PREVIEW: Merger Arbitrage Mondays – October 8, 2018

Merger activity remained unchanged last week with four new deals announced and seven pending 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 three new deals announced in the Deals in the Works section.

Deal Statistics:

Total Number of Deals Closed in 2018 122
Total Number of Deals Not Completed in 2018 14
Total Number of Pending Deals
Cash Deals 43
Stock Deals 23
Stock & Cash Deals 14
Special Conditions 4
Total Number of Pending Deals 84
Total Deal Size $1.18 trillion

New Deals:

  1. The acquisition of Pershing Gold Corporation (PGLC) by Americas Silver Corporation (USAS) for $50.78 million in an all stock deal. Under the terms of the Agreement, holders of Pershing common shares will receive 0.715 common shares of Americas Silver for each common share of Pershing by way of a share exchange.
  2. The acquisition of HomeTown Bankshares Corporation (HMTA) by American National Bankshares (AMNB) for $95.6 million in an all stock deal. Under the terms of the agreement, HomeTown shareholders will receive 0.4150 shares of American National common stock for each share of HomeTown common stock.
  3. The acquisition of Hortonworks (HDP) by Cloudera (CLDR) for $1.49 billion in an all stock deal. Under the terms of the agreement, Hortonworks stockholders will receive 1.305 common shares of Cloudera for each share of Hortonworks stock owned.
  4. The acquisition of Access National Corporation (ANCX) by Union Bankshares Corporation (UBSH) for $610 million in an all stock deal. Under the terms of the merger agreement, each outstanding share of Access common stock will be converted into the right to receive 0.75 shares of Union common stock.

Deal Updates:

  1. October 1, 2018: According to Reuters, Fresenius won a court ruling allowing the healthcare group to walk away from its takeover of Akorn (AKRX), sparking a more than 50 percent fall in the U.S. generic drugmaker’s shares.
  2. On October 1, 2018, Moody’s Corporation (MCO) and Reis (REIS) announced that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 with respect to Moody’s pending acquisition of Reis expired on September 28, 2018.
  3. On October 1, 2018, United Technologies (UTXwon U.S. approval to buy Rockwell Collins (COL), as long as it sells certain assets. Chinese approval of the deal is still pending.
  4. On October 1, 2018, The U.S. Federal Trade Commission approved Penn National Gaming’s (PENN) purchase of Pinnacle Entertainment (PNK), requiring they divest assets in three Midwestern cities.
  5. On October 3, 2018, Penn National Gaming (PENN) announced that, the Company received approval from the Nevada Gaming Commission and Nevada Gaming Control Board in connection with its pending acquisition of Pinnacle Entertainment (PNK).
  6. On October 4, 2018, The Navigators Group (NAVG) announced that it has established a meeting date of November 16, 2018 for a special meeting of stockholders to vote on a proposal to adopt the previously announced agreement and plan of merger with The Hartford Financial Services Group (HIG).
  7. On October 5, 2018, The Federal Energy Regulatory Commission (FERC) approved the merger of CenterPoint Energy (CNP) and Vectren Corporation (VVC).
  8. On October 5, 2018, Dominion Energy (D) and SCANA Corporation (SCG) announced that they have reached a settlement agreement with the Public Staff of the North Carolina Utilities Commission and an intervenor that ensures rate stability and service reliability for more than 500,000 PSNC Energy customers. This marks significant progress in their proposed merger.
  9. On October 5, 2018, K2M Group Holdings (KTWO) announced that it has set November 7, 2018 as the meeting date for a special meeting of its stockholders to vote on a proposal to adopt the previously announced Agreement and Plan of Merger with Stryker Corporation (SYK).

Closed Deals:

  1. The acquisition of Xcerra Corporation (XCRA) by Cohu, Inc. (COHU) on October 1, 2018. It took 146 days for this deal to be completed.
  2. The acquisition of Andeavor (ANDV) by Marathon Petroleum Corp. (MPC) on October 1, 2018. It took 154 days for this deal to be completed.
  3. The acquisition of First Connecticut Bancorp (FBNK) by People’s United Financial (PBCT) on October 1, 2018. It took 104 days for this deal to be completed.
  4. The acquisition of AV Homes (AVHI) by Taylor Morrison Home Corporation (TMHC) on October 2, 2018. It took 117 days for this deal to be completed.
  5. The acquisition of PHH Corporation (PHH) by Ocwen Financial Corporation (OCN) on October 4, 2018. It took 219 days for this deal to be completed.
  6. The acquisition of Coastway Bancorp (CWAY) by HarborOne Bancorp (HONE) on October 5, 2018. It took 204 days for this deal to be completed.
  7. The acquisition of Convergys Corporation (CVG) by SYNNEX Corporation (SNX) on October 5, 2018. It took 99 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
SIR 09/17/2018 Government Properties Income Trust (GOV) $29.26 $20.03 01/31/2019 46.08% 146.26%
GNW 10/23/2016 China Oceanwide Holdings Group Co., Ltd. (N/A) $5.43 $4.08 12/01/2018 33.09% 223.65%
SCG 01/03/2018 Dominion Energy, Inc. (D) $48.07 $38.75 12/31/2018 24.05% 104.48%
EHIC 04/06/2018 Teamsport Parent Limited (N/A) $13.50 $11.05 12/31/2018 22.17% 96.34%
EGC 06/18/2018 Cox Oil affiliate (N/A) $9.10 $7.9 10/10/2018 15.19% 2772.15%
KANG 03/26/2018 IK Healthcare Investment Limited (N/A) $20.60 $17.97 10/31/2018 14.64% 232.26%
SHPG 05/08/2018 Takeda Pharmaceutical Company Limited (TKPYY) $194.74 $173.4 06/30/2019 12.31% 16.95%
STC 03/16/2018 Fidelity National Financial, Inc. (FNF) $49.89 $44.9 06/30/2019 11.11% 15.31%
S 04/29/2018 T-Mobile US, Inc. (TMUS) $7.03 $6.44 06/30/2019 9.23% 12.72%
NXTM 08/07/2017 Fresenius Medical Care (N/A) $30.00 $27.55 11/05/2018 8.89% 115.93%

List of all pending deals:

The list of all pending deals is only available to InsideArbitrage Premium members.

Symbol Announced
Date
Acquiring
Company
Deal
Type
Closing
Value
Closing
Price
Last
Price
Volume Closing
Date
Profit Annu.
Profit
SIR 09/17/2018 Government Properties Income Trust (GOV) Special Conditions $6.17 billion $29.26 $20.03 5,646,522 01/31/2019 46.08% 146.26%
Select Income REIT merger details:

Expected to close by late 2018 or early 2019 for a closing value of $6.17 billion. The merger will be a stock for stock exchange whereby SIR shareholders will receive 1.04 shares of GOV for each common share of SIR based upon a fixed exchange ratio. Also as a condition of the merger, after receiving shareholder approval for the merger and prior to its closing, SIR will distribute as a special dividend all 45 million of the common shares it owns in ILPT to SIR shareholders. SIR shareholders will receive approximately 0.502 shares of ILPT for every one share owned of SIR.  Based upon closing prices on September 14, 2018, SIR shareholders will receive $11.69 per share from the ILPT share distribution and $17.57 per share in GOV for a total of $29.26 per share. We are treating this as a special conditions deal.

GNW 10/23/2016 China Oceanwide Holdings Group Co., Ltd. (N/A) All Cash $2.7 billion $5.43 $4.08 1,475,806 12/01/2018 33.09% 223.65%
Genworth Financial, Inc. merger details:

Expected to close in the middle of 2017 for a closing value of $2.7 billion. Upon completion of the merger, shareholders of Genworth Financial will receive $5.43 per share in cash.

Update(s)

December 21, 2016: Genworth Financial (GNW) announced that under the HSR Act, the merger with China Oceanwide Holdings Group may not be completed until certain information and materials have been provided by Asia Pacific and Genworth to the Antitrust Division of the U.S. Department of Justice and the Federal Trade Commission, and the applicable waiting period under the HSR Act has expired or been terminated. The parties filed the required notifications with the Antitrust Division and the FTC on December 7, 2016 and early termination of the applicable waiting period was granted on December 16, 2016.

January 25, 2017: Genworth Financial (GNW) announced that it has filed a definitive proxy statement with the U.S. Securities and Exchange Commission and will commence mailing to stockholders of record the definitive proxy materials in connection with the previously announced transaction with China Oceanwide Holdings Group. The special meeting of Genworth stockholders will be held on Tuesday, March 7, 2017.

March 7, 2017: Genworth Financial (GNW) announced that at its stockholders adopted the previously announced merger agreement with China Oceanwide Holdings Group.

April 29, 2017: China Oceanwide Holdings Group said that it had refiled its application for U.S. approval of its $2.7 billion acquisition of life insurance company Genworth Financial (GNW), in a bid to add more time to the regulatory review.

July 13, 2017: Genworth Financial (GNW) and China Oceanwide Holdings Group reported that they have withdrawn and re-filed their joint voluntary notice with the Committee on Foreign Investment in the United States (CFIUS) a second time to provide CFIUS more time to review and discuss the proposed transaction between Genworth and Oceanwide.

August 2, 2017: Genworth (GNW) and Oceanwide continue to work diligently to satisfy the closing conditions under their previously announced proposed transaction and are committed to closing the transaction as soon as possible. In addition to clearance by CFIUS, the closing of the proposed transaction remains subject to the receipt of required regulatory approvals in the U.S., China, and other international jurisdictions and other closing conditions. Because the timing of the regulatory reviews will delay the completion of the transaction beyond the originally targeted time frame of the middle of 2017, Genworth and Oceanwide have agreed in principle to extend the August 31, 2017, deadline set forth in the merger agreement to November 30, 2017.

September 19, 2017: China’s Oceanwide Holdings is aiming to close its $2.7 billion acquisition of U.S. insurer Genworth Financial (GNW) by end of this year after securing approval from a U.S. government panel, said an executive of the Chinese firm.

October 2, 2017: A.M. Best commented that the Long-Term Issuer Credit Ratings of “bb-” of Genworth Financial (GNW) and Genworth Holdings as well as their existing Long-Term Issue Credit Ratings will remain under review with negative implications following the announcement that Genworth and China Oceanwide Holdings Group  have withdrawn their joint voluntary notice with the Committee on Foreign Investment in the United States (CFIUS).

