public offering of 12,000,000 ordinary shares by certain selling shareholders at a public offering price of $16.00 per share. The offering is expected to close on September 17, 2018, subject to customary closing conditions. |
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| September 17, 2018 |
Information Relating to Part II, Item 14. Other Expenses of Issuance and Distribution. Exhibit 99.2 Information Relating to Part II, Item 14. Other Expenses of Issuance and Distribution. The following table sets forth the expenses, other than underwriting discounts and commissions, incurred or expected to be incurred by Cision Ltd. (the “Company”) in connection with the offering and sale by the selling shareholders of up to 13,800,000 ordinary share of the Company, par value $0.0001 |
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| September 17, 2018 |
Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 12, 2018 CISION LTD. |
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| September 17, 2018 |
EX-1.1 2 tv502945ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 Execution Version CISION LTD. 12,000,000 Ordinary Shares Underwriting Agreement September 12, 2018 Deutsche Bank Securities Inc. Citigroup Global Markets Inc. Goldman Sachs & Co. LLC As Representatives of the several Underwriters listed in Schedule 1 hereto c/o Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 c/o Citigroup Glo |
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| September 17, 2018 |
SCHEDULE 13D JOINT FILING AGREEMENT Exhibit 1 SCHEDULE 13D JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below. |
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| September 17, 2018 |
CISN / Cision Ltd. / Canyon Holdings (cayman), L.p. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* CISION LTD. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S 109 (CUSIP Number) Canyon Holdings (Cayman), L.P. c/o GTCR Investment X AIV Ltd. 300 N. LaSalle Street Suite 5600 Chicago, Illinois 60654 Attention: Jeffrey S. Wright (312 |
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| September 13, 2018 |
12,000,000 Shares Ordinary Shares TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-221792 PROSPECTUS SUPPLEMENT (To Prospectus dated August 24, 2018) 12,000,000 Shares Ordinary Shares The selling shareholders are offering 12,000,000 ordinary shares, par value $0.0001 per share. We will not receive any of the proceeds from the ordinary shares sold by the selling shareholders. The selling shareholders collec |
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| September 11, 2018 |
Subject to Completion, Dated September 11, 2018 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-221792 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. Subject to Completion, Da |
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| August 13, 2018 |
CISN / Cision Ltd. POST-EFFECTIVE AMENDMENT NO. 4 ON FORM S-3 TO FORM S-1 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 13, 2018. |
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| August 9, 2018 |
Prospectus Supplement No. 9 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-221792 102,255,099 Shares This prospectus supplement updates and supplements the prospectus dated December 1, 2017 (the “Prospectus”), which forms a part of our Registration Statement on Form S-1, as amended (Registration No. 333-221792). This prospectus supplement is bei |
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| August 9, 2018 |
CISN / Cision Ltd. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38140 Cision Ltd. (Exact na |
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| August 8, 2018 |
Exhibit 99.1 Cision Reports Second Quarter 2018 Financial Results; Provides Updated Full Year 2018 Outlook CHICAGO, Aug. 8, 2018 /PRNewswire/ - Cision Ltd. (NYSE: CISN), a leading global provider of software and services to public relations and marketing communications professionals, today reported financial results for the quarter ended June 30, 2018. All data presented below is compared to the s |
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| August 8, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 8, 2018 CISION LTD. |
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| August 2, 2018 |
Prospectus Supplement No. 8 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-221792 102,255,099 Shares This prospectus supplement updates and supplements the prospectus dated December 1, 2017 (the “Prospectus”), which forms a part of our Registration Statement on Form S-1, as amended (Registration No. 333-221792). This prospectus supplement is bei |
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| August 2, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 30, 2018 CISION LTD. |
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| July 11, 2018 |
SCHEDULE 13D JOINT FILING AGREEMENT Exhibit 1 SCHEDULE 13D JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below. |
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| July 11, 2018 |
CISN / Cision Ltd. / Canyon Holdings (cayman), L.p. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* CISION LTD. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S 109 (CUSIP Number) Canyon Holdings (Cayman), L.P. c/o GTCR Investment X AIV Ltd. 300 N. LaSalle Street Suite 5600 Chicago, Illinois 60654 Attention: Jeffrey S. Wright (312 |
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| June 28, 2018 |
Prospectus Supplement No. 7 (to Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-221792 102,255,099 Shares This prospectus supplement updates and supplements the prospectus dated December 1, 2017 (the “Prospectus”), which forms a part of our Registration Statement on Form S-1, as amended (Registration No. 333-221792). This prospectus supplement is being file |
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| June 28, 2018 |
CISN / Cision Ltd. FORM 8-K (Current Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 26, 2018 CISION LTD. |
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| June 19, 2018 |
Cision Ltd. Announces Pricing of Secondary Offering Exhibit 99.1 Cision Ltd. Announces Pricing of Secondary Offering CHICAGO, June 14, 2018 /PRNewswire/ - Cision Ltd. (NYSE: CISN) today announced the pricing of an underwritten public offering of 12,000,000 ordinary shares by certain selling shareholders at a public offering price of $15.00 per share. In addition, the selling shareholders have granted a 30-day option to the underwriters to purchase |
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| June 19, 2018 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 14, 2018 CISION LTD. |
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| June 19, 2018 |
CISN / Cision Ltd. / Canyon Holdings (cayman), L.p. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* CISION LTD. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S 109 (CUSIP Number) Canyon Holdings (Cayman), L.P. c/o GTCR Investment X AIV Ltd. 300 N. LaSalle Street Suite 5600 Chicago, Illinois 60654 Attention: Jeffrey S. Wright (312 |
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| June 19, 2018 |
SCHEDULE 13D JOINT FILING AGREEMENT Exhibit 1 SCHEDULE 13D JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below. |
