Merger Arbitrage Mondays – April 10, 2017

Merger activity remained steady last week with six new deals announced and six deals closing. You can find all the active deals listed below in our Merger Arbitrage Tool (MAT) that automatically updates itself during market hours.

There were two new deals announced in the Deals in the Works section.

Deal Statistics:

Total Number of Deals Closed in 2017 55
Total Number of Deals Not Completed in 2017 2
Total Number of Pending Deals
Cash Deals 50
Stock Deals 17
Stock & Cash Deals 10
Special Conditions 8
Total Number of Pending Deals 85
Total Deal Size $678.29 billion

New Deals:

  1. The acquisition of Syneron Medical (ELOS) by funds advised by Apax Partners for $397 million or $11.00 per share in cash.
  2. The acquisition of General Communication (GNCMA) by Liberty Ventures (LVNTA) for $2.68 billion. Under the terms of the agreement, shareholders of GCI will receive total consideration of $32.50 per share comprised of $27.50 per share in GCI Liberty Class A common stock and $5.00 in newly issued Series A preferred shares, based on a Liberty Ventures reference price of $43.65.
  3. The acquisition of Panera Bread Company (PNRA) by JAB for $7.5 billion or $315 per share in cash.
  4. The acquisition of Innocoll Holdings (INNL) by Gurnet Point for $209 million. Under the recommended offer, Gurnet Point will acquire Innocoll for $1.75 per share in cash, and up to $4.90 in cash from a contingent value right (CVR), for a total potential per share value of up to $6.65 or up to approximately $209 million in aggregate. We are entering this deal as a “Special Conditions” deal with a value of $1.75 and are not assigning a value to the CVR because it is both difficult and highly subjective. We did attempt to put a value on the CVR of another deal (Tobira Therapeutics) and you can check it out here.
  5. The acquisition of CU Bancorp (CUNB) by PacWest Bancorp (PACW) for $705 million in a cash plus stock deal. Under terms of the Agreement, CU Bancorp shareholders will receive 0.5308 shares of PacWest common stock and $12.00 in cash for each share of CU Bancorp.
  6. The acquisition of Zhaopin Limited (ZPIN) by SEEK International Investments for $678.59 million. Under the terms of the agreement, SEEK International Investments will acquire all of the outstanding shares of Zhaopin for cash consideration, that together with the amount of the Special Dividend will equal US$9.10 per ordinary share of the Company and US$18.20 per American Depositary Share of the Company, each representing two Shares. Holders of Shares and ADSs as of immediately prior to the Effective Time will be entitled to receive a cash special dividend, which, will be a minimum US$0.28 and maximum US$1.35 per Share (corresponding with a minimum US$0.56 and maximum US$2.70 per ADS), which will be paid to such shareholders and ADS holders as promptly as practicable following the Effective Time.

Deal Updates:

  1. On March 31, 2017, The WhiteWave Foods Company (WWAV) and Danone achieved a major milestone towards the completion of the planned merger of the two companies with the reaching of an agreement in principle with the Antitrust Division of the United States Department of Department of Justice.
  2. On April 4, 2017, ChemChina and Syngenta (SYT) announced that they have received approval from the US Federal Trade Commission for the proposed acquisition of Syngenta by ChemChina. This represents a major step towards the closing of the transaction, which is expected to take place in the second quarter of 2017.
  3. On April 4, 2017, CEB (CEB) announced that CEB shareholders approved the definitive merger agreement with Gartner. CEB and Gartner expect to complete the transaction on April 5, 2017.
  4. On April 4, 2017, Qualcomm Incorporated (QCOM) announced that Qualcomm River Holdings an indirect wholly owned subsidiary of Qualcomm, has extended the offering period of its previously announced cash tender offer to purchase all of the outstanding common shares of NXP Semiconductors (NXPI). The tender offer is now scheduled to expire on May 2, 2017, unless extended or earlier terminated, in either case pursuant to the terms of the Purchase Agreement.
  5. On April 4, 2017, Qualcomm (QCOM) has received approval from U.S. antitrust regulators for its proposed $47 billion acquisition of NXP Semiconductors (NXPI).
  6. On April 5, 2017, Reynolds American (RAI) announced that British American Tobacco (BTI) has obtained unconditional antitrust approval from the Japanese authorities in relation to its proposed acquisition of RAI.
  7. On April 6, 2017, ChemChina won conditional EU antitrust approval for its $43 billion bid for Syngenta (SYT).
  8. On April 6, 2017, The U.S. District Court for the District of Columbia signed an order allowing The WhiteWave Foods Company (WWAV) and Danone to complete the planned merger of the two companies. WhiteWave expects the closing of Danone’s acquisition of WhiteWave to occur within five business days from the date of the Court’s order on April 5, 2017.
  9. On April 7, 2017, United Bankshares (UBSI) shareholders approved the acquisition of Cardinal Financial Corporation (CFNL). Shareholder approval followed regulatory approval by the Board of Governors of the Federal Reserve System and the Virginia Bureau of Financial Institutions. The companies expect to complete the transaction on April 21, 2017.
  10. On April 7, 2017, Pinnacle Financial Partners (PNFP) and BNC Bancorp (BNCN) announced that Pinnacle has received approvals of its applications to merge with BNC from the Federal Reserve Bank of Atlanta, the Tennessee Department of Financial Institutions and the North Carolina Office of the Commissioner of Banks. Accordingly, all banking regulatory approvals required for consummation of the proposed mergers have been received.

Closed Deals:

  1. The acquisition of Suffolk Bancorp (SCNB) by People’s United Financial (PBCT) on April 3, 2017. It took 281 days for this deal to be completed.
  2. The acquisition of Middleburg Financial Corporation (MBRG) by Access National Corporation (ANCX) on April 3, 2017. It took 161 days for this deal to be completed.
  3. The acquisition of GigPeak (GIG) by Integrated Device Technology (IDTI) on April 4, 2017. It took 50 days for this deal to be completed.
  4. The acquisition of CEB (CEB) by Gartner on April 5, 2017. It took 90 days for this deal to be completed. (update the filing url)
  5. The acquisition of Joy Global (JOY) by Komatsu America on April 5, 2017. It took 258 days for this deal to be completed.
  6. The acquisition of Metaldyne Performance Group (MPG) by American Axle & Manufacturing Holdings (AXL) on April 6, 2017. It took 154 days for this deal to be completed.

Top 10 deals with largest spreads:

Symbol Announced
Date
Acquiring
Company
Closing
Price
Last
Price
Closing
Date
Profit Annualized
Profit
RAD 10/27/2015 Walgreens Boots Alliance, Inc. (WBA) $6.50 $4.60 07/31/2017 41.30% 134.61%
GNW 10/23/2016 China Oceanwide Holdings Group Co., Ltd. (N/A) $5.43 $4.04 06/30/2017 34.41% 155.04%
ALR 02/01/2016 Abbott Laboratories (ABT) $56.00 $43.05 03/31/2017 30.08% -1097.97%
CAB 10/03/2016 Bass Pro Shops (N/A) $65.50 $52.96 06/30/2017 23.68% 106.70%
LSCC 11/03/2016 Canyon Bridge Capital Partners, Inc. (N/A) $8.30 $6.90 03/31/2017 20.29% -740.58%
WR 05/31/2016 Great Plains Energy Incorporated (GXP) $60.00 $54.32 06/30/2017 10.46% 47.12%
MON 09/14/2016 Bayer AG (BAYRY) $128.00 $116.16 12/31/2017 10.19% 14.04%
ADGE 11/02/2016 Tecogen Inc. (TGEN) $0.35 $0.3162 06/30/2017 9.69% 43.67%
TWX 10/22/2016 AT&T, Inc. (T) $107.50 $98.46 12/31/2017 9.18% 12.65%
GLBL 03/07/2017 Brookfield Asset Management Inc. (BAM) $5.10 $4.725 12/31/2017 7.94% 10.93%

List of all pending deals:

  Symbol Announced
Date
Acquiring
Company
Deal
Type
Closing
Value
Closing
Price
Last
Price
Volume Closing
Date
Profit Annu.
Profit
+ RAD 10/27/2015 Walgreens Boots Alliance, Inc. (WBA) All Cash $17.2 billion $6.50 $4.60 13,701,492 07/31/2017 41.30% 134.61%
+ GNW 10/23/2016 China Oceanwide Holdings Group Co., Ltd. (N/A) All Cash $2.7 billion $5.43 $4.04 9,904,298 06/30/2017 34.41% 155.04%
+ ALR 02/01/2016 Abbott Laboratories (ABT) All Cash $5.8 billion $56.00 $43.05 512,772 03/31/2017 30.08% 0.00%
+ CAB 10/03/2016 Bass Pro Shops (N/A) All Cash $5.5 billion $65.50 $52.96 170,544 06/30/2017 23.68% 106.70%
+ LSCC 11/03/2016 Canyon Bridge Capital Partners, Inc. (N/A) All Cash $1.3 billion $8.30 $6.90 1,027,020 03/31/2017 20.29% 0.00%
+ WR 05/31/2016 Great Plains Energy Incorporated (GXP) Special Conditions $12.2 billion $60.00 $54.32 377,505 06/30/2017 10.46% 47.12%
+ MON 09/14/2016 Bayer AG (BAYRY) All Cash $66 billion $128.00 $116.16 2,585,187 12/31/2017 10.19% 14.04%
+ ADGE 11/02/2016 Tecogen Inc. (TGEN) All Stock $20 million $0.35 $0.3162 7,310 06/30/2017 9.69% 43.67%
+ TWX 10/22/2016 AT&T, Inc. (T) Special Conditions $108.7 billion $107.50 $98.46 2,495,598 12/31/2017 9.18% 12.65%
+ GLBL 03/07/2017 Brookfield Asset Management Inc. (BAM) All Cash $1.3 billion $5.10 $4.725 425,479 12/31/2017 7.94% 10.93%
+ MBVT 10/24/2016 Community Bank System Inc. (CBU) All Stock $304 million $51.24 $47.475 12,852 06/30/2017 7.93% 35.75%
+ WGL 01/25/2017 AltaGas Ltd. (N/A) All Cash $6.4 billion $88.25 $81.96 306,781 06/30/2018 7.67% 6.28%
+ AMFW 03/13/2017 John Wood Group Plc (WG.L) All Stock $4.3 billion $7.39 $6.95 83,968 12/31/2017 6.31% 8.69%
+ CFCB 01/26/2017 Midland States Bancorp, Inc. (MSBI) Special Conditions $175.1 million $26.75 $25.26 7,205 06/30/2017 5.90% 26.58%
+ SGBK 03/27/2017 Home Bancshares, Inc. (HOMB) Special Conditions $778.4 million $49.00 $46.37 106,218 12/31/2017 5.67% 7.81%
+ NXPI 10/27/2016 QUALCOMM Incorporated (QCOM) All Cash $38 billion $110.00 $104.55 4,128,335 12/31/2017 5.21% 7.18%
+ LVLT 10/31/2016 CenturyLink, Inc. (CTL) Cash Plus Stock $34 billion $61.56 $58.54 2,276,375 09/30/2017 5.16% 10.88%
+ SYT 02/03/2016 ChemChina (N/A) All Cash $43 billion $93.95 $89.60 1,122,882 06/30/2017 4.85% 21.88%
+ SWC 12/09/2016 Sibanye Gold Limited (SBGL) All Cash $2.2 billion $18.00 $17.27 2,541,103 06/30/2017 4.23% 19.05%
+ FBRC 02/21/2017 B. Riley Financial, Inc. (RILY) Cash Plus Stock $160.1 million $18.43 $17.70 29,005 06/30/2017 4.13% 18.61%
+ EGAS 10/11/2016 First Reserve Energy Infrastructure (N/A) All Cash $196 million $13.10 $12.60 26,545 12/31/2017 3.97% 5.47%