October 4, 2017: Genworth Financial (GNW) and China Oceanwide Holdings Group announced that the North Carolina Department of Insurance has approved the proposed acquisition of control by Oceanwide of Genworth’s North Carolina-domiciled insurance companies, including Genworth Mortgage Insurance Corporation, as contemplated under the merger agreement entered into by Genworth and Oceanwide.

October 9, 2017: Genworth Financial (GNW) and China Oceanwide Holdings Group announced that the South Carolina Department of Insurance has approved the proposed acquisition of control by Oceanwide of Genworth’s South Carolina-domiciled special purpose financial captive insurance subsidiary, Rivermont Life Insurance Company I, as contemplated under the merger agreement.

November 29, 2017: Genworth Financial (GNW) and China Oceanwide Holdings Group announced that they have agreed to a second waiver and agreement of each party’s right to terminate the previously announced merger agreement. The second waiver and agreement extends the previous deadline of Nov. 30, 2017, to April 1, 2018, and allows additional time for regulatory reviews of the transaction.

January 4, 2018: Genworth Financial (GNW) and China Oceanwide Holdings Group issued an update on the status of their efforts to obtain clearance of their proposed transaction from CFIUS. There can be no assurances that CFIUS will ultimately agree to clear a transaction between Genworth and Oceanwide on terms acceptable to the parties or at all. In addition to clearance by CFIUS, the closing of the proposed transaction remains subject to the receipt of state-level regulatory approvals that are pending in Delaware and New York, as well as regulatory reviews in China and other international jurisdictions and other closing conditions.

February 6, 2018: Genworth Financial (GNW) said that its application for assent to a takeover by China Oceanwide Holdings Group had been refiled, after agreeing changes the duo hope will alleviate U.S. regulatory concerns.

March 27, 2018: Genworth Financial (GNW) and China Oceanwide Holdings Group announced they have agreed to a fourth waiver and agreement of each party’s right to terminate the previously announced merger agreement. The fourth waiver and agreement extends the previous deadline of April 1, 2018 to July 1, 2018, and allows additional time for regulatory reviews of the transaction.

April 24, 2018: Genworth Financial (GNW) and China Oceanwide Holdings Group reported that they have withdrawn and re-filed their joint voluntary notice with the Committee on Foreign Investment in the United States (CFIUS) to provide CFIUS additional time to review and discuss the proposed transaction between Genworth and Oceanwide.

June 9, 2018: China Oceanwide Holdings Group and Genworth Financial (GNW) announced that the Committee on Foreign Investment in the United States (CFIUS) has completed its review of their proposed transaction and concluded that there are no unresolved national security concerns with respect to the proposed transaction. The closing of the transaction remains subject to other conditions, including the receipt of required regulatory approvals in the U.S., China and other international jurisdictions.

June 28, 2018: Genworth Financial (GNW) and China Oceanwide Holdings Group announced they have agreed to a fifth waiver and agreement of each party’s right to terminate the previously announced merger agreement. The fifth waiver and agreement extends the previous deadline of July 1, 2018 to August 15, 2018 to allow additional time for continued regulatory review of the transaction.

August 14, 2018: Genworth Financial (GNW) and China Oceanwide Holdings Group announced that they have agreed to a sixth waiver and agreement of each party’s right to terminate the previously announced merger agreement. The sixth waiver and agreement extends the previous deadline of August 15, 2018 to December 1, 2018 to allow additional time to complete the regulatory review process.

September 13, 2018: Genworth Financial (GNW) announced it will hold its 2018 Annual Meeting of Stockholders on December 13, 2018, if its proposed merger with China Oceanwide Holdings Group has not yet been completed. On September 14, 2018, Genworth Financial and China Oceanwide Holdings Group announced that they are submitting supplemental information to the regulators who are reviewing their proposed transaction.

Genworth and Oceanwide continue to work diligently to satisfy the closing conditions under their previously announced proposed transaction and are committed to closing the transaction as soon as possible. In addition to clearance by CFIUS, the closing of the proposed transaction remains subject to the receipt of required regulatory approvals in the U.S., China, and other international jurisdictions and other closing conditions. Because the timing of the regulatory reviews will delay the completion of the transaction beyond the originally targeted time frame of the middle of 2017, Genworth and Oceanwide have agreed in principle to extend the August 31, 2017, deadline set forth in the merger agreement to November 30, 2017.Genworth and Oceanwide continue to work diligently to satisfy the closing conditions under their previously announced proposed transaction and are committed to closing the transaction as soon as possible. In addition to clearance by CFIUS, the closing of the proposed transaction remains subject to the receipt of required regulatory approvals in the U.S., China, and other international jurisdictions and other closing conditions. Because the timing of the regulatory reviews will delay the completion of the transaction beyond the originally targeted time frame of the middle of 2017, Genworth and Oceanwide have agreed in principle to extend the August 31, 2017, deadline set forth in the merger agreement to November 30, 2017.
SCG 01/03/2018 Dominion Energy, Inc. (D) All Stock $14.6 billion $48.07 $38.75 703,491 12/31/2018 24.05% 104.48%
SCANA Corporation merger details:

Expected to close in 2018 for a closing value of $14.6 billion in an all stock deal. Under the terms of the agreement, SCANA shareholders would receive 0.6690 shares of Dominion Energy common stock for each share of SCANA common stock.

Update(s)

February 1, 2018: Dominion Energy (D), and SCANA Corporation (SCG) announced that their proposed combination has cleared a key condition needed for completion. The Federal Trade Commission has granted early termination of the 30-day waiting period under the federal Hart-Scott-Rodino Antitrust Improvements Act with regard to the combination.

March 21, 2018: The Georgia Public Service Commission unanimously approved the merger of Dominion Energy (D), and SCANA Corporation (SCG).

April 19, 2018: According to Bloomberg, Dominion Energy’s (D) takeover of Scana (SCG) is looking even less likely to happen, or less likely on the current terms, after a bill passed by South Carolina legislators late Wednesday. The state Senate voted to cut the money Scana can collect from customers for a half-finished nuclear power project the company scrapped last year.

July 13, 2018: The proposed merger of Dominion Energy (D) and SCANA Corporation (SCG) achieved another significant milestone with the approval of the Federal Energy Regulatory Commission (FERC).

July 31, 2018: The proposed combination of Dominion Energy (D) and SCANA Corporation (SCG) achieved another significant milestone with the approval of SCANA’s shareholders.

September 5, 2018: The proposed combination of Dominion Energy (D) and SCANA Corporation (SCGachieved another significant milestone. The U.S. Nuclear Regulatory Commission (NRC) has approved the indirect transfer of the Operating License for V.C. Summer Unit 1 and of the Combined Licenses (COLs) for V.C. Summer Units 2 and 3 from SCANA’s wholly owned subsidiary, South Carolina Electric & Gas (SCE&G), to Dominion Energy.

October 5, 2018: Dominion Energy (D) and SCANA Corporation (SCG) announced that they have reached a settlement agreement with the Public Staff of the North Carolina Utilities Commission and an intervenor that ensures rate stability and service reliability for more than 500,000 PSNC Energy customers. This marks significant progress in their proposed merger.

According to Bloomberg, Dominion Energy’s $7.9 billion takeover of Scana (SCG) is looking even less likely to happen, or less likely on the current terms, after a bill passed by South Carolina legislators late Wednesday. The state Senate voted to cut the money Scana can collect from customers for a half-finished nuclear power project the company scrapped last year. According to Bloomberg, Dominion Energy’s $7.9 billion takeover of Scana (SCG) is looking even less likely to happen, or less likely on the current terms, after a bill passed by South Carolina legislators late Wednesday. The state Senate voted to cut the money Scana can collect from customers for a half-finished nuclear power project the company scrapped last year.
EHIC 04/06/2018 Teamsport Parent Limited (N/A) All Cash $1.19 billion $13.50 $11.05 104,193 12/31/2018 22.17% 96.34%
eHi Car Services Limited merger details:

Expected to close by the end of the second or third quarter for a closing value of $1.19 billion. Upon completion of the merger, shareholders of eHi Car Services Limited will receive $13.50 per share in cash.

Update(s)

July 2, 2018: eHi Car Services Limited (EHIC) announced that on June 29, 2018, the Financial Services Division of the Grand Court of the Cayman Islands issued a final judgment in which the Court dismissed and struck out in its totality a winding up petition previously filed by Ctrip Investment Holdings Ltd. after determining that the complaints of misconduct made by Ctrip were “unsustainable,” “factually incapable of proof” and “wholly unmeritorious.”

October 1, 2018: Since the merger was not completed by the third quarter of 2018, we have extended the closing date for this deal to December 31, 2018.

EGC 06/18/2018 Cox Oil affiliate (N/A) All Cash $322 million $9.10 $7.9 642,485 10/10/2018 15.19% 2772.15%
Energy XXI Gulf Coast, Inc. merger details:

Expected to close in the third quarter of 2018 for a closing value of $322 million. Upon completion of the merger, shareholders of Energy XXI Gulf Coast will receive $9.10 per share in cash.

Update(s)

September 6, 2018: Energy XXI Gulf Coast (EGC) announced that the Company’s stockholders voted to approve the previously announced merger agreement with Cox Oil affiliate.

September 9, 2018: Energy XXI Gulf Coast (EGC) entered into an amendment to the Agreement and Plan of Merger to provide for the closing date of the merger to occur on October 10, 2018. The amendment also provides that Cox cannot refuse to consummate the merger because of any material adverse events occurring on or after September 10, 2018 until the closing date.

KANG 03/26/2018 IK Healthcare Investment Limited (N/A) All Cash $1.5 billion $20.60 $17.97 17,207 10/31/2018 14.64% 232.26%
iKang Healthcare Group, Inc. merger details:

Expected to close in the third quarter of 2018 for a closing value of $1.5 billion. Under the terms of the agreement, IK Healthcare Investment Limited will acquire the Company for a cash consideration of US$41.20 per Class A common share or Class C common share of the Company or US$20.60 per American depositary share of the Company, each representing ½ of a Class A Share.

August 15, 2018:

iKang Healthcare Group, Inc. (KANG) announced that, as of the close of business (New York time) on August 14, 2018, it has received notices of objection from shareholders who hold Class A common shares representing, collectively, approximately 18.33% of the total issued and outstanding shares of the Company.

The company also received objection notices from holders of the company’s American Depositary Shares (“ADSs”), representing approximately 32.37% of the total issued and outstanding shares of the company.

Under Section 7.02(e) of the Merger Agreement, the obligations of parent and merger sub to consummate the Merger and the other transactions contemplated by the Merger Agreement are subject to the condition that the holders of no more than 15% of the total issued and outstanding shares of the Company have validly served objection notices.  Based on the objection notices received by the company as of the close of business (New York time) on August 14, 2018, this condition is no longer satisfied. The company intends to request that this condition of the merger agreement be waived.