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| June 15, 2018 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-221792 Prospectus Supplement (To Prospectus dated December 1, 2017) 12,000,000 Shares Ordinary Shares The selling shareholders are offering 12,000,000 ordinary shares. We will not receive any of the proceeds from the ordinary shares sold by the selling shareholders. The selling shareholders collectively hold a majority of our outstanding ordina |
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| June 15, 2018 |
As filed with the Securities and Exchange Commission on June 15, 2018 Registration No. |
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| June 15, 2018 |
Exhibit 1.2 CISION LTD. 12,000,000 Ordinary Shares Underwriting Agreement June 14, 2018 Deutsche Bank Securities Inc. As Representative of the several Underwriters listed in Schedule 1 hereto c/o Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 Ladies and Gentlemen: Certain shareholders named in Schedule 2 hereto (the “Selling Shareholders”) of Cision Ltd., a Cayman Islands ex |
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| June 13, 2018 |
The information in this preliminary prospectus supplement is not complete and may be changed. |
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| June 4, 2018 |
As filed with the Securities and Exchange Commission on June 4, 2018 Registration No. |
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| June 4, 2018 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The NYSE AMERICAN LLC hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on June 15, 2018, pursuant to the provisions of Rule 12d2-2 (a). |
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| June 1, 2018 |
Prospectus Supplement No. 10 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 6 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the “Warrant Prospectus”), which forms a part of our R |
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| June 1, 2018 |
Prospectus Supplement No. 10 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 6 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the “Warrant Prospectus”), which forms a part of our R |
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| June 1, 2018 |
CISN / Cision Ltd. SCHEDULE 14A DEF 14A 1 tv494974-def14a.htm SCHEDULE 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Onl |
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| June 1, 2018 |
CISN / Cision Ltd. 10-K/A (Annual Report) 10-K/A 1 tv49551310ka.htm 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fro |
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| May 23, 2018 |
CISN / Cision Ltd. / Canyon Holdings (cayman), L.p. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* CISION LTD. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S 109 (CUSIP Number) Canyon Holdings (Cayman), L.P. c/o GTCR Investment X AIV Ltd. 300 N. LaSalle Street Suite 5600 Chicago, Illinois 60654 Attention: Jeffrey S. Wright (312 |
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| May 23, 2018 |
SCHEDULE 13D JOINT FILING AGREEMENT Exhibit 1 SCHEDULE 13D JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below. |
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| May 18, 2018 |
EX-10.1 2 tv494565ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Execution Version AMENDMENT NO. 1 TO AMENDED AND RESTATED WARRANT AGREEMENT This Amendment (this “Amendment”) is made as of May 18, 2018 by and between Cision Ltd., an exempted company incorporated in the Cayman Islands (the “Company”) and Continental Stock Transfer & Trust Company, a New York Corporation (the “Warrant Agent”), and constitutes |
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| May 18, 2018 |
Cision Ltd. Announces Completion of Exchange Offer and Exhibit 99.1 Cision Ltd. Announces Completion of Exchange Offer and Plan to Exchange Remaining Outstanding Warrants CHICAGO, May 18, 2018 /PRNewswire/ - Cision (NYSE: CISN) announced today the completion and settlement of its previously announced exchange offer (the “Exchange Offer”) and consent solicitation (the “Consent Solicitation”) relating to certain of its outstanding warrants. On May 18, 2 |
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| May 18, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 18, 2018 CISION LTD. |
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| May 16, 2018 |
CISN / Cision Ltd. AMENDMENT NO. 3 TO SCHEDULE TO-I UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ——————————— SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) ——————————— CISION LTD. (Name of Subject Company and Filing Person (Issuer)) Warrants to Purchase Ordinary Shares (Title of Class of Securities) G1992S 117 (CUSIP Number of Class of Securit |
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| May 16, 2018 |
Cision Ltd. Announces Expiration and Results of Exchange Offer Exhibit (a)(5)(d) Cision Ltd. Announces Expiration and Results of Exchange Offer and Consent Solicitation Relating to its Warrants CHICAGO, May 16, 2018 /PRNewswire/ - Cision (NYSE: CISN) announced today the expiration and results of its previously announced exchange offer (the "Exchange Offer") and consent solicitation (the "Consent Solicitation") relating to certain of its outstanding warrants. |
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| May 14, 2018 |
CISN / Cision Ltd. AMENDMENT NO. 2 TO SCHEDULE TO-I UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) CISION LTD. (Name of Subject Company and Filing Person (Issuer)) Warrants to Purchase Ordinary Shares (Title of Class of Securities) G1992S 117 (CUSIP Number of Class of Securities) Jack Pearlstein Chi |
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| May 14, 2018 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 14, 2018 CISION LTD. |
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| May 14, 2018 |
Cision Ltd. Announces Effectiveness of Registration Statement Exhibit 99.1 Cision Ltd. Announces Effectiveness of Registration Statement For its Exchange Offer and Consent Solicitation Relating to its Warrants CHICAGO, May 14, 2018 /PRNewswire/ - Cision (NYSE: CISN) announced today that its Registration Statement filed with the Securities and Exchange Commission (the “SEC”) registering ordinary shares of Cision issuable as part of Cision’s previously announc |
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| May 14, 2018 |
CISN / Cision Ltd. FORM 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 14, 2018 CISION LTD. |
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| May 14, 2018 |
Cision Ltd. Announces Effectiveness of Registration Statement Exhibit 99.1 Cision Ltd. Announces Effectiveness of Registration Statement For its Exchange Offer and Consent Solicitation Relating to its Warrants CHICAGO, May 14, 2018 /PRNewswire/ - Cision (NYSE: CISN) announced today that its Registration Statement filed with the Securities and Exchange Commission (the “SEC”) registering ordinary shares of Cision issuable as part of Cision’s previously announc |
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| May 14, 2018 |
Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-224306 OFFER TO EXCHANGE Offer to Exchange Warrants to Acquire Ordinary Shares of Cision Ltd. for Ordinary Shares of Cision Ltd. and Consent Solicitation THE OFFER PERIOD (AS DEFINED BELOW) AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., EASTERN DAYLIGHT TIME, ON MAY 15, 2018, OR SUCH LATER TIME AND DATE TO WHICH WE MAY EXTEND. Terms |
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| May 10, 2018 |
Cision Ltd. 130 East Randolph Street, 7th Floor Chicago, Illinois 60601 May 10, 2018 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Tiffany Piland Posil Re: Cision Ltd. Registration Statement on Form S-4, as amended Initial Filing Date April 17, 2018 File No. 333-224306 Ladies and Gentlemen: Cision Ltd. (the “Compan |
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| May 9, 2018 |
Prospectus Supplement No. 9 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 5 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the “Warrant Prospectus”), which forms a part of our Re |
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| May 9, 2018 |
Prospectus Supplement No. 9 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 5 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the “Warrant Prospectus”), which forms a part of our Re |
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| May 9, 2018 |
CISN / Cision Ltd. AMENDMENT NO. 1 TO FORM SC TO-I UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) CISION LTD. (Name of Subject Company and Filing Person (Issuer)) Warrants to Purchase Ordinary Shares (Title of Class of Securities) G1992S 117 (CUSIP Number of Class of Securities) Jack Pearlstein Chi |
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| May 9, 2018 |
CISN / Cision Ltd. FORM 8-K (Current Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 9, 2018 CISION LTD. |
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| May 9, 2018 |
Exhibit 99.1 Cision Ltd. Announces Amendment to Registration Statement For its Exchange Offer and Consent Solicitation Relating to its Warrants CHICAGO, May 9, 2018 /PRNewswire/ - Cision (NYSE: CISN) announced today that it has filed an amendment (the "Amendment") to its Registration Statement originally filed with the Securities and Exchange Commission (the "SEC") on April 17, 2018, registering o |
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| May 9, 2018 |
Exhibit 99.1 Cision Ltd. Announces Amendment to Registration Statement For its Exchange Offer and Consent Solicitation Relating to its Warrants CHICAGO, May 9, 2018 /PRNewswire/ - Cision (NYSE: CISN) announced today that it has filed an amendment (the "Amendment") to its Registration Statement originally filed with the Securities and Exchange Commission (the "SEC") on April 17, 2018, registering o |
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| May 9, 2018 |
CISN / Cision Ltd. FORM 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 9, 2018 CISION LTD. |
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| May 9, 2018 |
As filed with the Securities and Exchange Commission on May 9, 2018 Registration No. |
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| May 9, 2018 |
CISN / Cision Ltd. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38140 Cision Ltd. (Exact n |
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| May 4, 2018 |
Dennis M. Myers, P.C. To Call Writer Directly: (312) 862-2232 [email protected] 300 North LaSalle Chicago, IL 60654 (312) 862-2000 www.kirkland.com Facsimile: (312) 862-2200 May 4, 2018 Via EDGAR Submission and Overnight Delivery Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Tiffany Piland Posil Re: Cision Ltd. (File No. 001-38140) Schedule TO-I Fi |
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| April 30, 2018 |
CISN / Cision Ltd. 10-K/A (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001- |
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| April 30, 2018 |
As filed with the Securities and Exchange Commission on April 30, 2018 Registration No. |
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| April 17, 2018 |
Prospectus Supplement No. 8 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 4 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the “Warrant Prospectus”), which forms a part of our Re |
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| April 17, 2018 |
Prospectus Supplement No. 8 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 4 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the “Warrant Prospectus”), which forms a part of our Re |
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| April 17, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CISION LTD. (Name of Subject Company and Filing Person (Issuer)) Warrants to Purchase Ordinary Shares (Title of Class of Securities) G1992S 117 (CUSIP Number of Class of Securities) Jack Pearlstein Chief Financial Offic |
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| April 17, 2018 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 17, 2018 CISION LTD. |
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| April 17, 2018 |
Cision Ltd. Announces Commencement of Exchange Offer and Consent Exhibit 99.1 Cision Ltd. Announces Commencement of Exchange Offer and Consent Solicitation Relating to its Warrants CHICAGO, April 17, 2018 /PRNewswire/ - Cision (NYSE: CISN) today announced that it has commenced an Exchange Offer and Consent Solicitation relating to certain of its outstanding warrants. The purpose of the Exchange Offer and Consent Solicitation is to attempt to simplify Cision’s c |
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| April 17, 2018 |
ISSUER: CISION LTD / NYSE: CISN (THE “COMPANY”) Exhibit 99.2 ISSUER: CISION LTD / NYSE: CISN (THE “COMPANY”) TARGET SECURITIES: CISION WARRANTS (NYSE: CISN/WS) OFFER TYPE: REGISTERED EXCHANGE OFFER OFFER TO EXCHANGE: EACH WARRANT HOLDER WHOSE WARRANTS ARE EXCHANGED WILL RECEIVE 0.26 ORDINARY SHARES PER WARRANT CONCURRENT CONSENT SOLICITATION: TENDERING WARRANTHOLDERS CONSENT TO AMEND THE TERMS OF REMAINING WARRANTS NOT TENDERED IN THE OFFER TO |
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| April 17, 2018 |
Cision Ltd. Announces Commencement of Exchange Offer and Consent Exhibit 99.1 Cision Ltd. Announces Commencement of Exchange Offer and Consent Solicitation Relating to its Warrants CHICAGO, April 17, 2018 /PRNewswire/ - Cision (NYSE: CISN) today announced that it has commenced an Exchange Offer and Consent Solicitation relating to certain of its outstanding warrants. The purpose of the Exchange Offer and Consent Solicitation is to attempt to simplify Cision’s c |
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| April 17, 2018 |
CISN / Cision Ltd. FORM 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 17, 2018 CISION LTD. |
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| April 17, 2018 |
ISSUER: CISION LTD / NYSE: CISN (THE “COMPANY”) Exhibit 99.2 ISSUER: CISION LTD / NYSE: CISN (THE “COMPANY”) TARGET SECURITIES: CISION WARRANTS (NYSE: CISN/WS) OFFER TYPE: REGISTERED EXCHANGE OFFER OFFER TO EXCHANGE: EACH WARRANT HOLDER WHOSE WARRANTS ARE EXCHANGED WILL RECEIVE 0.26 ORDINARY SHARES PER WARRANT CONCURRENT CONSENT SOLICITATION: TENDERING WARRANTHOLDERS CONSENT TO AMEND THE TERMS OF REMAINING WARRANTS NOT TENDERED IN THE OFFER TO |
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| April 17, 2018 |
