Merger Arbitrage Mondays – Three Potential Deals Come To Fruition

Merger activity increased last week with five new deals announced and five deals completed. Three of the five new deals announced were successful “deals in the works”.

Tower Semiconductor (TSEM)

Founded in 1993 and headquartered in Migdal Haemek, Israel, Tower Semiconductor is an independent foundry of analog semiconductor solutions that provides technology and manufacturing platforms for integrated circuits (ICs) in growing markets such as consumer, industrial, automotive, mobile, infrastructure, medical and aerospace and defense. We added TSEM as a potential deal to our list of deals in the works on February 14, 2022, when The Wall Street Journal reported that Intel (INTC) was close to a deal to buy the Israeli chip company for nearly $6 billion. The deal materialized the next day with Intel announcing that it was acquiring Tower for $53 a share, representing a premium of almost 60% to Tower’s closing price the previous day.

Intel established Intel Foundry Services (IFS) in March 2021 to help meet the growing global demand for semiconductor manufacturing capacity. Intel’s intent is for IFS and Tower to become a fully integrated foundry business.

The deal is trading at a spread of almost 13%, indicating potential risks of an international deal and risks related to consolidation within the semiconductor industry.

MoneyGram International (MGI)

Incorporated in 2003 and based in Dallas, Texas, MoneyGram International, together with its subsidiaries, provides cross-border peer-to-peer payments and money transfer services in the United States and internationally. We added MGI to our list of potential three times since 2019. We first added MGI as a potential deal on January 25, 2019, when Reuters reported that the company was exploring strategic alternatives, including a sale, a year after a U.S. government panel nixed its $1.2 billion sale to China’s Ant Financial. The price of MGI after this announcement was $2.29.

The second time we added MGI as a potential deal was on June 1, 2020, when Bloomberg reported that Western Union (WU) was seeking to acquire the company, in a transaction that would bring together two of the largest U.S. providers of money-transfer services. MGI’s price after this announcement was $2.59.

The third time we added MGI as a potential deal was on July 21, 2021, when Bloomberg reported that the company had received preliminary takeover interest from Stellar Development Foundation and private equity firm Advent International. MGI’s price after this announcement was $11.49.  On December 15, 2021, Reuters reported that private equity firm Madison Dearborn Partners had approached MoneyGram International with an acquisition offer. MGI’s price after this announcement was $7.94. By January 25, 2022, private equity firms Madison Dearborn Partners, Siris Capital Group and Advent International had made competing offers to acquire the company and MGI’s price at this time was $9.14.

The deal finally materialized on February 15, 2022, with Madison Dearborn Partners agreeing to acquire MGI for $11 per share, representing a premium of approximately 50% to MoneyGram’s unaffected closing stock price on December 14, 2021.

A bidding war may not be out of question considering other private equity firms made competing offers for MGI. The termination fee in case in case MGI receives and accepts a superior proposal is $32.8 million.

Preferred Apartment Communities (APTS)

Founded in 2009 and headquartered in Atlanta, Georgia, Preferred Apartment Communities is a real estate investment trust engaged primarily in the ownership and operation of Class A multifamily properties, with select investments in grocery anchored shopping centers. We added APTS as a potential deal on February 9, 2022, when Bloomberg reported that the company was exploring options including a full or partial sale after receiving inbound interest. The price of APTS after this announcement was $21.03. On February 16, APTS entered into a definitive agreement with Blackstone Real Estate Income Trust, under which all outstanding shares of common stock of APTS will be acquired by BREIT for $25.00 per share, representing a premium of approximately 39% over the unaffected closing stock price on February 9, 2022.

There was one new deal announced in the Deals in the Works section last week.

You can find all the active deals listed below in our Merger Arbitrage Tool (MAT) that automatically updates itself during market hours.

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SPAC Arbitrage

There were four new SPAC IPOs filed and three new SPAC combinations announced last week. You can find the new SPAC IPO announcements in our SPACs tool here.

