| + | ATVI | 1/18/22 | Microsoft Corporation (MSFT) | All Cash | $68.7 B | $95.00 | $80.73 | 3,822,983 | 6/30/23 | 17.68% | 14.27% |
| Activision Blizzard, Inc. merger details: Expected to close in fiscal year 2023 for a closing value of $68.7 billion. Upon completion of the deal, shareholders of Activision Blizzard will receive $95.00 per share in cash. Merger Agreement Activision Blizzard, Inc. Investor Relations Microsoft Corporation Investor Relations Termination Fee: Company Termination Fee (To be paid by Activision Blizzard): $2.27 billion Parent Termination Fee (To be paid by Microsoft) i) if termination notice is provided prior to January 18, 2023: $2 billion ii) if termination notice is provided after January 18, 2023, and prior to April 18, 2023: $2.5 billion iii) if termination notice is provided at any time after April 18, 2023: $3 billion Update(s) January 31, 2022: According to Bloomberg, The U.S. antitrust review of Microsoft Corp’s (MSFT) proposed acquisition of Activision Blizzard (ATVI) will be handled by the Federal Trade Commission (FTC). March 3, 2022: Activision Blizzard (ATVI) and Microsoft (MSFT) each received a request for additional information and documentary material (“Second Request”) from the FTC in connection with the FTC’s review of the transaction. The effect of the Second Request is to extend the waiting period imposed under the HSR Act until the 30th day after substantial compliance by Activision Blizzard and Microsoft with the Second Request, unless the waiting period is terminated earlier by the FTC or as otherwise agreed between the parties and the FTC. Completion of the transaction remains subject to the termination or expiration of the waiting period under the HSR Act and the satisfaction or waiver of the closing conditions specified in the merger agreement. The parties expect to complete the transaction in Microsoft’s fiscal year ending June 30, 2023. March 8, 2022: According to The Wall Street Journal, Federal prosecutors and securities regulators are investigating large bets that Barry Diller, Alexander von Furstenberg and David Geffen made on Activision Blizzard (ATVI) shares in January, days before the videogame maker agreed to be acquired by Microsoft (MSFT). March 21, 2022: Activision Blizzard (ATVI) announced that the special meeting of stockholders, to consider and vote on a proposal to adopt the Agreement and Plan of Merger with Microsoft Corporation (MSFT), will be held on April 28, 2022. March 31, 2022: According to The Wall Street Journal, four U.S. senators sent a letter to the Federal Trade Commission citing concern about Microsoft’s (MSFT) proposed acquisition of Activision Blizzard (ATVI), saying the deal could undermine employees’ calls for accountability over alleged misconduct at the videogame company. |
| + | CHNG | 1/06/21 | UnitedHealth Group Incorporated (UNH) | All Cash | $13.28 B | $25.75 | $22.1 | 4,282,625 | 6/30/22 | 16.52% | 69.29% |
| Change Healthcare Inc. merger details: Expected to close in the second half of 2021 for a closing value of $13.28 billion. Upon completion of the merger, shareholders of Change Healthcare will receive $25.75 per share in cash. Merger Agreement Change Healthcare Inc. Investor Relations UnitedHealth Group Incorporated Investor Relations Change Healthcare Inc. Investor Relations
UnitedHealth Group Incorporated Investor Relations Termination Fee: $300 million Update(s) March 24, 2021: Change Healthcare (CHNG) and UnitedHealth Group (UNH) each received a request for additional information and documentary materials from the DOJ in connection with the DOJ’s review of the Merger. The effect of the Second Request is to extend the waiting period imposed under the HSR Act until the 30th day after substantial compliance by the Company and UnitedHealth Group with the Second Request, unless the waiting period is terminated earlier by the DOJ or extended by the parties to the Merger. April 14, 2021: Change Healthcare (CHNG) announced that during a special meeting its stockholders voted to approve the previously announced combination with OptumInsight, part of UnitedHealth Group (UNH). May 6, 2021: The American Antitrust