September 7, 2018: iKang Healthcare Group (KANG) announced that IK Healthcare Investment Limited is re-evaluating the commercial viability of the merger, and has requested an extension of the termination date under the Merger Agreement from September 26, 2018 to October 31, 2018.

SHPG 05/08/2018 Takeda Pharmaceutical Company Limited (TKPYY) Special Conditions $77.78 billion $194.74 $173.4 1,356,457 06/30/2019 12.31% 16.95%
Shire plc merger details:

Expected to close in the first half of 2019 for a closing value of $77.78 billion. Under the terms of the acquisition, Shire shareholders will be entitled to receive, for each Shire share, $30.33 in cash and either 0.839 new Takeda shares or 1.678 Takeda ADSs. We have used $20.61 as the price for the Takeda ADS and multiplied it by 1.678 for the stock portion of the deal.

Update(s)

July 10, 2018: Takeda Pharmaceutical said it has received U.S. approval for its acquisition of London-listed Shire (SHPG). The drugmaker expects the deal to close in the first half of 2019.

September 14, 2018: Takeda Pharmaceutical said that China approved its purchase of Shire (SHPG).

September 28, 2018: According to Reuters, the European Commission said that EU antitrust regulators will decide by November 6 whether to allow Takeda Pharmaceutical’s takeover of Shire (SHPG).

STC 03/16/2018 Fidelity National Financial, Inc. (FNF) Cash Plus Stock $1.2 billion $49.89 $44.9 66,075 06/30/2019 11.11% 15.31%
Stewart Information Services Corporation merger details:

Expected to close in the first or second quarter of 2019 for a closing value of $1.2 billion in a cash plus stock deal. Under the terms of the agreement, Stewart shareholders will receive $25.00 in cash and 0.6425 common shares of Fidelity for each share of Stewart common stock they hold at closing.

Update(s)

August 21, 2018: Fidelity National Financial (FNF) announced that FNF received a “no-action letter” from the Canadian Competition Bureau, indicating that the Bureau does not intend to oppose completion of the previously announced acquisition of Stewart Information Services Corporation (STC).

September 5, 2018: Stewart Information Services Corporation (STC) announced that at its special meeting of stockholders, a majority of the outstanding shares of Stewart common stock voted to approve the Agreement and Plan of Merger, with Fidelity National Financial (FNF).

S 04/29/2018 T-Mobile US, Inc. (TMUS) All Stock $59 billion $7.03 $6.44 8,973,836 06/30/2019 9.23% 12.72%
Sprint Corporation merger details:

Expected to close in the first half of 2019 for a closing value of $59 billion in an all stock deal. Under the terms of the agreement, Sprint shareholders will receive 0.10256 T-Mobile shares for each Sprint share or the equivalent of 9.75 Sprint shares for each T-Mobile US share.

Update(s)

May 23, 2018: A U.S. Senate committee plans to hold a hearing on June 27 on the proposed  merger of T-Mobile US (TMUS) and Sprint (S). T-Mobile and Sprint said they expected to complete their deal no later than the first half of 2019.

June 7, 2018: According to Reuters, the U.S. Department of Justice is examining how the proposed merger between T-Mobile (TMUS) and Sprint (S) could affect prices for smaller wireless operators.

June 15, 2018: According to Reuters, Sprint (S) and T-Mobile (TMUS) have informed the Federal Communications Commission that they will formally file an application asking for approval to merge on Monday, June 18, 2018.

August 6, 2018: According to Reuters, U.S. antitrust enforcers are in the early stages of reviewing T-Mobile US’s (TMUS) plan to buy Sprint (S), and have reached no conclusions on how many wireless carriers the country needs.

September 10, 2018: According to The Wall Street Journal, FCC has paused the clock for reviewing the T-Mobile (TMUS), Sprint (S) deal. Regulator says it needs more time to review engineering and business information from the companies.

According to The Wall Street Journal, FCC has paused the clock for reviewing the T-Mobile, Sprint Deal. Regulator says it needs more time to review engineering and business information from the companies.According to The Wall Street Journal, FCC has paused the clock for reviewing the T-Mobile, Sprint Deal. Regulator says it needs more time to review engineering and business information from the companies.

 

NXTM 08/07/2017 Fresenius Medical Care (N/A) All Cash $1.62 billion $30.00 $27.55 880,318 11/05/2018 8.89% 115.93%
Nxstage Medical, Inc. merger details:

Expected to close in 2018 for a closing value of $1.62 billion. Upon completion of the merger, shareholders of Nxstage Medical will receive $30.00 per share in cash.

Update(s)

October 27, 2017: NxStage Medical (NXTM) announced that at a special meeting of stockholders, the Company’s stockholders voted to adopt the previously announced Agreement and Plan of Merger with Fresenius Medical Care Holdings. In addition, the merger has cleared antitrust review in Germany. The Merger Agreement may be terminated by the company or Fresenius if it is not closed by August 7, 2018, although Fresenius may extend the End Date for up to 180 days under certain circumstances in order to obtain required antitrust clearances.

July 30, 2018: Pursuant to the Agreement and Plan of Merger among Fresenius Medical Care Holdings NxStage Medical (NXTM) and Broadway Renal Services, Fresenius exercised its option to extend the end date of the Merger Agreement from August 7, 2018 to November 5, 2018.

PGLC 09/30/2018 Americas Silver Corporation (USAS) All Stock $50.78 million $1.55 $1.43 87,883 03/31/2019 8.50% 17.83%
Pershing Gold Corporation merger details:

Expected to close in the first quarter of 2019 for a closing value of $50.78 million in an all stock deal. Under the terms of the Agreement, holders of Pershing common shares will receive 0.715 common shares of Americas Silver for each common share of Pershing by way of a share exchange.

ORBK 03/19/2018 KLA-Tencor Corporation (KLAC) Cash Plus Stock $3.2 billion $63.70 $59.15 179,761 12/31/2018 7.68% 33.39%
Orbotech Ltd. merger details:

Expected to close by the end of the calendar year 2018 for a closing value of $3.2 billion in a cash plus stock deal. Under the terms of the agreement, Orbotech shareholders will receive $38.86 in cash and 0.25 of a share of KLA-Tencor common stock in exchange for each ordinary share of Orbotech.

ANCX 10/05/2018 Union Bankshares Corporation (UBSH) All Stock $610 million $28.74 $26.83 564,645 03/31/2019 7.12% 14.93%
Access National Corporation merger details:

Expected to close by the first quarter of 2019 for a closing value of $610 million in an all stock deal. Under the terms of the merger agreement, each outstanding share of Access common stock will be converted into the right to receive 0.75 shares of Union common stock.

CALL 11/09/2017 B. Riley Financial, Inc. (RILY) All Cash $143 million $8.71 $8.15 4,953 12/31/2018 6.87% 29.86%
magicJack VocalTec Ltd. merger details:

Expected to close in the first half of 2018 for a closing value of $142 milion. Upon completion of the merger, shareholders of magicJack will receive $8.71 per share in cash.

Update(s)

March 19, 2018: magicJack VocalTec (CALL) announced that at an extraordinary general meeting of magicJack shareholders, the shareholders approved the Agreement and Plan of Merger by B. Riley Financial (RILY).

June 28, 2018: magicJack VocalTec (CALL) announced that it has received from the Israel Tax Authority (“ITA”) the “Withholding Tax Ruling” contemplated by the merger agreement among magicJack, B. Riley Financial and B. R. Acquisition. magicJack is filing with the Securities and Exchange Commission a Form 8-K providing an overview of the requirements imposed by the ITA. The closing of the merger transaction is subject to the receipt of certain regulatory approvals. We have extended the closing date for this deal to September 30, 2018.

October 1, 2018: Since the merger was not completed by the third quarter of 2018, we have extended the closing date for this deal to December 31, 2018.

OCLR 03/12/2018 Lumentum Holdings Inc. (LITE) Cash Plus Stock $1.8 billion $9.09 $8.51 1,412,355 12/31/2018 6.85% 29.76%
Oclaro, Inc. merger details:

Expected to close in the second half of 2018 for a closing value of $1.8 billion. Under the terms of the agreement, for each share of Oclaro stock held, Oclaro stockholders will be entitled to receive $5.60 in cash and 0.0636 of a share of Lumentum common stock.

Update(s)

April 4, 2018: The U.S. Federal Trade Commission granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act, as amended, with respect to the proposed acquisition of Oclaro (OCLR) by Lumentum Holdings (LITE). The transactions contemplated by the Merger Agreement remain subject to approval by Oclaro’s stockholders, antitrust regulatory approval in China and other customary closing conditions.

July 10, 2018: Oclaro (OCLR) announced that, based on the vote tally from Oclaro’s Special Meeting of Stockholders, Oclaro’s stockholders approved the merger agreement under which Lumentum Holdings (LITE). The parties continue to expect the transaction to close in the second half of 2018.

RSYS 07/02/2018 Reliance Industries Limited (N/A) All Cash $100.94 million $1.72 $1.61 253,272 12/31/2018 6.83% 29.69%
Radisys Corporation merger details:

Expected to close by the end of 2018 for a closing value of $100.94 million. Upon completion of the merger, shareholders of Radisys Corporation will receive $1.72 per share in cash.

Update(s)

September 5, 2018: Radisys Corporation (RSYS) announced that its shareholders have voted to approve proposals related to the previously announced merger agreement with Reliance Industries.

ESRX 03/08/2018 Cigna Corporation (CI) Cash Plus Stock $67 billion $101.26 $96.03 2,073,202 12/31/2018 5.44% 23.65%
Express Scripts Holding Company merger details:

Expected to close by December 31, 2018 for a closing value of $67 billion in a cash plus stock deal. Under the terms of the definitive agreement, the transaction consideration will consist of $48.75 in cash and 0.2434 shares of stock of the combined company per Express Scripts share.

Update(s)

August 1, 2018: According to The Wall Street Journal, Carl Icahn has built a sizable stake in Cigna (CI) and plans to vote against the health insurer’s purchase of Express Scripts Holding (ESRX) the latest sign of trouble for the planned tie-up.

August 6, 2018: According to The Wall Street Journal, Carl Icahn is going public with his campaign to scuttle Cigna’s (CI) plan to buy Express Scripts Holding (ESRX).