  1. Varian Biopharmaceuticals, a private, precision oncology company developing novel therapeutics for the treatment of cancer, and SPK Acquisition (SPKentered into a definitive merger agreement for a business combination that will result in Varian Bio becoming a publicly traded company.
  2. Northern Lights Acquisition (NLIT) and Safe Harbor Financial, a cannabis-focused financial services provider offering access to banking and financing solutions for the cannabis industry, announced the signing of a definitive business combination agreement.
  3. Nogin, a Commerce-as-a-Service technology provider and Software Acquisition Group Inc. III (SWAG) announced that the two companies have entered into a definitive merger agreement.

Weekly Spread Changes:

The table below shows weekly spread changes between February 11 and February 18, 2022.

Symbol Quote Acquiring
Company
Acquiring
Company Quote
Current
Spread
Last Week
Spread
Spread Change
Weekly
Deal
Type
ZNGA 8.84 Take-Two Interactive Software, Inc. (TTWO) 158.5 11.54% 7.64% 3.90% Special Conditions
VG 20.14 Ericsson (ERIC) 10.06 4.27% 1.01% 3.26% All Cash
SAFM 180 Cargill and Continental Grain Company (N/A) 12.78% 10.36% 2.42% All Cash
GSKY 10.04 The Goldman Sachs Group (GS) 346.04 3.40% 1.32% 2.08% All Stock
NPTN 15.21 Lumentum Holdings Inc. (LITE) 99.08 5.19% 3.29% 1.90% All Cash
OCDX 17.08 Quidel Corporation (QDEL) 97.84 2.24% 3.61% -1.37% Cash Plus Stock
AZPN 142.86 Emerson Electric Co. (EMR) 92.77 12.00% 14.32% -2.32% Special Conditions
EXTN 5.81 Enerflex Ltd. (EFX.TO) 7.6 4.76% 7.21% -2.45% All Stock
FRTA 23.62 Quikrete Holdings, Inc. (N/A) 1.61% 4.62% -3.01% All Cash
JOBS 51.8 Garnet Faith Limited (N/A) 52.61% 70.00% -17.39% All Cash

Deal Statistics:

Total Number of Deals Closed in 2022 25
Total Number of Deals Not Completed in 2022 2
Total Number of Pending Deals
Cash Deals 42
Stock Deals 17
Stock & Cash Deals 8
Special Conditions 8
Total Number of Pending Deals 75
Total Deal Size $581.18 billion

New Deals:

  1. The acquisition of BioDelivery Sciences International (BDSI) by Collegium Pharmaceutical (COLL) for $488.65 million or $5.60 per share in cash.
  2. The acquisition of Resonant (RESN) by Murata Electronics North America for $249.15 million or $4.50 per share in cash.
  3. The acquisition of Tower Semiconductor (TSEM) by Intel Corporation (INTC) for $5.4 billion or $53 per share in cash. We added TSEM as a potential deal to the Deals in the Works section on February 14, 2022 and the price after the news of the potential deal came out was $33.13.
  4. The acquisition of MoneyGram International (MGI) by Madison Dearborn Partners for $1.8 billion or $11 per share in cash. We added MGI as a potential deal to the Deals in the Works section on July 21, 2021 and the price after the news of the potential deal came out was $11.49.
  5. The acquisition of Preferred Apartment Communities (APTS) by Blackstone Real Estate Income Trust for $5.8 billion or $25 per share in cash. We added APTS as a potential deal to the Deals in the Works section on February 9, 2022 and the price after the news of the potential deal came out was $21.03.

Deal Updates:

  1. On February 9, 2022, Ortho Clinical Diagnostics Holdings (OCDX) announced, in connection with its proposed transaction with Quidel Corporation (QDEL), the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”).
  2. On February 11, 2022, the Board of Governors of the Federal Reserve System approved SouthState Corporation’s (SSB) application with respect to the previously announced merger between SouthState and Atlantic Capital Bancshares (ACBI).
  3. On February 17, 2022, Monmouth Real Estate Investment Corporation (MNR) announced that its shareholders voted to approve the acquisition of Monmouth by Industrial Logistics Properties Trust (ILPT).
  4. On February 18, 2022, R. R. Donnelley & Sons Company (RRD) obtained regulatory approvals for the merger with Chatham.
  5. On February 18, 2022, Change Healthcare (CHNG) and United Healthcare (UNH) disclosed that the U.S. Dept of Justice has until February 27 to sue to block the transaction.
  6. On February 18, 2022, M&T Bank Corporation (MTB) and People’s United Financial (PBCT) jointly announced that the two companies have agreed to extend their merger agreement from February 21, 2022 to June 1, 2022.