Institute (AAI) warned that UnitedHealth Group’s (UNH) planned acquisition of Change Healthcare (CHNG) could stifle competition. The nonprofit wrote in a letter to the Department of Justice (DOJ) that the deal is “likely to harm competition and consumers.” August 12, 2021: Change Healthcare (CHNG) and UnitedHealth Group (UNH) entered into a timing agreement with the DOJ pursuant to which they agreed, among other things, not to consummate the Merger before 120 days following the date on which both parties have certified substantial compliance with the Second Request unless they have received written notice from the DOJ prior to the end of such 120-day period that the DOJ has closed its investigation of the pending Merger. November 1, 2021: Change Healthcare (CHNG) and UnitedHealth Group (UNH) entered into an amendment to the Timing Agreement with the DOJ pursuant to which they agreed not to 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. December 9, 2021: UnitedHealth Group Incorporated (UNH) delivered written notice to Change Healthcare (CHNG) that it was exercising its unilateral right to extend the Outside Date to April 5, 2022. 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. February 24, 2022: Change Healthcare (CHNG) issued the following statement regarding the announcement that DOJ intends to pursue litigation to block the proposed merger between Change Healthcare and UnitedHealth Group (UNH): “We are aware and disappointed that DOJ has filed litigation to prevent Change Healthcare from closing our merger with UHG. As we previously disclosed, UHG extended our merger agreement through April 5, 2022. We will continue our support of UHG in working toward closing the merger as we comply with our obligations under the merger agreement.” |
| + | PTRS | 11/04/21 | OceanFirst Financial Corp. (OCFC) | Special Conditions | $186 M | $10.38 | $9.07 | 3,272 | 6/30/22 | 14.44% | 60.60% |
| Partners Bancorp merger details: Expected to close in the first half of 2022 for a closing value of $186 million in a cash or stock deal. Under the terms of the agreement, Partners stockholders may elect to receive $10.00 in cash or 0.4512 shares of OceanFirst common stock. Merger Agreement Partners Bancorp Investor Relations OceanFirst Financial Investor Relations Termination Fee: $7.4 million Update(s) March 10, 2022: Shareholders of Partners Bancorp (PTRS) approved the company’s merger with OceanFirst Financial (OCFC). |
| + | WLL | 3/07/22 | Oasis Petroleum Inc. (OAS) | Cash Plus Stock | $2.82 B | $92.25 | $80.95 | 586,072 | 12/31/22 | 13.96% | 18.80% |
| Whiting Petroleum Corporation merger details: Expected to close in the second half of 2022 for a closing value of $2.82 billion in a cash plus stock deal. Under the terms of the agreement, Whiting shareholders will receive 0.5774 shares of Oasis common stock and $6.25 in cash for each share of Whiting common stock owned. In connection with the closing of the transaction, Oasis shareholders will receive a special dividend of $15.00 per share. Merger Agreement Whiting Petroleum Corporation Investor Relations Oasis Petroleum Inc. Investor Relations Termination Fee: $98 million |
| + | MBII | 3/16/22 | Bioceres Crop Solutions Corp. (BIOX) | All Stock | $236 M | $1.21 | $1.07 | 1,021,306 | 9/30/22 | 12.84% | 26.18% |
| Marrone Bio Innovations, Inc. merger details: Expected to close in the third quarter of calendar 2022 for a closing value of $236 million in an all stock deal. Under the terms of the transaction, each share of MBI common stock will be exchanged at closing for ordinary shares of Bioceres at a fixed ratio of 0.088. Merger Agreement Marrone Bio Innovations, Inc. Investor Relations Bioceres Crop Solutions Corp. Investor Relations Termination Fee: $9.7 million |
| + | BRG | 12/20/21 | Blackstone Real Estate (N/A) | Special Conditions | $3.6 B | $29.85 | $26.7 | 358,496 | 6/30/22 | 11.80% | 49.50% |