August 9, 2018: Hedge fund Glenview Capital Management backed Cigna’s (CI) deal to buy Express Scripts (ESRX) in the face of stiff opposition from activist investor Carl Icahn ahead of a shareholder vote.

August 13, 2018: According to The Wall Street Journal, Carl Icahn no longer plans to solicit votes from Cigna (CI) shareholders against the health insurer’s deal to buy Express Scripts Holding (ESRX) after two proxy-advisory firms recommended shareholders support the deal.

August 16, 2018: Express Scripts (ESRX) reminded its stockholders to vote “FOR” Express Scripts’ merger agreement with Cigna (CI) at the Express Scripts’ upcoming Special Meeting of Stockholders.

August 24, 2018: Stockholders of Express Scripts Holding Company (ESRX) approved the proposed acquisition of Express Scripts by Cigna (CI).

September 5, 2018: According to the Wall Street Journal, Justice Department antitrust enforcers are preparing to give the green light to two deals in the health-care industry, CVS HealtH’s (CVS) planned acquisition of health insurer Aetna (AET). and Cigna’s (CI) planned purchase of Express Scripts Holding (ESRX).

September 17, 2018: According to Reuters, Cigna’s (CI) acquisition of Express Scripts Holding (ESRX) has passed U.S. antitrust scrutiny.

RCII 06/18/2018 Vintage Capital (N/A) All Cash $1.365 billion $15.00 $14.28 626,283 12/31/2018 5.04% 21.91%
Rent-A-Center, Inc. merger details:

Expected to close by the end of 2018 for a closing value of $1.365 billion. Upon completion of the mergers, shareholders of Rent-A-Center will receive $15 per share in cash.

Update(s)

September 13, 2018: Rent-A-Center (RCII) and Vintage Capital Management announced that both the Company and Buddy’s received a Request for Additional Information and Documentary Materials from the Federal Trade Commission in connection with the pending acquisition of Rent-A-Center by affiliates of Vintage Capital. The special meeting of Rent-A-Center’s stockholders to approve the Merger is scheduled for Tuesday, September 18, 2018.

September 19, 2018: Shareholders at Rent-A-Center (RCII) approved the company’s merger with Vintage Capital.

BMS 08/06/2018 Amcor Limited (AMC.AX) All Stock $6.03 billion $48.59 $46.44 247,049 03/31/2019 4.63% 9.72%
Bemis Company, Inc. merger details:

Expected to close in the first quarter of calendar year 2019 for a closing value of $6.03 billion in an all stock deal. Under the terms of the agreement, Bemis shareholders will receive 5.1 New Amcor NYSE shares for each Bemis share held. The combination will be effected through a merger of Amcor and Bemis into a newly created holding company (‘New Amcor’) incorporated in Jersey. It is intended that New Amcor will be tax resident in the UK after closing. New Amcor will have a primary listing on the NYSE and a listing on the ASX. Amcor and Bemis shareholders will receive shares in New Amcor in a tax-free exchange.

IDTI 09/10/2018 Renesas Electronics Corporation (N/A) All Cash $6.7 billion $49.00 $47.17 2,791,677 06/30/2019 3.88% 5.34%
Integrated Device Technology, Inc. merger details:

Expected to close in the first half of 2018 for a closing value of $6.7 billion. Upon completion of the merger, shareholders of Itegrated Device Technology will receive $49.00 per share in cash.

UWN 09/18/2018 Maverick Casinos, LLC (N/A) All Cash $40.19 million $2.50 $2.414 8,363 12/31/2018 3.56% 15.48%
Nevada Gold & Casinos, Inc. merger details:

Expected to close by the end of the year for a closing value of $40.19 million. Upon completion of the merger, shareholders of Nevada Gold & Casinos will receive $2.50 per share in cash.

AVA 07/19/2017 Hydro One Limited (N/A) All Cash $5.3 billion $53.00 $51.19 1,063,075 03/29/2019 3.54% 7.50%
Avista Corporation merger details:

Expected to close in the second half of 2018 for a closing value of $5.3 billion. Upon completion of the merger, shareholders of Avista will receive $53 per share in cash.

Update(s)

September 14, 2017: Hydro One Limited and Avista Corporation (AVA) filed applications requesting regulatory approval of the proposed merger of the two companies. The applications have been filed with state utility commissions in Washington, Idaho, Oregon, Montana, and Alaska, as well as with the Federal Energy Regulatory Commission (FERC), requesting approval of the transaction on or before August 14, 2018.

November 21, 2017: Avista (AVA) shareholders approved the acquisition by Hydro One Limited.

January 17, 2018: Hydro One Limited and Avista Corporation (AVA) received approval from the Federal Energy Regulatory Commission (FERC) on their merger application.

March 16, 2018: Hydro One Limited and Avista Corporation (AVA) reached a significant milestone in the regulatory approval process of the proposed merger. Notification of a settlement in principle with various parties has been filed with the Washington Utilities and Transportation Commission. The parties intend to file a settlement agreement with the WUTC on or before March 27, 2018. The settlement in principle is subject to the review and approval of the WUTC.

March 27, 2018: Hydro One Limited and Avista Corporation (AVA) announced the achievement of an important milestone in the regulatory approval process of their proposed merger. The companies have filed an all-parties, all-issues settlement agreement in the merger proceeding before the Washington Utilities and Transportation Commission.

April 3, 2018: Avista Corporation (AVA) and Hydro One Limited filed a settlement agreement in the merger proceeding before the Regulatory Commission of Alaska (RCA) recommending approval of the acquisition of the Company by Hydro One and on April 6, 2018, Hydro One Limited and Avista Corporation announced that the 30-day waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, for the merger of the two companies expired on April 6, 2018.

April 13, 2018: Hydro One Limited and Avista Corporation (AVA) announced the achievement of an important milestone in the regulatory approval process of their proposed merger. The companies have filed an all-parties settlement agreement in the merger proceeding before the Idaho Public Utilities Commission. This represents a full settlement which all parties have agreed is consistent with the public interest.

May 21, 2018: Hydro One Limited and Avista Corporation (AVA) announced that the Committee on Foreign Investment in the United States (“CFIUS”) has completed its review of the proposed merger, and has concluded that there are no unresolved national security concerns with respect to the transaction.

June 4, 2018: Avista Corporation (AVA) and Hydro One Limited received approval from the Regulatory Commission of Alaska (RCA) on the proposed merger.

June 12, 2018: Hydro One Limited and Avista Corporation (AVA) announced that the Montana Public Service Commission has voted to approve the proposed merger, with conditions.

July 13, 2018: According to Bloomberg, a shuffle among the top brass of Hydro One poses a threat to the timely completion of its acquisition of U.S. power supplier Avista (AVA).

July 19, 2018: The Idaho Public Utilities Commission postponed the date for the technical hearing of Hydro One Limited and Avista Corporation (AVA) that was previously scheduled for July 23, 2018. A new date has not yet been scheduled.

July 20, 2018: Hydro One Limited and Avista Corporation (AVA) received notice from the Washington Utilities and Transportation Commission that it has extended the deadline for a decision on the proposed merger between Hydro One and Avista by four months to December 14, 2018.

September 20, 2018: Hydro One Limited and Avista Corporation (AVA) announced that Hydro One has received a notice from Avista to extend the transaction End Date to March 29, 2019 , as provided for in the merger agreement.

AET 12/03/2017 CVS Health (CVS) Cash Plus Stock $77 billion $210.91 $203.72 898,583 12/31/2018 3.53% 15.34%
Aetna Inc. merger details:

Expected to close in the second half of 2018 for a closing value of $77 billion in a cash plus stock deal. Under the terms of the merger agreement, each outstanding share of Aetna common stock will be exchanged for $145.00 in cash and 0.8378 shares of CVS Health common stock.

Update(s)

December 8, 2017: CVS Health (CVS) expects the U.S. Justice Department to do the antitrust review of its planned acquisition of health insurer Aetna (AET).

January 12, 2018: CVS Health (CVS) said that it plans to keep Aetna’s (AET) headquarters in Connecticut after it completes its $69 billion acquisition of the U.S. health insurer.

February 1, 2018: CVS Health (CVS) and Aetna (AET) confirmed that each company has received a so-called “second request” for additional information from the U.S. Department of Justice “in connection with the DOJ’s review of the transactions contemplated by the Merger Agreement.”

March 7, 2018: According to The Wall Street Journal, CVS Health (CVS) sold $40 billion of bonds on Tuesday to help pay for its acquisition of health insurer Aetna (AET) months before it needs the money, seeking to get ahead of an expected rise in interest rates and a flood of borrowing across the economy.

March 13, 2018: CVS Health Corporation (CVS) stockholders voted to approve the shares of company stock to be issued in the company’s acquisition of Aetna (AET). According to the preliminary results announced at the meeting, more than 98 percent of the shares voted were in favor of the proposal. The merger is expected to close in the second half of 2018, subject to required regulatory approvals.

July 12, 2018: According to Bloomberg, shares of CVS Health (CVS) and Aetna (AET) spiked Thursday after a report by Reorg Research that U.S. antitrust enforcers might not move to block the health-care companies’ deal.

August 8, 2018: The American Medical Association, which represents U.S. physicians, urged the U.S. Justice Department to stop CVS Health Corp’s (CVS) plan to buy insurance provider Aetna (AET), saying the deal could result in higher prices for prescription medicines.

September 5, 2018: According to the Wall Street Journal, Justice Department antitrust enforcers are preparing to give the green light to two deals in the health-care industry, CVS HealtH’s (CVS) planned acquisition of health insurer Aetna (AET). and Cigna’s (CI) planned purchase of Express Scripts Holding (ESRX).

September 27, 2018: Aetna (AET) said that it would sell its Medicare Part D prescription drug plan business to WellCare Health Plans to obtain U.S. approval for its planned deal to merge with CVS Health (CVS).

NXEO 09/17/2018 Univar Inc. (UNVR) Cash Plus Stock $2 billion $12.39 $11.98 767,063 06/30/2019 3.46% 4.76%
Nexeo Solutions, Inc. merger details:

Expected to close in the first half of 2019 for a closing value of $2 billion in a cash plus stock deal. Under the terms of the agreement, each share of Nexeo stock issued and outstanding will be converted into 0.305 shares of Univar common stock and $3.29 in cash.