Closed Deals:

  1. The acquisition of Xilinx (XLNX) by Advanced Micro Devices (AMD) on February 14, 2022. It took 475 days for this deal to be completed.
  2. The acquisition of PAE Incorporated (PAE) by Amentum Government Services Holdings on February 15, 2022. It took 113 days for this deal to be completed.
  3. The acquisition of Independence Holding Company (IHC) by Geneve Holdings on February 15, 2022. It took 98 days for this deal to be completed.
  4. The acquisition of First Midwest Bancorp (FMBI) by Old National Bancorp (ONB) on February 16, 2022. It took 260 days for this deal to be completed.
  5. The acquisition of Castlight Health (CSLT) by Vera Whole Health 0n February 17, 2022. It took 43 days for this deal to be completed.

Top 10 deals with largest updates:

Symbol Announced
Date
Acquiring
Company
Closing
Price
Last
Price
Closing
Date
Profit Annualized
Profit
MNTV 10/28/2021 Zendesk (ZEN) $25.89 $15.97 06/30/2022 62.11% 175.73%
JOBS 06/21/2021 Garnet Faith Limited (N/A) $79.05 $51.8 03/31/2022 52.61% 505.30%
TMX 12/14/2021 Rentokil Initial plc (RTOKY) $55.00 $42.2 12/31/2022 30.33% 35.37%
CHNG 01/06/2021 UnitedHealth Group Incorporated (UNH) $25.75 $20.11 06/30/2022 28.05% 79.35%
ATVI 01/18/2022 Microsoft Corporation (MSFT) $95.00 $81.05 03/31/2023 17.21% 15.59%
TSEM 02/15/2022 Intel Corporation (INTC) $53.00 $46.94 02/15/2023 12.91% 13.13%
SAFM 08/09/2021 Cargill and Continental Grain Company (N/A) $203.00 $180.00 06/30/2022 12.78% 36.15%
BRG 12/20/2021 Blackstone Real Estate (N/A) $29.85 $26.51 06/30/2022 12.60% 35.65%
PNM 10/21/2020 Avangrid, Inc. (AGR) $50.30 $44.7 06/30/2022 12.53% 35.45%
AZPN 10/11/2021 Emerson Electric Co. (EMR) $160.00 $142.86 06/30/2022 12.00% 33.95%

List of all pending deals:

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

Target Announced
Date
Acquirer Deal
Type
Closing
Value
Deal
Price
Last
Price
Target Volume Estimated
Closing Date
Return Annualized
Return
+ MNTV 10/28/21 Zendesk (ZEN) All Stock $4.21 B $25.89 $15.97 6,031,750 6/30/22 62.11% 175.73%
+ JOBS 6/21/21 Garnet Faith Limited (N/A) All Cash $3.63 B $79.05 $51.8 268,925 3/31/22 52.61% 505.30%
+ TMX 12/14/21 Rentokil Initial plc (RTOKY) Special Conditions $6.7 B $55.00 $42.2 433,768 12/31/22 30.33% 35.37%
+ CHNG 1/06/21 UnitedHealth Group Incorporated (UNH) All Cash $13.28 B $25.75 $20.11 1,999,614 6/30/22 28.05% 79.35%
+ ATVI 1/18/22 Microsoft Corporation (MSFT) All Cash $68.7 B $95.00 $81.05 7,742,239 3/31/23 17.21% 15.59%
+ TSEM 2/15/22 Intel Corporation (INTC) All Cash $5.4 B $53.00 $46.94 2,358,631 2/15/23 12.91% 13.13%
+ SAFM 8/09/21 Cargill and Continental Grain Company (N/A) All Cash $4.49 B $203.00 $180.00 189,416 6/30/22 12.78% 36.15%
+ BRG 12/20/21 Blackstone Real Estate (N/A) Special Conditions $3.6 B $29.85 $26.51 111,155 6/30/22 12.60% 35.65%
+ PNM 10/21/20 Avangrid, Inc. (AGR) All Cash $8.05 B $50.30 $44.7 316,692 6/30/22 12.53% 35.45%
+ AZPN 10/11/21 Emerson Electric Co. (EMR) Special Conditions $12.34 B $160.00 $142.86 265,685 6/30/22 12.00% 33.95%
+ ZNGA 1/10/22 Take-Two Interactive Software, Inc. (TTWO) Special Conditions $12.7 B $9.86 $8.84 11,998,106 6/30/22 11.54% 32.65%
+ SJR 3/15/21 Rogers Communications Inc. (RCI) Special Conditions $26 B $32.40 $29.27 338,724 6/30/22 10.69% 30.26%
+ SAVE 2/07/22 Frontier Group Holdings, Inc. (ULCC) Cash Plus Stock $6.6 B $26.63 $24.79 3,848,885 12/31/22 7.42% 8.66%
+ ARNA 12/13/21 Pfizer Inc. (PFE) All Cash $4.69 B $100.00 $93.13 685,516 6/30/22 7.38% 20.87%
+ COHR 3/25/21 II-VI Incorporated (IIVI) Cash Plus Stock $6.84 B $285.28 $266.01 167,566 5/31/22 7.25% 26.71%
+ ZGNX 1/19/22 UCB (N/A) Special Conditions $1.28 B $28.00 $26.12 2,055,219 6/30/22 7.20% 20.37%
+ NPTN 11/04/21 Lumentum Holdings Inc. (LITE) All Cash $745.24 M $16.00 $15.21 769,254 12/31/22 5.19% 6.06%
+ VNE 10/04/21 Qualcomm Incorporated (QCOM) All Cash $3.87 B $37.00 $35.22 630,633 6/30/22 5.05% 14.30%
+ EXTN 1/24/22 Enerflex Ltd. (EFX.TO) All Stock $735 M $6.10 $5.81 432,679 9/30/22 4.94% 8.17%
+ MILE 11/08/21 Lemonade (LMND) All Stock $201.47 M $1.39 $1.33 1,077,806 6/30/22 4.41% 12.48%
+ VG 11/22/21 Ericsson (ERIC) All Cash $6.2 B $21.00 $20.14 4,724,175 6/30/22 4.27% 12.08%
+ XENT 8/06/21 Medtronic plc (MDT) All Cash $1.1 billion $28.25 $27.16 249,322 3/31/22 4.01% 38.55%
+ CERN 12/20/21 Oracle Corporation (ORCL) All Cash $28.4 B $95.00 $91.45 6,417,707 12/31/22 3.88% 4.53%
+ PBCT 2/22/21 M&T Bank Corporation (MTB) All Stock $7.6 B $21.52 $20.76 3,669,436 6/01/22 3.65% 13.31%
+ CCMP 12/15/21 Entegris, Inc. (ENTG) Cash Plus Stock $6.5 B $191.66 $185.18 240,818 12/31/22 3.50% 4.08%
+ GSKY 9/15/21 The Goldman Sachs Group (GS) All Stock $2.24 B $10.38 $10.04 1,550,401 3/31/22 3.40% 32.64%
+ PTRS 11/04/21 OceanFirst Financial Corp. (OCFC) Special Conditions $186 M $10.38 $10.05 58,668 6/30/22 3.28% 9.29%
+ TLMD 2/03/22 Patient Square Capital (N/A) All Cash $106.42 M $3.00 $2.91 348,148 6/30/22 3.09% 8.75%