Form of Notice of Guaranteed Delivery Exhibit 99.2 NOTICE OF GUARANTEED DELIVERY OF WARRANTS OF CISION LTD. Pursuant to the Prospectus/Offer to Exchange dated April 17, 2018 This Notice of Guaranteed Delivery, or one substantially in the form hereof, must be used to accept the Offer (as defined below) if: • the procedure for book-entry transfer cannot be completed on a timely basis, or • time will not permit all required documents, in |
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| April 17, 2018 |
Form of Letter of Transmittal and Consent Exhibit 99.1 LETTER OF TRANSMITTAL AND CONSENT Offer To Exchange Warrants to Acquire Ordinary Shares of CISION LTD. for Ordinary Shares of Cision Ltd. and Consent Solicitation THE OFFER AND CONSENT SOLICITATION (AS DEFINED BELOW) AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., EASTERN DAYLIGHT TIME, ON MAY 15, 2018, OR SUCH LATER TIME AND DATE TO WHICH WE MAY EXTEND. WARRANTS OF THE COMPANY TENDE |
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| April 17, 2018 |
Employment Agreement between PR Newswire Association, LLC and Jason Edelboim† Exhibit 10.15 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of October 3, 2017, by and between PR Newswire Association, LLC, a Delaware limited liability company (“Employer”), and Jason Edelboim (“Executive”), Employer, Executive, and the Partnership are party to a Senior Management Agreement, dated September 23, 2016 (the “Original Senior Management Agreement”), and |
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| April 17, 2018 |
Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees Exhibit 99.3 LETTER TO BROKERS, DEALERS, COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES Offer To Exchange Warrants to Acquire Ordinary Shares of CISION LTD. for Ordinary Shares of Cision Ltd. and Consent Solicitation THE OFFER AND CONSENT SOLICITATION (AS DEFINED BELOW) AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., EASTERN DAYLIGHT TIME, ON MAY 15, 2018, OR SUCH LATER TIME AND DATE TO WHI |
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| April 17, 2018 |
EX-10.22 6 tv491113ex10-22.htm EXHIBIT 10.22 Exhibit 10.22 Cision Ltd. Dealer Manager and Solicitation Agent Agreement New York, New York April 17, 2018 Citigroup Global Markets Inc., as Dealer Manager c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: Cision Ltd., a Cayman Islands exempted company (the “Company” or “we”), plans to make offers (ea |
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| April 17, 2018 |
Form of Letter to Clients of Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees EX-99.4 13 tv491113-ex994.htm EXHIBIT 99.4 Exhibit 99.4 LETTER TO CLIENTS OF BROKERS, DEALERS, COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES Offer To Exchange Warrants to Acquire Ordinary Shares of CISION LTD. for Ordinary Shares of Cision Ltd. and Consent Solicitation THE OFFER AND CONSENT SOLICITATION (AS DEFINED BELOW) AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., EASTERN DAYLIGHT TIM |
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| April 17, 2018 |
As filed with the Securities and Exchange Commission on April 17, 2018 Registration No. |
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| April 17, 2018 |
Employment Agreement between PR Newswire Association, LLC and Whitney Benner† EX-10.14 4 tv491113ex10-14.htm EXHIBIT 10.14 Exhibit 10.14 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of January 9, 2018, by and between PR Newswire Association, LLC, a Delaware limited liability company (“Employer”), and Whitney Benner (“Executive”). Employer, Executive, and the Partnership are party to a Senior Management Agreement, dated September 29, 2016 (the |
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| March 26, 2018 |
CISN / Cision Ltd. / Canyon Holdings (cayman), L.p. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* CISION LTD. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S 109 (CUSIP Number) Canyon Holdings (Cayman), L.P. c/o GTCR Investment X AIV Ltd. 300 N. LaSalle Street Suite 5600 Chicago, Illinois 60654 Attention: Jeffrey S. Wright (312 |
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| March 26, 2018 |
SCHEDULE 13D JOINT FILING AGREEMENT Exhibit 1 SCHEDULE 13D JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below. |
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| March 23, 2018 |
Cision Ltd. Announces Pricing of Secondary Offering Exhibit 99.1 Cision Ltd. Announces Pricing of Secondary Offering CHICAGO, March 20, 2018 /PRNewswire/ - Cision (NYSE: CISN) today announced the pricing of an underwritten public offering of 5,750,000 ordinary shares by certain selling shareholders at a public offering price of $10.75 per share. Cision is not selling any ordinary shares in the offering and will not receive any proceeds from the off |
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| March 23, 2018 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 20, 2018 CISION LTD. |
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| March 22, 2018 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-221792 Prospectus supplement (To Prospectus dated December 1, 2017) 5,750,000 shares Ordinary shares The selling shareholders are offering 5,750,000 ordinary shares. We will not receive any of the proceeds from the ordinary shares sold by the selling shareholders. Our ordinary shares are listed on the New York Stock Exchange under the symbol “C |
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| March 21, 2018 |
EX-1.1 2 tv488855ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 CISION LTD. 5,750,000 Ordinary Shares Underwriting Agreement March 20, 2018 J.P. Morgan Securities LLC Deutsche Bank Securities Inc. As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o Deutsche Bank Securities Inc. 60 Wall Street New York, New Yor |
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| March 21, 2018 |
As filed with the Securities and Exchange Commission on March 20, 2018 Registration No. |
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| March 19, 2018 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-221792 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. Subject to completion, dated March 19, 2018 P |
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| March 14, 2018 |
Prospectus Supplement No. 7 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 3 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the “Warrant Prospectus”), which forms a part of our Re |
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| March 14, 2018 |
Prospectus Supplement No. 7 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 3 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the “Warrant Prospectus”), which forms a part of our Re |
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| March 14, 2018 |
As filed with the Securities and Exchange Commission on March 13, 2018. File No. 333-221792 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO REGISTRATION STATEMENT ON FORM S-1 Under The Securities Act of 1933 CISION LTD. (Exact name of Registrant as specified in its charter) Cayman Islands 7372 N/A (State or other jurisdiction of (Primary St |
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| March 13, 2018 |
CISN / Cision Ltd. FORM 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38140 Cision Ltd. (E |