KS 01/29/2018 WestRock Company (WRK) All Cash $4.9 billion $35.00 $33.85 279,063 12/31/2018 3.40% 14.76%
KapStone Paper and Packaging Corporation merger details:

Expected to close by September 30, 2018 for a closing value of $4.9 billion. Upon completion of the merger, shareholders of KapStone Paper and Packaging Corporation will receive $35 per share in cash. KapStone stockholders will have the option to receive $35 per share in cash, or to elect to receive 0.4981 WestRock shares per KapStone share, with elections of stock consideration capped at 25% of the outstanding KapStone shares but no limit on the number of KapStone shares that can receive cash consideration. We are treating this as an all cash deal.

Update(s)

April 13, 2018: WestRock Company (WRK) and KapStone Paper and Packaging Corporation (KS) received requests for additional information and documentary materials from the U.S. Department of Justice in connection with the pending acquisition of KapStone by WestRock.

August 28, 2018: WestRock Company (WRK) and KapStone Paper and Packaging Corporation (KS) announced an anticipated election deadline of September 5, 2018 for KapStone stockholders to elect to receive shares of common stock of Whiskey Holdco, as consideration in the acquisition of KapStone by WestRock through Holdco.

September 17, 2018: WestRock (WRK) agreed to extend the date before which it will not consummate the pending acquisition from the date previously agreed to in the Timing Agreement to November 15, 2018, unless it has received notice from the DOJ prior to such date that the DOJ has closed its investigation of the pending acquisition. WestRock agreed to the extension in response to the DOJ’s request for additional time to review the documents provided to the DOJ by WestRock and KapStone (KS) in response to the Second Request. KapStone expects to complete the pending acquisition by the end of calendar year 2018.

AFSI 03/01/2018 Karfunkel-Zyskind Family (N/A) All Cash $3.39 billion $14.75 $14.33 393,017 12/01/2018 2.93% 19.81%
AmTrust Financial Services, Inc. merger details:

Expected to close on or before December 1, 2018 for a closing value of $3.39 billion. Upon completion of the merger, shareholders of AmTrust Financial Services will receive $13.50 per share in cash.

Update(s)

June 4, 2018: AmTrust Financial Services (AFSI) announced that it intends to adjourn to June 21, 2018, the Special Meeting to be held to approve the adoption of the merger agreement between the Company and Evergreen Parent.

June 6, 2018: AmTrust Financial Services (AFSI) announced that it has entered into an amendment to the merger agreement with Evergreen Parent.  Under the terms of the amended agreement, Evergreen will acquire the approximately 45% of the Company’s shares of common stock that the Karfunkel-Zyskind Family and certain of its affiliates and related parties do not already own or control for $14.75 per share in cash. This represents an increase of $1.25 per share, or 9.3%, in cash consideration to AmTrust public stockholders.

June 21, 2018: AmTrust Financial Services (AFSI) announced that AmTrust stockholders have approved the proposed amended merger transaction in which Evergreen will acquire the approximately 45% of the Company’s issued and outstanding common shares that the Karfunkel-Zyskind Family and certain of its affiliates and related parties do not presently own or control.

HMTA 10/01/2018 American National Bankshares Inc. (AMNB) All Stock $95.6 million $15.61 $15.21 153,853 03/31/2019 2.64% 5.55%
HomeTown Bankshares Corporation merger details:

Expected to close in the first quarter of 2019 for a closing value of $95.6 million in an all stock deal. Under the terms of the agreement, HomeTown shareholders will receive 0.4150 shares of American National common stock for each share of HomeTown common stock.

GLF 07/16/2018 Tidewater Inc. (TDW) All Stock $282.72 million $34.27 $33.43 34,364 12/31/2018 2.50% 10.85%
Gulfmark Offshore, Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $282.72 million in an all stock deal. Under the terms of the all-stock agreement, GulfMark stockholders will receive 1.100 shares of Tidewater common stock for each share of GulfMark common stock held by them.

Update(s)

August 6, 2018: GulfMark Offshore (GLF) confirmed that it has received a non-binding, unsolicited proposal from HGIM Corp. to combine the companies through a merger in which GulfMark would acquire Harvey Gulf, with the combined company remaining publicly listed.

August 30, 2018: GulfMark Offshore (GLF) announced the public filing by Tidewater of a joint proxy statement/registration statement on Form S-4 with the U.S. Securities and Exchange Commission in connection with the definitive merger agreement unanimously approved by the boards of directors of both companies for GulfMark to combine with Tidewater in an all-stock transaction.

AHL 08/28/2018 Apollo Global Management, LLC (APO) All Cash $2.6 billion $42.75 $41.75 682,591 06/30/2019 2.40% 3.30%
Aspen Insurance Holdings Limited merger details:

Expected to close in the first half of 2019 for a closing value of $2.6 billion. Upon completion of the merger, shareholders of Aspen Insurance Holdings will receive $42.75 per share in cash.

USG 06/11/2018 Knauf (N/A) All Cash $7 billion $44.00 $43.02 506,036 01/31/2019 2.28% 7.23%
USG Corporation merger details:

Expected to close in early 2019 for a closing vlaue of $7 billion. Upon completion of the merger, shareholders of USG Corporation will receive $44 per share in cash.

Update(s)

August 9, 2018: USG Corporation (USG) announced that it will hold a special meeting of stockholders on September 26, 2018.

September 26, 2018: USG Corporation (USG) announced that USG stockholders voted to adopt the Agreement and Plan of Merger with Gebr. Knauf KG.

FCB 07/24/2018 Synovus Financial Corp. (SNV) All Stock $2.9 billion $48.25 $47.31 286,415 03/31/2019 1.98% 4.15%
FCB Financial Holdings, Inc. merger details:

Expected to close in the first quarter of 2018 for a closing value of $2.9 billion in an all stock deal. Under the terms of the agreement, FCB shareholders will receive a fixed ratio of 1.055 shares of Synovus common stock for each common share of FCB.

MOC 09/18/2018 Prosegur Compañía de Seguridad, S.A. (N/A) All Cash $53.07 million $2.85 $2.8 4,712 12/31/2018 1.79% 7.76%
Command Security Corporation merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $53.07 million. Upon completion of the merger, shareholders of Command Security Corporation will receive $2.85 per share in cash.

EGL 09/10/2018 Science Applications International Corp. (SAIC) All Stock $2.5 billion $34.32 $33.8 156,861 02/01/2019 1.53% 4.81%
Engility Holdings, Inc. merger details:

Expected to close by the end of the fiscal fourth quarter ending February 1, 2019 for a closing value of $2.5 billion in an all stock deal. Under the terms of the agreement, Engility stockholders will receive a fixed exchange ratio of 0.450 shares of SAIC common stock for each share of Engility stock.

SVU 07/26/2018 United Natural Foods, Inc. (UNFI) All Cash $2.9 billion $32.50 $32.02 1,306,527 12/31/2018 1.50% 6.51%
SUPERVALU INC. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $2.9 billion. Upon completion of the merger, shareholders of Supervalu will receive $32.50 per share in cash.

DNB 08/09/2018 Investor Group Led by CC Capital, Cannae Holdings and Thomas H. Lee Partners (N/A) All Cash $6.9 billion $145.00 $142.86 313,727 02/28/2019 1.50% 3.82%
The Dun & Bradstreet Corporation merger details:

Expected to close in six months for a closing value of $6.9 billion. Upon completion of the merger, shareholders of The Dun & Bradstreet will receive $145 per share in cash.

Update(s)

September 25, 2018: Dun & Bradstreet (DNB) announced that it has established a meeting date of November 7, 2018, for a special meeting of shareholders of record as of September 28, 2018 to, among other things, consider and vote on a proposal to adopt the previously announced agreement and plan of merger.

XOXO 09/25/2018 WeddingWire, Inc. (N/A) All Cash $933 million $35.00 $34.51 264,053 06/30/2019 1.42% 1.96%
XO Group Inc. merger details:

Expected to close in the first half of 2019 for a closing value of $933 million. Upon completion of the merger, shareholders of XO Group will receive $35.00 per share in cash.

BHBK 09/20/2018 Independent Bank Corp. (INDB) Cash Plus Stock $797.97 $24.63 $24.29 415,126 06/30/2019 1.40% 1.93%
Blue Hills Bancorp, Inc. merger details:

Expected to close in the first half of 2019 for a closing value of $797.97 million in a cash plus stock deal. Under the terms of the agreement, each Blue Hills Bancorp stockholder will receive 0.2308 of a share of Independent common stock and $5.25 in cash for each share of Blue Hills Bancorp common stock.

ORIG 09/04/2018 Transocean Ltd. (RIG) Cash Plus Stock $2.7 billion $34.78 $34.31 777,239 03/31/2019 1.37% 2.88%
Ocean Rig UDW Inc. merger details:

Expected to close in the first quarter of 2018 for a closing value of $2.7 billion in a cash plus stock deal. Under the terms of the agreement, Ocean Rig UDW shareholders will receive 1.6128 newly issued shares of Transocean plus $12.75 in cash for each share of Ocean Rig’s common stock.

SNMX 09/17/2018 Firmenich (N/A) All Cash $51.57 million $1.50 $1.48 684,479 12/31/2018 1.35% 5.87%
Senomyx, Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $51.57 million. Upon completion of the merger, shareholders of Senomyx will receive $1.5 per share in cash.

BNCL 08/08/2018 WSFS Financial Corporation (WSFS) Cash Plus Stock $1.5 billion $17.19 $16.97 159,151 03/31/2019 1.32% 2.76%
Beneficial Bancorp, Inc. merger details:

Expected to close in the first quarter of 2019 for a closing value of $1.5 billion in a cash plus stock deal. Under the terms of the agreement, stockholders of Beneficial will receive 0.3013 shares of WSFS common stock and $2.93 in cash for each share of Beneficial common stock.

NAVG 08/22/2018 The Hartford Financial Services Group, Inc. (HIG) All Cash $2.1 billion $70.00 $69.11 203,048 06/30/2019 1.29% 1.77%
The Navigators Group, Inc. merger details:

Expected to close in the first half of 2019 for a closing value of $2.1 billion. Upon completion of the merger, shareholders of The Navigators Group will receive $70.00 per share in cash.

Update(s)

September 25, 2018: The Navigators Group (NAVG) announced the expiration of the 30-day “go-shop” period provided for under the terms of the previously announced definitive merger agreement, pursuant to which Navigators will be acquired by The Hartford Financial Services Group.

October 4, 2018: The Navigators Group (NAVG) announced that it has established a meeting date of November 16, 2018 for a special meeting of stockholders to vote on a proposal to adopt the previously announced agreement and plan of merger with The Hartford Financial Services Group (HIG).