+ INVN 12/21/2016 TDK Corporation (TTDKY) All Cash $1.3 billion $13.00 $12.51 821,286 09/30/2017 3.92% 8.26%
+ RBPAA 01/30/2017 Bryn Mawr Bank Corporation (BMTC) All Stock $127.7 million $4.03 $3.91 71,529 09/30/2017 3.16% 6.66%
+ MBLY 03/13/2017 Intel Corporation (INTC) All Cash $14.7 billion $63.54 $61.74 3,072,656 12/31/2017 2.92% 4.02%
+ HW 11/20/2016 Boral Limited (N/A) All Cash $2.6 billion $24.25 $23.58 353,588 06/30/2017 2.84% 12.80%
+ CUNB 04/06/2017 PacWest Bancorp (PACW) Cash Plus Stock $705 million $40.01 $38.90 543,406 12/31/2017 2.84% 3.91%
+ SYUT 11/17/2016 Beams Power Investment Limited (N/A) All Cash N/A $6.05 $5.90 71,261 04/30/2017 2.54% 46.40%
+ DGI 02/24/2017 MacDonald, Dettwiler and Associates Ltd. (MDA.TO) Cash Plus Stock $3.6 billion $33.65 $32.85 455,999 12/31/2017 2.43% 3.35%
+ FCFP 02/06/2017 First Busey Corporation (BUSE) Cash Plus Stock $235.8 million $12.75 $12.45 39,045 06/30/2017 2.38% 10.75%
+ OKSB 12/14/2016 Simmons First National Corporation (SFNC) Cash Plus Stock $564.4 million $26.21 $25.60 72,159 09/30/2017 2.37% 4.99%
+ FRP 12/05/2016 Consolidated Communications Holdings, Inc. (CNSL) All Stock $1.5 billion $17.64 $17.25 127,049 06/30/2017 2.24% 10.10%
+ CACQ 12/22/2014 Caesars Entertainment Corporation (CZR) All Stock N/A $15.68 $15.35 133,272 03/31/2017 2.16% 0.00%
+ ZPIN 04/06/2017 SEEK International Investments Pty Ltd. (N/A) All Cash $678.59 million $18.20 $17.79 226,581 12/31/2017 2.02% 2.79%
+ BRCD 11/02/2016 Broadcom Limited (AVGO) All Cash $5.5 billion $12.75 $12.51 2,142,106 10/31/2017 1.92% 3.43%
+ PCBK 01/09/2017 Columbia Banking System, Inc. (COLB) All Stock $644.1 million $24.25 $23.80 161,367 06/30/2017 1.91% 8.60%
+ AWH 12/18/2016 Fairfax Financial Holdings Limited (FFH.TO) Special Conditions $4.9 billion $54.00 $52.99 175,463 06/30/2017 1.91% 8.59%
+ LMIA 02/17/2017 Sonaca Group (N/A) All Cash $381.47 million $14.00 $13.75 61,221 06/30/2017 1.82% 8.19%
+ KZ 12/01/2016 Linkedsee Limited and Wiseman International Limited (N/A) All Cash $299 million $7.55 $7.42 340,864 03/31/2017 1.75% 0.00%
+ XRA 03/28/2017 Goldcorp Inc. (GG) All Stock $184.45 $1.77 $1.74 557,687 06/30/2017 1.72% 7.77%
+ VAL 03/20/2016 The Sherwin-Williams Company (SHW) All Cash $11.3 billion $113.00 $111.22 528,260 06/21/2017 1.60% 8.11%
+ NSAT 03/27/2017 Hytera Project Corp. (N/A) All Cash $62 million $10.25 $10.10 5,811 06/30/2017 1.49% 6.69%
+ WOOF 01/07/2017 Mars, Incorporated (N/A) All Cash $9.1 billion $93.00 $91.71 726,931 09/30/2017 1.41% 2.97%
+ FIG 02/14/2017 SoftBank Group Corp. (SFTBY) All Cash $3.3 billion $8.08 $7.97 222,662 12/31/2017 1.38% 1.90%
+ LMOS 02/20/2017 EQT Infrastructure investment strategy (N/A) All Cash $950 million $18.00 $17.80 112,884 09/30/2017 1.12% 2.37%