+ RESN 2/14/22 Murata Electronics North America, Inc. (N/A) All Cash $249.15 M $4.50 $4.37 3,985,260 3/31/22 2.97% 28.57%
+ NES 12/13/21 Select Energy Services, Inc. (WTTR) All Stock $45 M $1.91 $1.86 30,014 3/31/22 2.59% 24.86%
+ NSEC 1/26/22 VR Insurance Holdings, Inc. (N/A) All Cash $41.4 M $16.35 $15.945 376 6/30/22 2.54% 7.19%
+ MGI 2/15/22 Madison Dearborn Partners, LLC (N/A) All Cash $1.8 B $11.00 $10.75 5,593,689 12/31/22 2.33% 2.71%
+ OCDX 12/23/21 Quidel Corporation (QDEL) Cash Plus Stock $8.33 B $17.46 $17.08 2,598,630 6/30/22 2.24% 6.33%
+ ISBC 7/28/21 Citizens Financial Group, Inc. (CFG) Cash Plus Stock $3.5 B $17.28 $16.9 1,869,385 6/30/22 2.22% 6.28%
+ CTXS 1/31/22 Vista Equity Partners and Elliott Investment Management LP (N/A) All Cash $16.5 B $104.00 $101.88 2,709,816 6/30/22 2.08% 5.89%
+ ECOL 2/09/22 Republic Services, Inc. (RSG) All Cash $2.2 B $48.00 $47.05 1,090,579 6/30/22 2.02% 5.71%
+ LEVL 11/04/21 First Merchants Corporation (FRME) Cash Plus Stock $323.5 M $41.27 $40.49 107,685 6/30/22 1.92% 5.43%
+ FBC 4/26/21 New York Community Bancorp, Inc. (NYCB) All Stock $2.6 B $46.49 $45.62 229,231 3/31/22 1.92% 18.42%
+ STXB 11/19/21 Simmons First National Corporation (SFNC) All Stock $581 M $29.35 $28.87 64,660 6/30/22 1.65% 4.66%
+ FRTA 2/22/21 Quikrete Holdings, Inc. (N/A) All Cash $2.74 B $24.00 $23.62 155,873 3/31/22 1.61% 15.45%
+ ROG 11/02/21 DuPont de Nemours, Inc. (DD) All Cash $5.2 B $277.00 $272.66 250,861 6/30/22 1.59% 4.50%
+ NUAN 4/12/21 Microsoft Corp (MSFT) All Cash $19.7 B $56.00 $55.15 3,023,690 3/31/22 1.54% 14.80%
+ UMPQ 10/12/21 Columbia Banking System, Inc. (COLB) All Stock $4.5 B $21.63 $21.31 1,486,372 6/30/22 1.49% 4.22%
+ VRS 12/19/21 BillerudKorsnäs AB (N/A) All Cash $825 M $27.00 $26.7 187,895 6/30/22 1.12% 3.18%
+ WBT 7/14/21 Ali Holding S.r.l. (N/A) All Cash $4.8 B $24.00 $23.74 1,577,488 1/31/22 1.10% 0.00%
+ GCP 12/06/21 Saint-Gobain (N/A) All Cash $2.3 B $32.00 $31.69 505,205 12/31/22 0.98% 1.14%
+ MIME 12/07/21 Permira (N/A) All Cash $5.8 B $80.00 $79.24 2,107,567 6/30/22 0.96% 2.71%
+ TSC 10/20/21 Raymond James Financial, Inc. (RJF) Cash Plus Stock $1.1 B $33.13 $32.83 421,434 6/30/22 0.91% 2.59%
+ ATC 7/01/21 MKS Instruments, Inc. (MKSI) Cash Plus Stock $6.5 B $24.50 $24.29 1,313,241 3/31/22 0.88% 8.47%
+ FLOW 12/13/21 Lone Star Funds (N/A) All Cash $3.8 B $86.50 $85.75 1,011,637 6/30/22 0.87% 2.47%
+ EPAY 12/17/21 Thoma Bravo (N/A) All Cash $2.6 B $57.00 $56.53 918,338 6/30/22 0.83% 2.35%
+ ESBK 10/04/21 Community Bank System, Inc. (CBU) All Cash $82.8 M $23.10 $22.91 1,153 3/31/22 0.83% 7.97%
+ MCFE 11/08/21 Investor Group comprised of Advent, Permira, Crosspoint Capital, CPP Investments, GIC and ADIA (N/A) All Cash $14 B $26.00 $25.81 1,388,227 6/30/22 0.74% 2.08%
+ FOE 5/11/21 Prince International Corporation (N/A) All Cash $2.1 B $22.00 $21.84 196,455 3/31/22 0.73% 7.04%
+ BDSI 2/14/22 Collegium Pharmaceutical, Inc. (COLL) All Cash $488.65 M $5.60 $5.56 2,800,156 3/31/22 0.72% 6.91%
+ APR 1/10/22 Owens & Minor, Inc. (OMI) All Cash $1.62 B $37.50 $37.25 180,731 6/30/22 0.67% 1.90%
+ CONE 11/15/21 KKR and Global Infrastructure Partners (N/A) All Cash $15 B $90.50 $89.96 1,833,055 6/30/22 0.60% 1.70%