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| March 13, 2018 |
EX-4.3 2 tv486988ex4-3.htm EXHIBIT 4.3 Exhibit 4.3 Execution Version AMENDED AND RESTATED WARRANT AGREEMENT THIS AMENDED AND RESTATED WARRANT AGREEMENT (“Agreement”) dated as of October 17, 2017 is between Cision Ltd., an exempted company incorporated in the Cayman Islands with limited liability, (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation (“Warrant Agent”). |
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| March 13, 2018 |
Subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of Cision Ltd. As of December 31, 2017 Entity Name Jurisdiction of Incorporation or Organization Canyon Holdings Sa.r.l. Luxembourg Canyon Investments S.a.r.l. Luxembourg Canyon Companies S.a.r.l. Luxembourg Canyon Group S.a.r.l. Luxembourg Cision Investments Ltd Ireland Canyon UK Investments Ltd UK Discovery Group Holdings Ltd UK Gorkana Group Holdings Limited UK Gorkana |
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| March 8, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 8, 2018 CISION LTD. |
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| March 8, 2018 |
Exhibit 99.1 Cision Reports Fourth Quarter and Full Year 2017 Results; Provides Updated Full Year 2018 Outlook CHICAGO, March 8, 2018 /PRNewswire/ - Cision Ltd. (NYSE: CISN), a leading global provider of software and services to public relations and marketing communications professionals, today reported financial results for the fourth quarter and year ended December 31, 2017. Financial Highlights |
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| February 14, 2018 |
CISN / Cision Ltd. / BAMCO INC /NY/ - NONE Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* Cision Ltd. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S109 (CUSIP Number) Calendar Year 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh |
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| February 14, 2018 |
CISN / Cision Ltd. / Pennant Capital Management, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 8, 2018 |
Prospectus Supplement No. 6 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 2 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the ?Warrant Prospectus?), which forms a part of our Re |
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| February 8, 2018 |
Prospectus Supplement No. 6 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 2 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the ?Warrant Prospectus?), which forms a part of our Re |
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| February 8, 2018 |
Repricing Amendment to First Lien Credit Agreement. EX-10.1 2 tv485291ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION VERSION REPRICING AMENDMENT This REPRICING AMENDMENT is dated as of February 8, 2018 (this “Amendment”) and is entered into by and among Canyon Companies S.à r.l., a private limited liability company (société à responsabilité limitée) organized and established under the laws of Luxembourg, having its registered office at 6D, route de |
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| February 8, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 8, 2018 CISION LTD. |
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| February 8, 2018 |
Exhibit 99.1 Cision Completes Debt Repricing Transaction; Reduces Annual Cash Interest Expense by Approximately $12 Million, Providing Increased Operational Flexibility CHICAGO, Feb. 8, 2018 /PRNewswire/ - Cision Ltd. ("Cision" or the "Company") (NYSE: CISN), a leading global provider of software and services to public relations and marketing communications professionals, today reported that it co |
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| January 30, 2018 |
Exhibit 99.1 Cision Pre-Releases Select Preliminary Unaudited Fourth Quarter and Full Year 2017 Results; Provides Initial Full Year 2018 Outlook CHICAGO, Jan. 29, 2018 /PRNewswire/ ? Cision Ltd. (NYSE: CISN), a leading global provider of software and services to public relations and marketing communications professionals, today reported select preliminary unaudited financial results for the fourth |
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| January 30, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 29, 2018 CISION LTD. |
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| January 25, 2018 |
POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS January 23, 2018 Exhibit 24 POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS January 23, 2018 KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints each of Jack Pearlstein, Kristie Scott and Dennis M. |
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| December 27, 2017 |
Unregistered Sales of Equity Securities, Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 23, 2017 CISION LTD. |
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| December 27, 2017 |
Cision Agrees to Acquire PRIME Research Exhibit 99.1 Cision Agrees to Acquire PRIME Research Leading Provider of Data-Driven Software and Services for Communications Professionals Expands Portfolio and Global Footprint CHICAGO, Dec. 26, 2017 /PRNewswire/ - Cision (NYSE: CISN) announced today that it has signed a definitive agreement to acquire PRIME Research ("PRIME"), a leading global provider of media measurement and analysis services |
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| December 27, 2017 |
Prospectus Supplement No. 5 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 1 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the ?Warrant Prospectus?), which forms a part of our Re |
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| December 27, 2017 |
Prospectus Supplement No. 5 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 1 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the ?Warrant Prospectus?), which forms a part of our Re |
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| December 20, 2017 |
Prospectus Supplement No. 5 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 1 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the ?Warrant Prospectus?), which forms a part of our Re |
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| December 20, 2017 |
Cision Acquires CEDROM-SNi Inc. Exhibit 99.2 Cision Acquires CEDROM-SNi Inc. CHICAGO, Dec. 20, 2017 /PRNewswire/ - Cision, Ltd. (NYSE: CISN) ("Cision") announced today that it has acquired CEDROM-SNi Inc. ("CEDROM"), a Montr?al-based firm specializing in digital media monitoring solutions. The acquisition allows CEDROM customers to benefit immediately from Cision's complementary product offerings, including the Cision Communicat |
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| December 20, 2017 |
Cision Enters Into $75 Million Incremental Facility Amendment to Its Existing Credit Facility Exhibit 99.1 Cision Enters Into $75 Million Incremental Facility Amendment to Its Existing Credit Facility NEWS PROVIDED BY Cision Ltd. Dec 14, 2017, 09:15 ET CHICAGO, Dec. 14, 2017 /PRNewswire/ - Cision Ltd. ("Cision" or the "Company") (NYSE: CISN), a leading global provider of software and services to public relations and marketing communications professionals, announced today that on December 1 |