+ PVTB 06/29/2016 Canadian Imperial Bank of Commerce (CM) Cash Plus Stock $4.9 billion $60.18 $59.58 905,739 06/30/2017 1.01% 4.57%
+ PNRA 04/05/2017 JAB (N/A) All Cash $7.5 billion $315.00 $312.00 300,334 09/30/2017 0.96% 2.03%
+ NSR 12/14/2016 private investment group led by Golden Gate Capital (N/A) All Cash $2.9 billion $33.50 $33.20 491,829 09/30/2017 0.90% 1.91%
+ OKS 02/01/2017 ONEOK, Inc. (OKE) All Stock $17.2 billion $55.35 $54.89 765,686 06/30/2017 0.83% 3.75%
+ MJN 02/10/2017 Reckitt Benckiser Group (N/A) All Cash $17.9 billion $90.00 $89.33 1,411,863 09/30/2017 0.75% 1.58%
+ ERS 03/31/2017 A unit of Ta Chen Stainless Pipe Co., Ltd. (N/A) All Cash $160.57 million $7.00 $6.95 9,199 06/30/2017 0.72% 3.24%
+ SGM 01/26/2017 Home Point Financial Corporation (N/A) All Cash $211 million $8.00 $7.95 20,834 06/30/2017 0.63% 2.83%
+ ETP 11/21/2016 Sunoco Logistics Partners L.P. (SXL) All Stock $19.93 billion $36.57 $36.35 2,433,689 03/31/2017 0.61% 0.00%
+ GTWN 10/06/2016 Salem Five Bancorp (N/A) All Cash $49.2 million $26.00 $25.85 2,469 03/31/2017 0.58% 0.00%
+ WNR 11/17/2016 Tesoro Corporation (TSO) All Stock $6.4 billion $34.87 $34.69 1,168,534 06/30/2017 0.53% 2.39%
+ CST 08/22/2016 Alimentation Couche-Tard Inc. (N/A) All Cash $4.4 billion $48.53 $48.28 295,187 03/31/2017 0.52% 0.00%
+ CFNL 08/18/2016 United Bankshares, Inc. (UBSI) All Stock $912 million $28.93 $28.82 154,737 04/21/2017 0.39% 12.95%
+ MPSX 01/24/2017 WestRock Company (WRK) All Cash $2.28 billion $18.00 $17.94 575,659 06/30/2017 0.33% 1.51%
+ SBY 02/27/2017 Tricon Capital Group Inc. (N/A) All Cash $1.4 billion $21.50 $21.43 198,027 06/30/2017 0.33% 1.47%
+ UTEK 02/02/2017 Veeco Instruments Inc. (VECO) Cash Plus Stock $550 million $29.37 $29.28 885,412 06/30/2017 0.32% 1.44%
+ EVER 08/08/2016 TIAA (N/A) All Cash $2.5 billion $19.50 $19.44 280,120 06/30/2017 0.31% 1.39%
+ UAM 11/17/2016 WellCare Health Plans, Inc. (WCG) All Cash $800 million $10.00 $9.97 210,012 06/30/2017 0.30% 1.36%
+ CHMT 09/26/2016 LANXESS AG (N/A) All Cash $2.5 billion $33.50 $33.40 186,941 06/30/2017 0.30% 1.35%
+ TRR 03/31/2017 New Mountain Capital (N/A) All Cash $438 million $17.55 $17.50 324,525 06/30/2017 0.29% 1.29%
+ XXIA 01/30/2017 Keysight Technologies, Inc. (KEYS) All Cash $1.6 billion $19.65 $19.60 259,492 10/31/2017 0.26% 0.46%
+ NMBL 03/06/2017 Hewlett Packard Enterprise Company (HPE) All Cash $1.09 billion $12.50 $12.48 1,366,401 04/30/2017 0.16% 2.92%
+ AF 03/07/2017 Sterling Bancorp (STL) All Stock $2.2 billion $20.17 $20.14 704,917 12/31/2017 0.14% 0.20%
+ ZLTQ 02/13/2017 Allergan plc (AGN) All Cash $2.475 billion $56.50 $56.42 1,289,633 12/31/2017 0.14% 0.20%