ANCB 07/17/2018 FS Bancorp, Inc. (FSBW) Cash Plus Stock $77 million $27.65 $27.32 822 01/31/2019 1.22% 3.87%
Anchor Bancorp merger details:

Expected to close in the fourth quarter of 2018 or early in the first quarter of 2019 for a closing value of $77 million in a cash plus stock deal. Under terms of the Agreement, each share of Anchor common stock will receive fixed consideration consisting of 0.2921 shares of FS Bancorp common stock and $12.40 per share in cash.

Update(s)

September 26, 2018: FS Bancorp (FSBW) and Anchor Bancorp (ANCB) jointly announced that the required regulatory approvals have been received from the Washington Department of Financial Institutions and the Federal Deposit Insurance Corporation in connection with the proposed merger of Anchor with and into FS Bancorp. Anchor’s special meeting of shareholders is scheduled for November 13, 2018.

CTWS 03/15/2018 SJW Group (SJW) All Cash $1.06 billion $70.00 $69.18 29,390 03/31/2019 1.19% 2.49%
Connecticut Water Service, Inc. merger details:

Expected to close by the end of the year 2018 for a closing value of $1.06 billion in an all stock deal. Under the terms of the agreement, Connecticut Water shareholders will receive 1.1375 shares of SJW Group common stock for each share of Connecticut Water common stock they own.

Update(s)

April 19, 2018: Connecticut Water Service (CTWS) said it had rejected a $748 million takeover bid by Eversource Energy (ES), aimed at disrupting its merger with SJW Group (SJW) agreed in March.

April 30, 2018: SJW Group (SJW) and Connecticut Water Service (CTWS) announced that the Federal Trade Commission has granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, with respect to the companies’ merger of equals.

May 31, 2018: Connecticut Water Service (CTWS) announced that it and SJW Group (SJW) have amended the terms of the companies’ merger agreement. The amended agreement, which was unanimously approved by the Connecticut Water Board of Directors, includes a new go-shop provision, pursuant to which Connecticut Water, with the assistance of its financial advisors, will actively solicit proposals for an alternative merger, acquisition or other strategic transaction involving Connecticut Water.

June 11, 2018: According to Reuters, California’s utilities regulator has told SJW Group (SJW) it must seek approval for its proposed merger with Connecticut Water Service (CTWS).

June 18, 2018: Connecticut Water Service (CTWS) announced that the deadline to submit non-binding indicative proposals under the Company’s previously announced “go-shop” process has expired and that no proposals or indications of interest were received.

July 13, 2018: Connecticut Water Service (CTWS) announced that it recently received a revised acquisition proposal from Eversource Energy (ES) to acquire all of the outstanding shares of Connecticut Water common stock for $64.00 per share in cash. The Connecticut Water Service Board of Directors concluded that it is not a superior proposal as compared to the terms, value and benefits of the SJW Group (SJW) merger of equals. SJW Group also issued a statement to clarify the anticipated regulatory timeline to complete its merger with Connecticut Water Service.

July 20, 2018: SJW Group (SJW) and Connecticut Water Service (CTWS) announced that on Wednesday, July 18, 2018 they submitted a new application for the approval of their merger of equals, with the Connecticut Public Utilities Regulatory Authority.

August 6, 2018: SJW Group (SJW) and Connecticut Water Service (CTWS) announced that they have amended the terms of their previously announced merger agreement from a stock-for-stock transaction to an all-cash acquisition of all outstanding common shares of Connecticut Water by SJW Group for $70.00 per Connecticut Water common share.

August 8, 2018: SJW Group (SJW) announced that members of the Moss family, stockholders who in aggregate own more than 31% of the company’s outstanding shares, have expressed support for the combination with Connecticut Water Service (CTWS) under the revised terms.

CA 07/11/2018 Broadcom Inc. (AVGO) All Cash $18.4 billion $44.50 $44.06 1,653,126 12/31/2018 1.00% 4.34%
CA, Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $18.4 billion. Upon completion of the merger, shareholders of CA will receive $44.50 per share in cash.

Update(s)

August 24, 2018: Broadcom (AVGO) said that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, has expired with respect to the proposed acquisition of CA Technologies (CA).

EGN 08/14/2018 Diamondback Energy, Inc. (FANG) All Stock $9.2 billion $87.84 $86.97 888,646 12/31/2018 1.00% 4.33%
Energen Corporation merger details:

Expected to close in the fourth quarter of 2018 for a closing vlaue of $9.2 billion in an all stock deal. Under the terms of the agreement, shareholders of Energen will receive 0.6442 shares of Diamondback common stock in exchange for each share of Energen common stock.

FCE-A 07/31/2018 Brookfield Asset Management Inc. (BAM) All Cash $11.4 billion $25.35 $25.11 880,679 12/31/2018 0.96% 4.15%
Forest City Realty Trust, Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $11.4 billion. Upon completion of the merger, shareholders of Forest City Realty Trust will receive $25.35 per share in cash.

LPNT 07/23/2018 funds managed by affiliates of Apollo Global Management, LLC (N/A) All Cash $5.6 billion $65.00 $64.39 314,319 12/31/2018 0.95% 4.12%
LifePoint Health, Inc. merger details:

Expected to close over the course of the next several months for a closing value of $5.6 billion. Upon completion of the merger, shareholders of LifePoint Health will receive $65 per share in cash.

SODA 08/20/2018 PepsiCo, Inc. (PEP) All Cash $3.2 billion $144.00 $142.8 477,478 01/31/2019 0.84% 2.67%
SodaStream International Ltd. merger details:

Expected to close in January 2019 for a closing value of $3.2 billion. Upon completion of the merger, shareholders of SodaStream International will receive $144 per share in cash.

GNBC 07/24/2018 Veritex Holdings, Inc. (VBTX) All Stock $1 billion $24.07 $23.89 624,346 03/31/2019 0.76% 1.59%
Green Bancorp, Inc. merger details:

Expected to close in the first quarter of 2018 for a closing value of $1 billion in an all stock deal. Under the terms of the agreement, shareholders of Green will receive 0.79 shares of Veritex common stock for each share of Green common stock.

MZOR 09/21/2018 Medtronic plc (MDT) All Cash $1.64 billion $58.50 $58.06 1,044,783 01/25/2019 0.76% 2.54%
Mazor Robotics Ltd. merger details:

Expected to close during Medtronic’s third fiscal quarter ending January 25, 2019 for a closing value of $1.64 billion. Upon completion of the merger, shareholders of Mazor Robotics will receive $58.50 per share in cash.

ESND 09/14/2018 Staples, Inc. (N/A) All Cash $996 million $12.80 $12.71 370,345 12/31/2018 0.71% 3.08%
Essendant Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $996 million. Upon completion of the merger, shareholders of Essendant will receive $12.80 per share in cash.

NSU 09/04/2018 Zijin Mining Group (N/A) All Cash $1.41 billion $4.50 $4.47 375,071 12/31/2018 0.67% 2.92%
Nevsun Resources Ltd. merger details:

Expected to close for a closing value of C$1.86 billion (US$1.41 billion). Upon completion of the merger, shareholders of Nevsun Resources will receive C$6.00 per share in cash.

VVC 04/23/2018 CenterPoint Energy, Inc. (CNP) All Cash $8.12 billion $72.00 $71.55 311,589 03/31/2019 0.63% 1.32%
Vectren Corporation merger details:

Expected to close in the first quarter of 2019 for a closing value of $8.12 billion. Upon completion of the merger, shareholders of Vectren Corporation will receive $72.00 per share in cash.

Update(s)

August 28, 2018: Shareholders of Vectren Corporation (VVC) approved the merger of CenterPoint Energy (CNP) and Vectren Corporation during a special shareholders meeting held to conduct a vote on matters relating to the proposed merger.

October 5, 2018: The Federal Energy Regulatory Commission (FERC) approved the merger of CenterPoint Energy (CNP) and Vectren Corporation (VVC).

PF 06/27/2018 Conagra Brands, Inc. (CAG) Cash Plus Stock $10.9 billion $64.92 $64.59 1,280,373 12/31/2018 0.52% 2.24%
Pinnacle Foods Inc. merger details:

Expected to close by the end of calendar 2018 for a closing value of $10.9 billion in a cash plus stock deal. Under the terms of the agreement, each share of Pinnacle Foods common stock will be converted into the right to receive $43.11 per share in cash and 0.6494 shares of Conagra Brands common stock.

Update(s)

August 23, 2018: Conagra Brands (CAG) and Pinnacle Foods (PF) announced the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.

September 13, 2018: Conagra Brands (CAG) and Pinnacle Foods (PF) announced that a special meeting of Pinnacle Foods shareholders has been scheduled for October 23, 2018.

KMG 08/15/2018 Cabot Microelectronics Corporation (CCMP) Cash Plus Stock $1.6 billion $75.66 $75.28 403,996 12/31/2018 0.51% 2.22%
KMG Chemicals, Inc. merger details:

Expected to close near the end of calendar year 2018 for a closing value of $1.6 billion in a cash plus stock deal. Under the terms of the agreement, KMG shareholders will be entitled to receive, per KMG share, $55.65 in cash and 0.2000 of a share of Cabot Microelectronics common stock.

STBZ 05/13/2018 Cadence Bancorporation (CADE) All Stock $1.4 billion $29.87 $29.72 142,739 12/31/2018 0.50% 2.19%
State Bank Financial Corporation merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $1.6 billion in an all stock deal. Under the terms of the merger agreement, State Bank Financial Corporation  shareholders will receive 1.160 shares of Cadence Bancorporation Class A common stock for each share of State Bank common stock.

GBNK 05/22/2018 Independent Bank Group, Inc. (IBTX) All Stock $1 billion $30.27 $30.12 73,049 12/31/2018 0.50% 2.19%
Guaranty Bancorp merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $1 billion in an all stock deal. Under the terms of the merger agreement, shareholders of Guaranty Bancorp will receive 0.45 shares of IBTX common stock for each share of GBNK common stock.

SEP 08/24/2018 Enbridge Inc. (ENB) All Stock $3.3 billion $37.45 $37.27 754,221 12/31/2018 0.49% 2.12%
Spectra Energy Partners, LP merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $3.3 billion in an all stock deal. Under the terms of the agreement, Enbridge will acquire all of the outstanding public common units of SEP on the basis of 1.111 common shares of Enbridge for each common unit of SEP.

RLJE 07/30/2018 AMC Networks Inc. (AMCX) All Cash $274 million $6.25 $6.22 10,380 12/31/2018 0.48% 2.10%
RLJ Entertainment, Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $274 million. Upon completion of the merger, shareholders of RLJ Entertainment will receive $6.25 per share in cash.