+ MGP 8/04/21 VICI Properties Inc. (VICI) All Stock $17.2 billion $38.14 $37.92 379,778 6/30/22 0.58% 1.63%
+ KRA 9/27/21 DL Chemical Co., Ltd. (N/A) All Cash $2.5 B $46.50 $46.24 212,804 6/30/22 0.56% 1.59%
+ STFC 7/12/21 Liberty Mutual Holding Company Inc. (N/A) All Cash $2.48 B $52.00 $51.76 29,573 3/31/22 0.46% 4.45%
+ FTSI 10/22/21 ProFrac Holdings (N/A) All Cash $407.5 M $26.52 $26.42 35,441 3/31/22 0.38% 3.64%
+ RRD 12/14/21 Chatham Asset Management, LLC (N/A) All Cash $2.3 B $10.85 $10.81 2,287,499 2/25/22 0.37% 33.77%
+ INFO 11/30/20 S&P Global (SPGI) All Stock $44 B $107.47 $107.11 2,040,601 6/30/22 0.33% 0.94%
+ PSXP 10/27/21 Phillips 66 (PSX) All Stock $14.5 B $42.54 $42.4 376,049 3/31/22 0.32% 3.06%
+ BPMP 12/20/21 BP p.l.c. (BP) All Stock $2.45 B $18.27 $18.22 363,939 3/31/22 0.26% 2.52%
+ TACO 12/06/21 Jack in the Box Inc. (JACK) All Cash $575 M $12.51 $12.48 218,078 3/31/22 0.24% 2.31%
+ MNR 11/05/21 Industrial Logistics Properties Trust (ILPT) All Cash $3.72 B $21.00 $20.95 3,393,737 6/30/22 0.24% 0.68%
+ ANAT 8/09/21 Brookfield Asset Management Reinsurance Partners Ltd. (BAMR) All Cash $5.1 B $190.00 $189.77 32,183 6/30/22 0.12% 0.34%
+ ACBI 7/23/21 SouthState Corporation (SSB) All Stock $542 M $31.61 $31.57 59,728 3/31/22 0.12% 1.16%
+ VCRA 1/06/22 Stryker (SYK) All Cash $3.09 B $79.25 $79.17 2,415,119 3/31/22 0.10% 0.97%
+ CPLG 11/08/21 Highgate and Cerberus Capital Management, L.P. (N/A) Special Conditions $1.5 B $15.65 $15.71 1,046,938 3/31/22 -0.38% -3.67%
+ GNOG 8/09/21 DraftKings Inc. (DKNG) All Stock $1.52 B $6.31 $6.34 2,101,389 3/31/22 -0.46% -4.42%
+ ABTX 11/10/21 CBTX, Inc. (CBTX) All Stock $1.5 B $42.99 $43.24 79,772 6/30/22 -0.57% -1.62%
+ PVG 11/09/21 Newcrest Mining Limited (NCMGY) All Stock $2.8 B $14.06 $14.16 518,239 3/31/22 -0.72% -6.91%
+ APTS 2/16/22 Blackstone Real Estate Income Trust, Inc. (N/A) All Cash $5.8 B $25.00 $25.37 3,898,857 6/30/22 -1.46% -4.13%

Conclusion:

SPAC activity declined last week with four new SPAC IPOs filed. SPAC business combinations picked up a little on the other hand, with three new SPAC business combination announced.

Multiple active deals received required approvals last week. Change Healthcare on the other hand continues to trade at a large spread of over 28% due to the timing agreement with the U.S. Department of Justice that states that the companies will not consummate the merger before February 22, 2022, unless they have received written notice from the DOJ prior to such date that the DOJ has closed its investigation of the merger. The timing agreement also provides that UnitedHealth Group and Change Healthcare will provide the DOJ with ten days’ notice before the consummation of the merger, during which time the DOJ may seek to block the consummation of the merger through the filing of a lawsuit. Effective February 17, 2022, UnitedHealth Group and Change Healthcare provided such notice to the DOJ. Accordingly, the DOJ now has until February 27, 2022 to initiate litigation to block the consummation of the merger.

Disclaimer: I have long positions in Arena Pharmaceuticals (ARNA) and Bluerock Residential Growth REIT (BRG). 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.

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