| Bluerock Residential Growth REIT, Inc. merger details: Expected to close in the second quarter of 2022 for a closing value of $3.6 billion. Upon completion of the merger, shareholders of Bluerock Residential Growth will receive $24.25 per share in cash. Prior to the Acquisition, the Company separately intends to spin off its single-family rental business to its shareholders through the taxable distribution to shareholders of all of the outstanding shares of common stock of a newly formed real estate investment trust named Bluerock Homes Trust, Inc. (“BHOM”). The Company’s shareholders will receive shares of BHOM, with a current implied Net Asset Value estimated at $5.60 (based on the midpoint of the valuation range provided by Duff & Phelps, independent financial advisor to the Company’s board of directors), for each share of Company common stock. We are treating this as a special conditions deal by adding the spinoff value of $5.60 to the deal price to more accurately reflect what the shareholders will receive after the deal is completed. Merger Agreement Bluerock Residential Growth REIT, Inc. Investor Relations Bluerock Residential Growth REIT, Inc. Investor Relations Termination Fee Company Termination Fee: $60 million Parent Termination Fee: $200 million |
| + | TEN | 2/23/22 | Apollo Global Management, Inc. (APO) | All Cash | $7.1 B | $20.00 | $18.18 | 1,053,173 | 12/31/22 | 10.01% | 13.48% |
| Tenneco Inc. merger details: Expected to close in the second half of 2022 for a closing value of $7.1 billion. Upon completion of the merger, shareholders of Tenneco will receive $20 per share in cash. Merger Agreement Tenneco Inc. Investor Relations Apollo Global Management, Inc. Investor Relations Termination Fee Company Termination Fee (To be paid by Tenneco): $54 million Reverse Termination Fee / Parent Termination Fee (To be paid by Apollo): $108 million |
| + | SAVE | 2/07/22 | Frontier Group Holdings, Inc. (ULCC) | Cash Plus Stock | $6.6 B | $24.07 | $21.99 | 2,423,926 | 12/31/22 | 9.45% | 12.72% |
| Spirit Airlines, Inc. merger details: Expected to close in the second half of 2022 for a closing value of $6.6 billion in a cash plus stock deal. Under the terms of the agreement, Spirit equity holders will receive 1.9126 shares of Frontier plus $2.13 in cash for each existing Spirit share they own. Merger Agreement Spirit Airlines, Inc. Investor Relations Frontier Group Holdings, Inc. Investor Relations Termination Fee Breakup Fee: $94.2 million Expense Reimbursement: $25 million Update(s) March 10, 2022: Legislators including Sen. Elizabeth Warren, Bernie Sanders and Rep. Alexandria Ocasio-Cortez are asking for the Department of Justice to investigate Frontier Airlines (ULCC) planned purchase of Spirit Airlines (SAVE) to see if would hurt competition. |
| + | SAFM | 8/09/21 | Cargill and Continental Grain Company (N/A) | All Cash | $4.49 B | $203.00 | $187.25 | 257,703 | 6/30/22 | 8.41% | 35.29% |
| Sanderson Farms, Inc. merger details: Expected to close by the end of 2021 or early 2022 for a closing value of $4.49 billion. Upon completion of the merger, shareholders of Sanderson Farms will receive $203 per share in cash. Merger Agreement Sanderson Farms, Inc. Investor Relations Termination Fee Company Termination Fee: $158 million Parent Equity Financing Termination Fee: $300 million Parent Debt Financing Termination Fee: $250 million Antitrust Termination Fee: $250 million Update(s) October 21, 2021: Sanderson Farms (SAFM) announced that its stockholders approved the previously announced agreement for a joint venture between Cargill and Continental Grain to acquire Sanderson Farms for $203 per share in cash. October 27, 2021: Sanderson Farms (SAFM) has received regulatory approvals from each of the Ministry of Commerce of the People’s Republic of China and the Federal Economic Competition Commission of Mexico in connection with the transactions contemplated by the Agreement and Plan of Merger. December 20, 2021: Sanderson Farms (SAFM) and Cargill and Continental Grain Company each received a request for additional information and documentary material from the DOJ in connection with the DOJ’s review of the transaction contemplated by the Merger Agreement. Issuance of the Second Request extends the waiting period under the HSR Act until 30 days after both the Company and Parent have substantially complied with the Second Request, unless the waiting period is terminated earlier by the DOJ or extended by agreement of the Company and Parent. The parties expect that the Merger will be completed in the first half of 2022. |