SONC 09/25/2018 Inspire Brands, Inc. (N/A) All Cash $2.3 billion $43.50 $43.31 1,048,100 12/31/2018 0.44% 1.91%
Sonic Corp. merger details:

Expected to close by the end of the year for a closing value of $2.3 billion. Upon completion of the merger, shareholders of Sonic will receive $43.50 per share in cash.

KTWO 08/30/2018 Stryker Corporation (SYK) All Cash $1.4 billion $27.50 $27.38 912,414 12/31/2018 0.44% 1.90%
K2M Group Holdings, Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $1.4 billion. Upon completion of the merger, shareholders of Stryker Corporation will receive $27.50 per share in cash.

Update(s)

October 5, 2018: K2M Group Holdings (KTWO) announced that it has set November 7, 2018 as the meeting date for a special meeting of its stockholders to vote on a proposal to adopt the previously announced Agreement and Plan of Merger with Stryker Corporation (SYK).

PERY 06/15/2018 George Feldenkreis, Perry Ellis’ founder (N/A) All Cash $492 million $27.50 $27.4 60,068 12/31/2018 0.36% 1.59%
Perry Ellis International, Inc. merger details:

Expected to close in the second half of 2018 for a closing value of $492 million. Upon completion of the acquisition, shareholders of Perry Ellis International will receive $27.50 per share in cash.

Update(s)

July 2, 2018: The Special Committee of the Perry Ellis International (PERY) Board of Directors confirmed receipt of a non-binding, unsolicited proposal from privately-held Randa Accessories Leather Goods to acquire 100% of the fully diluted common stock of Perry Ellis for $28.00 per share in cash.

July 11, 2018: Perry Ellis International (PERY) announced that it had been granted early termination, effective as of July 10, 2018, of the 30-day waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended in connection with the Feldenkreis transaction.

August 3, 2018: The Special Committee of the Perry Ellis International (PERY) Board of Directors, confirmed that it has received a revised, non-binding, unsolicited proposal from privately-held Randa Accessories Leather Goods  to acquire 100% of the outstanding common stock of Perry Ellis for $28.90 per share in cash.

August 14, 2018: The Special Committee of the Perry Ellis International (PERY) Board of Directors confirmed that it has terminated discussions with privately-held Randa Accessories Leather Goods with respect to its revised, non-binding, unsolicited proposal to acquire 100% of the outstanding common stock of Perry Ellis for $28.90 per share in cash.

HDP 10/03/2018 Cloudera, Inc. (CLDR) All Stock $1.49 billion $23.36 $23.28 2,842,965 03/31/2019 0.34% 0.72%
Hortonworks, Inc. merger details:

Expected to close in the first calendar quarter of 2019 for a closing value of $933.13 million in an all stock deal. Under the terms of the agreement, Hortonworks stockholders will receive 1.305 common shares of Cloudera for each share of Hortonworks stock owned.

MBFI 05/21/2018 Fifth Third Bancorp (FITB) Cash Plus Stock $4.7 billion $46.53 $46.4 261,124 12/31/2018 0.28% 1.23%
MB Financial, Inc. merger details:

Expected to close for a closing value of $4.7 billion in a cash plus stock deal. Under the terms of the agreement, common shareholders of MB Financial will receive $54.20 of total consideration, consisting of 1.45 shares of Fifth Third common stock and $5.54 in cash for each share of MB Financial common stock.

Update(s)

September 18, 2018: MB Financial (MBFI) announced that it received the requisite approvals of its common stockholders for the Company’s pending merger with Fifth Third Bancorp (FITB).

ZOES 08/17/2018 Cava Group, Inc. (N/A) All Cash $300 million $12.75 $12.72 178,126 12/31/2018 0.24% 1.02%
Zoe’s Kitchen, Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $300 million. Upon completion of the merger, shareholders of Zoe’s Kitchen will receive $12.75 per share in cash.

XRM 06/25/2018 Andritz AG (ANDR) All Cash $1.27 billion $13.50 $13.47 31,428 12/31/2018 0.22% 0.97%
Xerium Technologies, Inc. merger details:

Expected to close in the second half of 2018 for a closing value of $1.27 billion. Upon completion of the merger, shareholders of Xerium Technologies will receive $13.50 per share in cash.

Update(s)

September 6, 2018: Xerium Technologies (XRM) announced that the Company’s stockholders voted to approve the previously announced merger agreement with Andritz AG.

ETP 08/01/2018 Energy Transfer Equity, L.P. (ETE) All Stock $61.59 billion $22.40 $22.36 1,491,672 12/31/2018 0.18% 0.78%
Energy Transfer Partners, L.P. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $61.59 billion in an all stock deal. Under the terms of the transaction, ETP unitholders will receive 1.28 common units of ETE for each common unit of ETP they own.

Update(s)

September 12, 2018: Energy Transfer Equity (ETE) and Energy Transfer Partners (ETP) announced that ETE’s Registration Statement on Form S-4 has been declared effective as of September 7, 2018 by the Securities and Exchange Commission. The special meeting of ETP unitholders will be held on October 18, 2018.

WEB 06/21/2018 affiliate of Siris Capital Group, LLC (N/A) All Cash $2 billion $28.00 $27.97 615,522 12/31/2018 0.11% 0.47%
Web.com Group, Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $2 billion. Upon completion of the merger, shareholders of Web.com will receive $25.00 per share in cash.

Update(s)

July 20, 2018: Web.com Group (WEB) announced that the U.S. Federal Trade Commission granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, in connection with the Merger.

August 6, 2018: Web.com Group (WEB) announced an amended agreement with affiliates of Siris Capital Group to purchase all of the outstanding common stock of Web.com for $28 per share in cash through a merger. In addition, the “go-shop” period provided for under the terms of the previously announced merger agreement between the company and affiliates of Siris Capital Group has expired.

EVHC 06/11/2018 KKR (N/A) All Cash $9.9 billion $46.00 $45.96 2,051,678 12/31/2018 0.09% 0.38%
Envision Healthcare Corporation merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $9.9 billion. Upon completion of the merger, shareholders of Envision Healthcare will receive $46.00 per share in cash.

REIS 08/30/2018 Moody’s Corporation (MCO) All Cash $278 million $23.00 $22.98 27,402 12/31/2018 0.09% 0.38%
Reis, Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $278 million. Upon completion of the merger, shareholders of Reis will receive $23.00 per share in cash.

Update(s)

October 1, 2018: Moody’s Corporation (MCO) and Reis (REIS) announced that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 with respect to Moody’s pending acquisition of Reis expired on September 28, 2018.

SYNT 07/22/2018 Atos S.E. (N/A) All Cash $3.57 billion $41.00 $40.97 331,733 12/31/2018 0.07% 0.32%
Syntel, Inc. merger details:

Expected to close in the second half of 2018 for a closing value of $3.57 billion. Upon completion of the merger, shareholders of Syntel will receive $41.00 per share in cash.

Update(s)

September 10, 2018: Atos SE announced that it has been informed that the review by the Committee on Foreign Investment in the United States (CFIUS) of its proposed acquisition of Syntel (SYNT) has been completed, and there are no unresolved national security issues with respect to the transaction.

GPT 05/07/2018 affiliates of Blackstone Real Estate Partners VIII (N/A) All Cash $7.6 billion $27.50 $27.48 3,661,788 10/15/2018 0.07% 3.79%
Gramercy Property Trust merger details:

Expected to close in the second half of 2018 for a closing value of $7.6 billion. Upon completion of the merger, shareholders of Gramercy Property Trust will receive $27.50 per share in cash.

Update(s)

August 9, 2018: Gramercy Property Trust (GPT) announced that its shareholders approved the acquisition of Gramercy by affiliates of Blackstone Real Estate Partners at its special meeting of shareholders. The transaction is expected to be completed in either September or the first-half of October of this year.

PNK 12/18/2017 Penn National Gaming, Inc. (PENN) Cash Plus Stock $5.85 billion $32.62 $32.6 362,969 12/31/2018 0.05% 0.22%
Pinnacle Entertainment, Inc. merger details:

Expected to close in the second half of 2018 for a closing value of $5.85 in a cash plus stock deal. Under the terms of the agreement, Pinnacle shareholders will receive $20.00 in cash and 0.42 shares of Penn National common stock for each Pinnacle share.

Update(s)

March 12, 2018: Penn (PENN) and Pinnacle (PNK) each received a Request for Additional Information and Documentary Materials, often referred to as a “Second Request,” from the FTC in connection with the FTC’s review of the Merger.

March 21, 2018: Penn National Gaming (PENN) announced that at separate meetings, The Pennsylvania Gaming Control Board and the West Virginia Lottery Commission approved the Company’s pending acquisition of Pinnacle Entertainment (PNK). The completion of the proposed transaction is contingent on receipt of additional regulatory approvals, as well as certain other conditions.

March 29, 2018: Stockholders of Pinnacle Entertainment (PNK) approved the acquisition of the Company by Penn National Gaming (PENN) by voting affirmatively to adopt the merger agreement for the transaction.

July 19, 2018: Penn National Gaming (PENN) announced that, at separate meetings yesterday and today, the Company received approvals from the Ohio Casino Control Commission (“OCCC”) and the Louisiana Gaming Control Board (“LGCB”) in connection with the Company’s pending acquisition of Pinnacle Entertainment (PNK).

August 14, 2018: Penn National Gaming (PENN) announced that at separate meetings, the Company received approvals from the Massachusetts Gaming Commission and the Texas Racing Commission in connection with its pending acquisition of Pinnacle Entertainment (PNK).

August 29, 2018: Penn National Gaming (PENN) announced that the Company received approval from the Missouri Gaming Commission in connection with its pending acquisition of Pinnacle Entertainment (PNK).

September 20, 2018: Penn National Gaming (PENN) announced that, the Company received approval from The Colorado Division of Gaming in connection with its pending acquisition of Pinnacle Entertainment (PNK).

October 1, 2018: The U.S. Federal Trade Commission approved Penn National Gaming’s (PENN) purchase of Pinnacle Entertainment (PNK), requiring they divest assets in three Midwestern cities.

October 3, 2018: Penn National Gaming (PENN) announced that, the Company received approval from the Nevada Gaming Commission and Nevada Gaming Control Board in connection with its pending acquisition of Pinnacle Entertainment (PNK).

WSCI 09/06/2018 Polaris Industries Inc. (PII) All Cash $23.9 million $7.00 $7 65,185 12/31/2018 0.00% 0.00%
WSI Industries, Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $23.9 million. Upon completion of the merger, shareholders of WSI Industries will receive $7.00 per share in cash.