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| December 20, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 14, 2017 CISION LTD. |
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| December 20, 2017 |
Incremental Facility Amendment to First Lien Credit Agreement EX-10.1 2 tv481520ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 INCREMENTAL FACILITY AMENDMENT INCREMENTAL FACILITY AMENDMENT, dated as of December 14, 2017 (this “Agreement”), by and among Canyon Valor Companies, Inc., a Delaware corporation, formerly known as GTCR Valor Companies, Inc. (the “Borrower”) and Deutsche Bank AG New York Branch (the “Incremental Term Loan Lender”), and acknowledged by Deutsche |
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| December 20, 2017 |
? Prospectus Supplement No. 5 (to Warrant Prospectus dated July 28, 2017) Prospectus Supplement No. 1 (to Resale Prospectus dated December 1, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Registration No. 333-221792 ? 124,755,099 Shares This prospectus supplement updates and supplements (i) the prospectus dated July 28, 2017 (the ?Warrant Prospectus?), which forms a part of ou |
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| November 29, 2017 |
Power of Attorney (included in the signature page thereto) As filed with the Securities and Exchange Commission on November 28, 2017. File No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 REGISTRATION STATEMENT ON FORM S-1 Under The Securities Act of 1933 CISION LTD. (Exact name of Registrant as specified in its charter) Cayman Islands 7372 N/A (State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer in |
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| November 29, 2017 |
Cision Ltd. 130 East Randolph Street, 7th Floor Chicago, Illinois 60601 November 29, 2017 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jan Woo Ivan Griswold Re: Cision Ltd. Registration Statement on Form S-1, as amended Initial Filing Date November 29, 2017 File No. 333-221792 Ladies and Gentlemen: Cision Ltd. (th |
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| November 13, 2017 |
Prospectus Supplement No. 4 (to Prospectus dated July 28, 2017) Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 22,500,000 Shares This prospectus supplement updates and supplements the prospectus dated July 28, 2017 (the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-217256). This prospectus supplement is being filed to update and sup |
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| November 9, 2017 |
CISN / Cision Ltd. FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38140 Cision Ltd. (Exa |
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| November 9, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 8, 2017 CISION LTD. |
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| November 9, 2017 |
Cision Reports Third Quarter 2017 Results; Updates Full Year 2017 Outlook Exhibit 99.1 Cision Reports Third Quarter 2017 Results; Updates Full Year 2017 Outlook CHICAGO, Nov. 8, 2017 /PRNewswire/ - Cision Ltd. (NYSE: CISN), a leading global provider of software and services to public relations and marketing communications professionals, today reported results for the quarter ended September 30, 2017. Highlights for the quarter include: Revenue increased 5.9% to $159.7 m |
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| November 9, 2017 |
Form of Restricted Stock Unit Agreement pursuant to the Cision Ltd. 2017 Omnibus Incentive Plan† EX-10.16 2 tv477941ex10-16.htm EXHIBIT 10.16 Exhibit 10.16 RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE CISION LTD. 2017 OMNIBUS INCENTIVE PLAN * * * * * Participant: Grant Date: Number of Restricted Stock Units Granted: * * * * * THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Cision Ltd., an exempted com |
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| November 9, 2017 |
Form of Nonqualified Stock Option Agreement pursuant to the Cision Ltd. 2017 Omnibus Incentive Plan† EX-10.17 3 tv477941ex10-17.htm EXHIBIT 10.17 Exhibit 10.17 NONQUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE CISION LTD. 2017 OMNIBUS INCENTIVE PLAN * * * * * Participant: Grant Date: Per Share Exercise Price: Number of Shares subject to this Option: * * * * * THIS NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and be |
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| November 8, 2017 |
SCHEDULE 13D JOINT FILING AGREEMENT Exhibit 1 SCHEDULE 13D JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below. |
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| November 8, 2017 |
CISN / Cision Ltd. / Canyon Holdings (cayman), L.p. - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* CISION LTD. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S 109 (CUSIP Number) Canyon Holdings (Cayman), L.P. c/o GTCR Investment X AIV Ltd. 300 N. LaSalle Street Suite 5600 Chicago, Illinois 60654 Attention: Jeffrey S. Wright (312 |
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| November 6, 2017 |
Confidential Treatment Requested by Cision Ltd. under Rule 83 As submitted confidentially to the Securities and Exchange Commission on November 6, 2017. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential. File No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 205 |
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| November 3, 2017 |
Prospectus Supplement No. 3 (to Prospectus dated July 28, 2017) 22,500,000 Shares Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Prospectus Supplement No. 3 (to Prospectus dated July 28, 2017) 22,500,000 Shares This prospectus supplement updates and supplements the prospectus dated July 28, 2017 (the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-217256). This prospectus supplement is being filed to update and sup |
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| November 3, 2017 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 3, 2017 CISION LTD. |
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| September 5, 2017 |
Cision Ltd. 2017 Omnibus Incentive Plan Exhibit 99.1 CISION LTD. 2017 OMNIBUS INCENTIVE PLAN Article I PURPOSE The purpose of this Cision Ltd. 2017 Omnibus Incentive Plan is to enhance the profitability and value of the Company for the benefit of its stockholders by enabling the Company to offer Eligible Individuals cash and stock-based incentives in order to attract, retain and reward such individuals and strengthen the mutuality of in |
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| September 5, 2017 |
As filed with the Securities and Exchange Commission on September 5, 2017 As filed with the Securities and Exchange Commission on September 5, 2017 Registration No. |
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| August 9, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 9, 2017 CISION LTD. |
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| August 9, 2017 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 Prospectus Supplement No. 2 (to Prospectus dated July 28, 2017) 22,500,000 Shares This prospectus supplement updates and supplements the prospectus dated July 28, 2017 (the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-217256). This prospectus supplement is being filed to update and sup |
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| August 9, 2017 |