| + | TSEM | 2/15/22 | Intel Corporation (INTC) | All Cash | $5.4 B | $53.00 | $48.9 | 565,140 | 2/15/23 | 8.38% | 9.65% |
| Tower Semiconductor Ltd. merger details: Expected to close in 12 months for a closing value of $5.4 billion. Upon completion of the merger, shareholders of Tower Semiconductor will receive $53 per share in cash. Merger Agreement Tower Semiconductor Ltd. Investor Relations Intel Corporation Investor Relations Termination Fee Company Termination Fee (To be paid by Tower Semiconductor): $206 million Parent Termination Fee (To be paid by Intel Corporation): $353 million |
| + | TGNA | 2/22/22 | Standard General L.P. (N/A) | Special Conditions | $8.6 B | $24.00 | $22.46 | 1,102,781 | 12/31/22 | 6.86% | 9.23% |
| TEGNA Inc. merger details: Expected to close in the second half of 2022 for a closing value of $8.6 billion. Upon completion of the merger, shareholders of TEGNA will receive $24 per share in cash. TEGNA shareholders will receive additional cash consideration in the form of a “ticking fee” of $0.00167 per share per day (or $0.05 per month) if the closing occurs between the 9- and 12-month anniversary of signing, increasing to $0.0025 per share per day (or $0.075 per month) if the closing occurs between the 12- and 13-month anniversary of signing, $0.00333 per share per day (or $0.10 per month) if the closing occurs between the 13- and 14-month anniversary of signing, and $0.00417 per share per day (or $0.125 per month) if the closing occurs between the 14- and 15-month anniversary of signing. Merger Agreement TEGNA Inc. Investor Relations Termination Fee Company Termination Fee (To be paid by TEGNA): $163 million Parent Termination Fee (To be paid by Standard General): $272 million |
| + | ZNGA | 1/10/22 | Take-Two Interactive Software, Inc. (TTWO) | Special Conditions | $12.7 B | $9.86 | $9.27 | 16,762,995 | 6/30/22 | 6.36% | 26.70% |
| Zynga Inc. merger details: Expected to be completed during the first quarter of Take-Two’s Fiscal Year 2023, ending June 30, 2022, for a closing value of $12.7 billion in a cash plus stock deal. Under the terms of the agreement, Zynga stockholders will receive $3.50 in cash and $6.361 in shares of Take-Two common stock for each share of Zynga common stock outstanding at the closing. The transaction is valued at $9.861 per share of Zynga common stock. The transaction includes a collar mechanism on the equity consideration, so that if Take-Two’s 20-day volume weighted average price (“VWAP”) ending on the third trading day prior to closing is in a range from $156.50 to $181.88, the exchange ratio would be adjusted to deliver total consideration value of $9.86 per Zynga share (including $6.36 of equity value based on that VWAP and $3.50 in cash). If the VWAP exceeds the higher end of that range, the exchange ratio would be 0.0350 per share, and if the VWAP falls below the lower end of that range, the exchange ratio would be 0.0406 per share. Merger Agreement Zynga Inc. Investor Relations Take-Two Interactive Software, Inc. Investor Relations Termination Fee Company Termination Fee: (i) if payable in connection with a termination of this Agreement by the Company prior to the Company No-Shop Period Start Date an amount equal to $400 million or (ii) if payable in any other circumstance, an amount equal to $550 million. Parent Termination Fee: $550 million Update(s) February 25, 2022: Zynga (ZNGA) announced the completion of the “go-shop” period under the previously announced merger agreement with Take-Two Interactive Software (TTWO). Zynga also announced the expiration of the antitrust waiting period under Hart-Scott-Rodino in connection with the pending acquisition. |
| + | FHN | 2/28/22 | The Toronto-Dominion Bank (TD) | Special Conditions | $13.4 B | $25.00 | $23.62 | 5,854,341 | 11/27/22 | 5.84% | 9.00% |