KERX 06/28/2018 Akebia Therapeutics, Inc. (AKBA) All Stock $567.35 $3.20 $3.2 397,222 12/31/2018 -0.10% -0.44%
Keryx Biopharmaceuticals, Inc. merger details:

Expected to close by the end of the year for a closing value of $567.35 in an all stock deal. Under the terms of the agreement, Keryx shareholders will receive 0.37433 common shares of Akebia for each share of Keryx they own.

IVTY 09/11/2018 Stryker Corporation (SYK) All Cash $190 million $7.40 $7.41 367,119 12/31/2018 -0.13% -0.59%
Invuity, Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $190 million. Upon completion of the merger, shareholders of Invuity will receive $7.40 per share in cash.

COL 09/04/2017 United Technologies Corp. (UTX) Special Conditions $30 billion $140.00 $140.27 1,473,051 10/08/2018 -0.19% 0.00%
Rockwell Collins, Inc. merger details:

Expected to close in the third quarter of 2018 for a closing value of $30 billion in a cash and stock deal. Under the terms of the agreement, each Rockwell Collins shareowner will receive $93.33 per share in cash and $46.67 in shares of UTX common stock, subject to a 7.5 percent collar centered on UTX’s August 22, 2017 closing share price of $115.69. We are treating this as a special conditions deal.

Update(s)

January 11, 2018: Rockwell Collins (COL) announced that its shareowners overwhelmingly approved the proposed acquisition of Rockwell Collins by United Technologies (UTX). The proposed transaction is expected to close by the third quarter of 2018.

March 19, 2018: According to The Wall Street Journal, Boeing (BA) dropped an opposition to plans for two of its largest suppliers, Rockwell Collins (COL) and United Technologies (UAL) to merge, reflecting pressure on the aerospace industry to deliver its record backlog of jetliners.

May 4, 2018: U.S. aerospace and industrial company United Technologies (UTX) secured conditional EU approval for its $23 billion bid for avionics maker Rockwell Collins (COL).

September 14, 2018: According the The Wall Street Journal, United Technologies (UTX) Chief Executive Greg Hayes said that he expects to close the acquisition of Rockwell Collins (COL) by the end of the month.

October 1, 2018: United Technologies (UTXwon U.S. approval to buy Rockwell Collins (COL), as long as it sells certain assets. Chinese approval of the deal still pending.

October 1, 2018: Since the merger was not completed by September 30, 2018, we have extended the closing date for this deal to October 8, 2018.

EEQ 09/18/2018 Enbridge Inc. (ENB) All Stock $1.15 billion $11.29 $11.36 953,419 12/31/2018 -0.59% -2.57%
Enbridge Energy Management, L.L.C. merger details:

Expected to close late in the fourth quarter of 2018 for a closing value of $1.15 billion in an all stock deal. Under the terms of the agreement, shareholders of Enbridge Energy Management will receive 0.3350 common shares of Enbridge for each Listed Share of EEQ.

EEP 09/18/2018 Enbridge Inc. (ENB) All Stock $18.13 billion $11.29 $11.4 15,663,809 12/31/2018 -0.94% -4.08%
Enbridge Energy Partners, L.P. merger details:

Expected to close late in the fourth quarter of 2018 for a closing value of $18.13 billion in an all stock deal. Under the terms of the agreement, shareholders of Enbridge Energy Partners will receive 0.3350 common shares of Enbridge for each Class A common unit of EEP.

GOLD 09/24/2018 Barrick Gold Corporation (ABX) All Stock $5.68 billion $70.29 $71.22 1,088,534 03/31/2019 -1.31% -2.74%
Randgold Resources Limited merger details:

Expected to close in the first quarter of 2018 for a closing value of $5.68 billion in an all stock deal. Under the terms of the agreement, shareholders of Randgold Resources will get 6.128 new Barrick shares for each Randgold share they hold.

P 09/24/2018 Sirius XM Holdings Inc. (SIRI) All Stock $3.5 billion $8.83 $8.95 10,967,053 03/31/2019 -1.37% -2.88%
Pandora Media, Inc. merger details:

Expected to close in the first quarter of 2019 for a closing value of $3.5 billion in an all stock deal. Under the terms of the agreement, the owners of the outstanding shares in Pandora that SiriusXM does not currently own will receive a fixed exchange ratio of 1.44 newly issued SiriusXM shares for each share of Pandora they hold.

PBSK 07/11/2018 City Holding Company (CHCO) All Stock $93.5 million $25.46 $26.35 3,096 12/31/2018 -3.36% -14.62%
Poage Bankshares, Inc. merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $93.5 million in an all stock deal. Under the terms of the Poage merger agreement, Poage shareholders will receive 0.335 shares of City common stock for each outstanding share of Poage common stock.

LHO 09/06/2018 Pebblebrook Hotel Trust (PEB) All Stock $5.2 billion $30.92 $33.06 1,912,059 12/31/2018 -6.47% -28.11%
LaSalle Hotel Properties merger details:

Expected to close in the fourth quarter of 2018 for a closing value of $5.2 billion in a cash or stock deal. Under the terms of the agreement, each LaSalle shareholder will have the option to elect to receive for each LaSalle common share owned either a) a fixed amount of $37.80 in cash or b) a fixed exchange ratio of 0.92 Pebblebrook common share.  A maximum of 30% of outstanding LaSalle common shares may be exchanged for cash, subject to pro rata cut backs.

FOX 12/14/2017 The Walt Disney Company (DIS) Special Conditions $85.1 billion $38.00 $45.83 3,782,167 12/31/2018 -17.08% -74.24%
Twenty-First Century Fox, Inc. merger details:

Expected to close for a closing value of $66.1 billion in an all stock deal. Under the terms of the agreement, shareholders of 21st Century Fox will receive 0.2745 Disney shares for each 21st Century Fox share they hold. The per share consideration is subject to adjustment for certain tax liabilities arising from the spinoff and other transactions related to the acquisition. The initial exchange ratio of 0.2745 Disney shares for each 21st Century Fox share was set based on an estimate of such tax liabilities to be covered by an $8.5 billion cash dividend to 21st Century Fox from the company to be spun off. The exchange ratio will be adjusted immediately prior to closing of the acquisition based on an updated estimate of such tax liabilities. Such adjustment could increase or decrease the exchange ratio, depending upon whether the final estimate is lower or higher, respectively, than the initial estimate. However, if the final estimate of the tax liabilities is lower than the initial estimate, the first $2 billion of that adjustment will instead be made by net reduction in the amount of the cash dividend to 21st Century Fox from the company to be spun off. The amount of such tax liabilities will depend upon several factors, including tax rates in effect at the time of closing as well as the value of the company to be spun off.

Update(s)

May 23, 2018: According to Bloomberg, Comcast (CMCSA) confirmed that it may make an offer for the entertainment assets that 21st Century Fox (FOX) has agreed to sell to Walt Disney (DIS), escalating a bidding war that’s already underway over Fox’s European satellite business.

June 20, 2018: The Walt Disney Company (DIS) announced that it has signed an amended acquisition agreement with Twenty-First Century Fox (FOX), for $38 per share in cash and stock. The collar on the stock consideration will ensure that 21st Century Fox shareholders will receive a number of Disney shares equal to $38 in value if the average Disney stock price at closing is between $93.53 and $114.32. 21st Century Fox shareholders will receive an exchange ratio of 0.3324 shares of Disney common stock if the average Disney stock price at closing is above $114.32 and 0.4063 shares of Disney common stock if the average Disney stock price at closing is below $93.53. Elections of cash and stock will be subject to proration to the extent cash or stock is oversubscribed.

June 27, 2018: The Walt Disney Company (DIS) announced that the Antitrust Division of the United States Department of Justice has cleared the pending acquisition by Disney of Twenty-First Century Fox (FOX).

July 13, 2018: AT&T (T) CEO Randall Stephenson told CNBC, that the Department of Justice’s challenge to AT&T and Time Warner’s (TWX) merger could affect the bidding war between Disney (DIS) and Comcast (CMCSA) for Twenty-First Century Fox (FOX).

July 19, 2018: According to the Wall Street Journal, Comcast (CMCSA) has dropped its pursuit of 21st Century Fox Inc.’s (FOX) entertainment assets, clearing the way for rival Walt Disney (DIS) to acquire key pieces of Rupert Murdoch’s media empire after the two sides dueled in recent weeks.

July 27, 2018: Twenty-First Century Fox (FOX) and The Walt Disney Company (DIS) announced that, at separate special meetings, stockholders of the two companies approved all proposals related to Disney’s acquisition of 21st Century Fox.

September 22, 2018: According to Reuters, Comcast (CMCSA) beat Twenty-First Century Fox (FOX) in the battle for Sky after offering 30.6 billion pounds ($40 billion) in an auction. Comcast’s knock-out offer thwarted Murdoch’s long-held ambition to win control of Sky, and is also a setback for Walt Disney (DIS) which would have likely been its ultimate owner.

September 26, 2018: 21st Century Fox (FOX) announced that it intends to either accept the recommended revised cash offer by Comcast Corporation for the entire issued and to be issued share capital of Sky plc at a price of £17.28 for each Sky share in respect of the 21CF’s existing stake or sell 21CF’s existing stake to Comcast at the Comcast Offer price. Disney (DIS) has consented to 21CF’s decision to either accept the Comcast Offer in respect of 21CF’s existing stake or sell its existing stake to Comcast.

October 1, 2018: Since the merger was not completed by the third quarter of 2018, we have extended the closing date for this deal to December 31, 2018.

 

According to Reuters, Comcast (CMCSA) beat Twenty-First Century Fox (FOX) in the battle for Sky after offering 30.6 billion pounds ($40 billion) in an auction. Comcast’s knock-out offer thwarted Murdoch’s long-held ambition to win control of Sky, and is also a setback for Walt Disney (DIS) which would have likely been its ultimate owner.According to Reuters, Comcast (CMCSA) beat Twenty-First Century Fox (FOX) in the battle for Sky after offering 30.6 billion pounds ($40 billion) in an auction. Comcast’s knock-out offer thwarted Murdoch’s long-held ambition to win control of Sky, and is also a setback for Walt Disney (DIS) which would have likely been its ultimate owner.

Disclaimer: I hold positions in Rockwell Collins (COL), United Technologies (UTX), Pandora (P), Radisys (RSYS) and magicJack VocalTec (CALL). 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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