Cision Reports Full Second Quarter 2017 Results; Updates Full Year 2017 Outlook Cision Reports Full Second Quarter 2017 Results; Updates Full Year 2017 Outlook CHICAGO, Aug. |
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| August 9, 2017 |
CISN / Cision Ltd. FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38140 Cision Ltd. (Exact na |
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| August 7, 2017 |
Refinancing Amendment and Incremental Facility Amendment Exhibit 10.1 EXECUTION VERSION REFINANCING AMENDMENT AND INCREMENTAL FACILITY AMENDMENT This REFINANCING AMENDMENT AND INCREMENTAL FACILITY AMENDMENT is dated as of August 4, 2017 (this ?Amendment?) and is entered into by and among Canyon Companies S.? r.l., a private limited liability company (soci?t? ? responsabilit? limit?e) organized and established under the laws of Luxembourg, having its reg |
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| August 7, 2017 |
Prospectus Supplement No. 1 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated July 28, 2017) Registration No. 333-217256 22,500,000 Shares This prospectus supplement updates and supplements the prospectus dated July 28, 2017 (the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-217256). This prospectus supplement is being filed to update and sup |
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| August 7, 2017 |
Exhibit 99.1 Cision Completes Debt Refinancing Transaction; Reduces Annual Cash Interest Expense by Approximately $60 Million, Providing Increased Operational Flexibility CHICAGO, Aug. 7, 2017 /PRNewswire/ - Cision Ltd. ("Cision" or the "Company") (NYSE: CISN), a leading global provider of software and services to public relations and marketing communications professionals, today reported that it |
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| August 7, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 4, 2017 CISION LTD. |
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| July 17, 2017 |
As filed with the Securities and Exchange Commission on July 14, 2017 File No. 333-217256 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 ON FORM S-1 TO REGISTRATION STATEMENT ON FORM S-4 (FILE NO. 333-217256) Under The Securities Act of 1933 CISION LTD. (Exact name of Registrant as specified in its charter) Cayman Islands 7372 N/A (State or o |
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| July 11, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 11, 2017 CISION LTD. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-38140 N/A (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS |
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| July 11, 2017 |
Exhibit 99.2 Lender Presentation July 2017 Disclaimer This presentation is based on information provided by Canyon Holdings S.a.r.l and its subsidiaries (?Cision? or the "Company?). The information contained in this presentation (the "Information") is being furnished on a confidential basis solely for use by the recipient in making its own evaluation of the Company and its business, assets, financ |
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| July 11, 2017 |
Exhibit 99.1 Cision Pre-Releases Selected Preliminary Unaudited Second Quarter 2017 Financial Results Expects to Report Full Quarterly Financial Results on August 9, 2017 CHICAGO, IL ? July 11, 2017 ? Cision Ltd. (NYSE: CISN; the ?Company? or ?Cision?), a leading global provider of software and services to public relations and marketing communications professionals, today issues this statement pre |
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| July 6, 2017 |
SCHEDULE 13D JOINT FILING AGREEMENT Exhibit 1 SCHEDULE 13D JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below. |
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| July 6, 2017 |
Exhibit 4.4 ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the ?Agreement?) is entered into and effective as of June 29, 2017 by and among Capitol Acquisition Corp. III, a Delaware corporation (?Capitol?), Capitol Acquisition Holding Company Ltd., an exempted company incorporated in the Cayman Islands with limited liability (to be renamed ?Cision, Ltd.? effective as |
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| July 6, 2017 |
Amended and Restated Memorandum and Articles of Association of Cision Ltd. Exhibit 3.1 THE COMPANIES LAW (2016 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF CISION LTD. (Adopted by Special Resolution passed on 29 June 2017) THE COMPANIES LAW (2016 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF CISION LTD. (Adopted by Special Resolution p |
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| July 6, 2017 |
Exhibit 16.1 July 6, 2017 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Cision Ltd. under Item 4.01 of its Form 8-K dated June 29, 2017. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Cision Ltd. contained therein. Very truly you |
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| July 6, 2017 |
Form of Director Indemnification Agreement (Affiliates of Canyon Holdings (Cayman), L.P.)† Exhibit 10.9 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this ?Agreement?) is made and entered into as of [ ], 20[ ] between Cision Ltd., an exempted company incorporated in the Cayman Islands (the ?Company?), and [ ] (?Indemnitee?). WITNESSETH THAT: WHEREAS, Indemnitee is either a member of the board of directors of the Company (the ?Board?) or an officer of the Company, or both, an |
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| July 6, 2017 |
EX-14.1 12 v469777ex14-1.htm EXHIBIT 14.1 Exhibit 14.1 CISION LTD. CODE OF ETHICS FOR SENIOR FINANCIAL OFFICERS (Adopted on June 29, 2017) Cision Ltd. (the “Company”) maintains a Code of Ethics (the “General Code”) applicable to all directors, officers, employees and agents of the Company and its subsidiaries. The General Code covers ethical conduct, including conflicts of interest and compliance |
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| July 6, 2017 |
Office Lease between Cision U.S. Inc. and BFPRU I, LLC Exhibit 10.18 OFFICE LEASE PRUDENTIAL PLAZA BFPRU I, LLC, a Delaware limited liability company, as Landlord, and CISION US, INC., a Delaware corporation, as Tenant. TABLE OF CONTENTS Pages ARTICLE 1 PREMISES, BUILDING, PROJECT, AND COMMON AREAS 3 1.1 Premises, Building, Project and Common Areas 3 1.2 Stipulation of Rentable Square Feet of Premises 4 1.3 First Offer 4 1.4 Fixed Expansion Option 6 1 |
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| July 6, 2017 |
Exhibit 10.6 Execution Version CISION LTD. DIRECTOR NOMINATION AGREEMENT This Director Nomination Agreement (this ?Agreement?) is made on June 29, 2017 (the ?Effective Time?), between Cision Ltd., a Cayman Islands exempted limited company (the ?Company?), Canyon Holdings (Cayman) LP (the ?Shareholder?, or together with its successors and assigns, the ?Shareholders?) and GTCR Fund X/A AIV LP, GTCR |
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| July 6, 2017 |
Subsidiaries of the Registrant Exhibit 21.1 Entity Name Jurisdiction of Incorporation or Organization Canyon Investments S.? r.l. Luxembourg Canyon Companies S.? r.l. Luxembourg Canyon Group S.? r.l. Luxembourg Cision Investments Limited Ireland Canyon Valor Holdings, Inc. Delaware Canyon Valor Companies, Inc. Delaware PRN Delaware, Inc. Delaware PR Newswire Association LLC Delaware CNW Group Ltd Canada Health Response Ltd Cana |