| First Horizon Corporation merger details: Expected to close in the first quarter of TD’s 2023 fiscal year for a closing value of $13.4 billion. Upon completion of the merger, shareholders of First Horizon Corporation will receive $25 per share in cash. If the transaction does not close prior to November 27, 2022, First Horizon shareholders will receive, at closing, an additional US$0.65 per share on an annualized basis for the period from November 27, 2022 through the day immediately prior to the closing. Merger Agreement First Horizon Corporation Investor Relations The Toronto-Dominion Bank Investor Relations Termination Fee: $435.5 million |
| + | PNM | 10/21/20 | Avangrid, Inc. (AGR) | All Cash | $8.05 B | $50.30 | $47.75 | 345,140 | 6/30/22 | 5.34% | 22.40% |
| PNM Resources, Inc. merger details: Expected to close between October and December 2021 for a closing value of $8.05 billion. Upon completion of the merger, PNM Resources shareholders will receive $50.30 in cash. Merger Agreement PNM Resources, Inc. Investor Relations Avangrid, Inc. Investor Relations PNM Resources, Inc. Investor Relations Avangrid Investor Relations Termination Fee Company Termination Fee (To be paid by PNM Resources): $130 million Parent Termination Fee (To be paid by Avangrid): $184 million Update(s) February 2, 2021: AVANGRID (AGR) confirmed that it has received clearance from the Committee on Foreign Investment in the United States (CFIUS) after the conclusion of the initial review period in relation to the proposed merger combination with PNM Resources (PNM). February 12, 2021: PNM Resources (PNM) shareholders voted overwhelmingly to approve the merger agreement with AVANGRID (AGR) at a special shareholders meeting. April 21, 2021: AVANGRID (AGR) announced that it has received Federal Energy Regulatory Commission (FERC) approval for its proposed PNM Resources (PNM) merger. May 6, 2021: The Public Utility Commission of Texas (PUCT) voted to approve the unanimous stipulation and agreement among parties for the merger of PNM Resources (PNM), including its Texas utility subsidiary, Texas-New Mexico Power Company (TNMP), with AVANGRID (AGR). May 26, 2021: PNM Resources (PNM) and AVANGRID (AGR) received approval from the sixth regulatory entity, the Nuclear Regulatory Commission (NRC), for their proposed merger. August 25, 2021: AVANGRID (AGR) and PNM Resources (PNM) announced additional support for the Stipulation agreement in the New Mexico Public Regulation Commission (NMPRC) proceeding to review the merger between the parent company of the Public Service Company of New Mexico (PNM), PNM Resources and AVANGRID. November 13, 2021: PNM Resources (PNM) and Avangrid (AGR) said that they will accept all conditions recommended by a Public Regulation Commission hearing examiner if the five-member commission decides to approve their proposed merger. December 2, 2021: The New Mexico Public Regulation Commission (NMPRC) began its consideration of the merger application involving PNM Resources (PNM) and AVANGRID (AGR) during its regular open meeting. December 3, 2021: PNM Resources (PNM) and AVANGRID (AGR) answered open questions at a news conference about their proposed merger and addressed some concerns heard at the New Mexico Public Regulation Commission open meeting. December 9, 2021: New Mexico utility regulators voted to reject Avangrid (AGR) proposed acquisition of PNM Resources (PNM), saying the deal’s risks outweighed its promised benefits to state ratepayers. January 3, 2022: PNM Resources (PNM) and Avangrid (AGR) entered into an amendment of their merger agreement extending the end date to April 20, 2023. Additionally, the companies have filed a Notice of Appeal with the New Mexico Supreme Court of the December 2021 New Mexico Public Regulation Commission (NMPRC) order to reject a stipulated agreement reached with parties in the companies’ application for approval of the merger. We have extended the closing date for this deal to the end of the second quarter of 2022. |
| + | NPTN | 11/04/21 | Lumentum Holdings Inc. (LITE) | All Cash | $745.24 M | $16.00 | $15.21 | 302,152 | 12/31/22 | 5.19% | 7.00% |