+ DGAS 02/21/2017 Peoples Natural Gas (N/A) All Cash $227 million $30.50 $30.47 7,307 12/31/2017 0.10% 0.14%
+ EXAR 03/29/2017 MaxLinear, Inc. (MXL) All Cash $472 million $13.00 $12.99 601,051 06/30/2017 0.08% 0.35%
+ WWAV 07/07/2016 Danone (N/A) All Cash $12.5 billion $56.25 $56.23 2,759,489 04/12/2017 0.04% 6.49%
+ EVBS 12/13/2016 Southern National Bancorp of Virginia, Inc. (SONA) All Stock $178.3 million $10.63 $10.63 17,556 06/30/2017 0.01% 0.05%
+ ALJ 01/03/2017 Delek US Holdings, Inc. (DK) All Stock $1.27 billion $11.39 $11.39 352,749 06/30/2017 0.00% 0.02%
+ MEP 01/26/2017 Enbridge Inc. (ENB) All Cash $170.2 million $8.00 $8.00 22,727 06/30/2017 0.00% 0.00%
+ AIRM 03/14/2017 American Securities LLC (N/A) All Cash $2.5 billion $43.00 $43.00 3,182,392 06/30/2017 0.00% 0.00%
+ BNCN 01/23/2017 Pinnacle Financial Partners, Inc. (PNFP) All Stock $1.9 billion $33.32 $33.45 367,549 09/30/2017 -0.39% -0.82%
+ CWEI 01/17/2017 Noble Energy, Inc. (NBL) Cash Plus Stock $3.2 billion $131.14 $132.49 64,420 06/30/2017 -1.02% -4.60%
+ ELOS 04/03/2017 Funds advised by Apax Partners (N/A) All Cash $397 million $11.00 $11.15 514,447 06/30/2017 -1.35% -6.06%
+ FGL 11/09/2015 Anbang Insurance Group Co., Ltd. (N/A) All Cash N/A $26.80 $27.65 88,690 06/30/2017 -3.07% -13.85%
+ GNVC 01/24/2017 Intrexon Corporation (XON) All Stock $6.3 million $5.71 $5.95 2,860 06/30/2017 -4.06% -18.30%
+ BEAV 10/23/2016 Rockwell Collins (COL) Special Conditions $8.3 billion $62.00 $64.73 450,096 03/31/2017 -4.22% 153.94%
+ GNCMA 04/04/2017 Liberty Ventures (LVNTA) Special Conditions $2.68 billion $32.50 $35.51 523,025 06/30/2017 -8.48% -38.20%
+ ISLE 09/19/2016 Eldorado Resorts, Inc. (ERI) All Cash $1.7 billion $23.00 $26.47 178,974 06/30/2017 -13.11% -59.07%
+ INNL 04/04/2017 Gurnet Point L.P. (N/A) Special Conditions $209 million $1.75 $2.095 787,979 06/30/2017 -16.47% -74.21%
+ MGI 01/26/2017 Ant Financial Services Group (N/A) All Cash $880 million $13.25 $16.29 274,244 12/31/2017 -18.66% -25.70%
+ RAI 01/17/2017 British American Tobacco p.l.c. (BTI) Cash Plus Stock $49.4 billion $46.91 $63.55 3,464,713 09/30/2017 -26.18% -55.23%

Disclaimer: I hold positions in WhiteWave Foods (WWAV), Rite Aid (RAD), Syngenta (SYT), Fortress Investment Group (FIG) and NXP Semiconductors (NXPI). Please do your own due diligence before buying or selling any securities mentioned in this article. We do not warrant the completeness or accuracy of the content or data provided in this article.

Connect with me on LinkedIn: http://www.linkedin.com/in/asifsuria or follow me on Twitter@asifsuria

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