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| July 6, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 29, 2017 Cision Ltd. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-38140 N/A (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) Fi |
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| July 6, 2017 |
Registration Rights Agreement between Cision Ltd. and certain holders identified therein Exhibit 10.5 CISION LTD. REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is made as of June 29, 2017, among Cision Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the ?Company?), Canyon Holdings (Cayman) L.P. (together with its Affiliates, ?Canyon?) and each Person listed on the Schedule of Other Holders attached hereto and e |
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| July 6, 2017 |
Employment Agreement between Cision U.S. Inc. and Kevin Akeroyd† Exhibit 10.16 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this ?Agreement?) is made as of June 29, 2017, by and between Cision US Inc., a Delaware corporation (?Employer?) and Kevin Akeroyd (?Executive?). Employer, Executive, and the Partnership are party to a Senior Management Agreement, dated July 5, 2016 (the ?Original Senior Management Agreement?), and concurrently with entering into this |
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| July 6, 2017 |
8-K 1 v4697778k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 29, 2017 Cision Ltd. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-38140 N/A (State or Other Jurisdiction (Commission (IRS Employe |
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| July 6, 2017 |
Form of Director and Officer Indemnification Agreement (Officers and Independent Directors)† Exhibit 10.11 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this ?Agreement?) is made and entered into as of [ ], 20[ ] between Cision Ltd., an exempted company incorporated in the Cayman Islands (the ?Company?), and [ ] (?Indemnitee?). WITNESSETH THAT: WHEREAS, Indemnitee is either a member of the board of directors of the Company (the ?Board?) or an officer of the Company, or both, a |
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| July 6, 2017 |
Exhibit 10.10 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this ?Agreement?) is made and entered into as of [ ], 20[ ] between Cision Ltd., an exempted company incorporated in the Cayman Islands (the ?Company?), and [ ] (?Indemnitee?). WITNESSETH THAT: WHEREAS, Indemnitee is either a member of the board of directors of the Company (the ?Board?) or an officer of the Company, or both, a |
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| July 6, 2017 |
Employment Agreement between Cision U.S. Inc. and Jack Pearlstein† Exhibit 10.17 Execution Version EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this ?Agreement?) is made as of June 29, 2017, by and between Cision US Inc., a Delaware corporation (?Employer?) and Jack Pearlstein (?Executive?). Employer, Executive, and the Partnership are party to a Senior Management Agreement, dated May 30, 2014 (the ?Original Senior Management Agreement?), and concurrently with |
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| July 6, 2017 |
CISN / Cision Ltd. / Canyon Holdings (cayman), L.p. - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 CISION LTD. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G1992S 109 (CUSIP Number) Canyon Holdings (Cayman), L.P. c/o GTCR Investment X AIV Ltd. 300 N. LaSalle Street Suite 5600 Chicago, Illinois 60654 Attention: Jeffrey S. Wright (312) 382-2200 (Name, A |
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| June 30, 2017 |
Exhibit 99.1 Capitol Acquisition Corp. III Completes Merger with Cision Combined Company Named Cision Ltd. Will Trade on the NYSE under CISN $2.4 Billion Enterprise Value is Largest U.S. SPAC Transaction Completed Since 2010 CHICAGO AND WASHINGTON, June 29, 2017 – The parent company of Cision, a leading global provider of cloud-based earned media solutions, and Capitol Acquisition Corp. III (NASDA |
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| June 30, 2017 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 29, 2017 CISION LTD. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-38140 N/A (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS |
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| June 29, 2017 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 CAPITOL ACQUISITION HOLDING COMPANY LTD. (Exact Name of Registrant as Specified in Its Charter) Cayman Islands N/A (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 509 West 7t |
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| June 19, 2017 |
Filed by Capitol Acquisition Holding Company Ltd. pursuant to Filed by Capitol Acquisition Holding Company Ltd. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6 under the Securities Exchange Act of 1934 Subject Company: Capitol Acquisition Corp. III (File No. 001-37588) Commission File No. for the Related Registration Statement: 333-217256 Cision and Capitol Acquisition Corp. III Announce Transfer of Listing to NY |
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| June 15, 2017 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-217256 CAPITOL ACQUISITION CORP. III 509 7th Street, N.W. Washington, D.C. 20004 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON JUNE 29, 2017 TO THE STOCKHOLDERS OF CAPITOL ACQUISITION CORP. III: NOTICE IS HEREBY GIVEN that an annual meeting of stockholders of Capitol Acquisition Corp. III (?Capitol?), a Delaware corporation, will be he |
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| June 14, 2017 |
2017 Omnibus Incentive Agreement. † As filed with the Securities and Exchange Commission on June 14, 2017 Registration No. |
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| June 14, 2017 |
Capitol Acquisition Holding Company Limited c/o Capitol Acquisition Corp. III 509 7th Street, N.W. Washington, D.C. 20004 June 14, 2017 VIA EDGAR Maryse Mills-Apenteng Special Counsel Office of Information Technologies and Services Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Capitol Acquisition Holding Company Limited (the "Company") Registration Statement on F |
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| June 13, 2017 |
Filed by Capitol Acquisition Holding Company Ltd. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Capitol Acquisition Corp. III (File No. 001-37588) Commission File No. for the Related Registration Statement: 333-217256 Cision Agrees to Acquire L?Argus de la Presse With proposed acquisition of |
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| June 6, 2017 |
Filed by Capitol Acquisition Holding Company Ltd. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Capitol Acquisition Corp. III (File No. 001-37588) Commission File No. for the Related Registration Statement: 333-217256 Cision and Capitol Acquisition Corp. III Announce Record Date of June 9 fo |
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| June 5, 2017 |
As filed with the Securities and Exchange Commission on June 5, 2017 Registration No. |