| NeoPhotonics Corporation merger details: Expected to close in the second half of 2022 for a closing value of $745.24 million. Upon completion of the merger, shareholders of Neophotonics Corporation will receive $16.00 per share in cash. Merger Agreement NeoPhotonics Corporation Investor Relations Lumentum Holdings Inc. Investor Relations Termination Fee Company Termination Fee: $27.5 million Base Parent Termination Fee: $55.1 million Update(s) January 21, 2022: Lumentum Holdings (LITE) and NeoPhotonics Corporation (NPTN) announced the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”) with respect to Lumentum’s pending transaction with NeoPhotonics. February 1, 2022: NeoPhotonics stockholders approved the merger agreement under which Lumentum Holdings (LITE) will acquire NeoPhotonics (NPTN). |
| + | EXTN | 1/24/22 | Enerflex Ltd. (EFX.TO) | All Stock | $735 M | $6.88 | $6.56 | 139,157 | 9/30/22 | 4.94% | 10.07% |
| Exterran Corporation merger details: Expected to close in the second or third quarter of 2022 for a closing value of $735 million in an all stock deal. Under the terms of the agreement, the companies will combine in an all-share transaction pursuant to which Enerflex will acquire all of the outstanding common stock of Exterran on the basis of 1.021 Enerflex common shares for each outstanding share of common stock of Exterran. Merger Agreement Exterran Corporation Investor Relations Enerflex Ltd. Investor Relations Termination Fee Company Ternination Fee: $10 million Parent Termination Fee: $20 million |
| + | ATC | 7/01/21 | MKS Instruments, Inc. (MKSI) | Cash Plus Stock | $6.5 B | $24.18 | $23.11 | 1,638,795 | 9/30/22 | 4.65% | 9.47% |
| Atotech Limited merger details: Expected to close in the fourth quarter of 2021 for a closing value of $6.5 billion in a cash plus stock deal. Under the terms of the agreement, MKS will acquire Atotech for $16.20 in cash and 0.0552 of a share of MKS common stock for each Atotech common share. Merger Agreement Atotech Limited Investor Relations MKS Instruments, Inc. Investor Relations Atotech Limited Investor Relations
MKS Instruments, Inc. Investor Relations Termination Fee: $154 million Update(s) November 4, 2021: Atotech Limited (ATC) announced that it has received shareholder approval to be acquired by MKS Instruments (MKSI). December 14, 2021: MKS Instruments (MKSI) and Atotech Limited (ATC) reported that the pending acquisition has received the approval, or indication of imminent approval, from 12 out of 13 global antitrust regulatory authorities, which approvals are conditions to the closing of the transaction. In China, the remaining jurisdiction, MKS and Atotech are continuing to work constructively with the State Administration for Market Regulation (“SAMR”), and now anticipate closing the acquisition in the first quarter of 2022. April 1, 2022: Atotech Limited (ATC) announced that it has agreed to extend the date for completing MKS Instruments (MKSI) pending acquisition of Atotech to September 30, 2022 from March 31, 2022. The extension is intended to allow additional time for the regulatory approval from China’s State Administration for Market Regulation (“SAMR”). |
| + | MILE | 11/08/21 | Lemonade (LMND) | All Stock | $201.47 M | $1.50 | $1.44 | 1,046,386 | 6/30/22 | 4.51% | 18.90% |
| Metromile, Inc. merger details: Expected to close during the second quarter of 2022 for a closing value of $201.47 million. Under the terms of the transaction, Metromile shareholders will receive Lemonade common shares at a ratio of 19:1. Merger Agreement Metromile, Inc. Investor Relations Lemonade, Inc. Investor Relations Metromile, Inc. Investor Relations Lemonade, Inc. Investor Relations Termination Fee: $12.5 million Update(s) February 1, 2022: Shareholders in the pay-per-mile auto insurer, Metromile (MILE) gave their approval to the impending acquisition of the company by insurtech Lemonade (LMND). |
| + | COHR | 3/25/21 | II-VI Incorporated (IIVI) | Cash Plus Stock | $6.84 B | $284.55 | $272.98 | 256,299 | 5/31/22 | 4.24% | 27.13% |
| Coherent, Inc. merger details: Expected to close in the first quarter of 2022 for a closing value of $6.84 billion in a cash plus stock deal. Under the terms of Coherent’s merger agreement with II-VI, each share of Coherent common stock will be exchanged for $220.00 in cash and 0.91 of a share of II-VI common stock at the completion of the transaction. Merger Agreement Coherent, Inc. Investor Relations II-VI Incorporated Investor Relations Termination Fee: Company Termination Fee (To be paid by Coherent): $108.8 million Parent Termination Fee (To be paid by II-VI Incorporated): $337.7 million Parent China Regulatory Termination Fee: $500 million Update(s) May 12, 2021: II-VI Incorporated (IIVI) and Coherent (COHR) confirmed the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, in connection with the pending transaction. June 24, 2021: II-VI Incorporated (IIVI) and Coherent (COHR) announced that II-VI’s shareholders and Coherent’s stockholders have each voted overwhelmingly to adopt and approve the previously announced merger agreement for II-VI to acquire Coherent. August 25, 2021: Coherent (COHR) was notified, that its pending merger with II-VI Incorporated (IIVI) received unconditional clearance by the Federal Cartel Office in Germany. February 9, 2020: II-VI Incorporated (IIVI) reported that the pending acquisition of Coherent (COHR) has received the approval, or indication of imminent approval, from 3 out of 4 global antitrust regulatory authorities, which approvals are conditions to the closing of the transaction. In China, the remaining jurisdiction, II-VI and Coherent are continuing to work constructively with the State Administration for Market Regulation, and now anticipate closing the acquisition by the middle of the second calendar quarter of 2022. |
| + | HTA | 2/28/22 | Healthcare Realty Trust Incorporated (HR) | Cash Plus Stock | $10.74 B | $32.76 | $31.51 | 2,017,385 | 9/30/22 | 3.97% | 8.09% |
| Healthcare Trust of America, Inc. merger details: Expected to close in the third quarter of 2022 for a closing value of $10.74 billion in a stock plus cash deal. Under the terms of the agreement, each share of HR common stock will be exchanged for one share of HTA common stock, at a fixed ratio. In addition, a special cash dividend of $4.82 per share will be distributed to HTA shareholders. Merger Agreement Healthcare Trust of America, Inc. Investor Relations Healthcare Realty Trust Incorporated Investor Relations Termination Fee: Company Termination Fee (To be paid by Healthcare Trust of America): $291 million HR Termination Fee (To be paid by Healthcare Realty Trust Incorporated): $163 million |
| + | MGI | 2/15/22 | Madison Dearborn Partners, LLC (N/A) | All Cash | $1.8 B | $11.00 | $10.6 | 1,163,976 | 12/31/22 | 3.77% | 5.08% |
| MoneyGram International, Inc. merger details: Expected to close in the fourth quarter of 2022 for a closing value of $1.8 billion. Upon completion of the merger, shareholders of MoneyGram International will receive $11 per share in cash. Merger Agreement MoneyGram International, Inc. Investor Relations Termination Fee Company Termination Fee (To be paid by MoneyGram International): $32.8 million However, in the event that (a)(i) this Agreement is terminated pursuant to a Change in Recommendation or if the Company receives a Superior Proposal and (ii) the Company enters into an agreement with an Exempted Person with respect to a Company Superior Proposal, and (b) if the counterparty to a transaction giving rise to the obligation to pay the Company Termination Fee (ii) (Future Transactions) is an Exempted Person on the date this Agreement is terminated, then in either instance, the Company Termination Fee shall be an amount in cash equal to $16,400,000 (provided, however, that in the event such Exempted Person is a Prior Bidder, the Company Termination Fee payable pursuant to either the foregoing clause (a) or (b) shall be an amount in cash equal to $30,000,000). Parent Termination Fee (To be paid by Madison Dearborn Partners): $65.5 million If a Parent Termination Fee is owed pursuant to Section 7.2(c)(i) (End Date) or Section 7.2(c)(iv) (Money Transfer Permit Denial), the Parent Termination Fee shall mean an amount in cash equal to $30 million. Update(s) March 16, 2022: The 30-day “go-shop” period expired under the terms of the Agreement and Plan of Merger between MoneyGram International and Madison Dearborn Partners. |
| + | SJR | 3/15/21 | Rogers Communications Inc. (RCI) | Special Conditions | $26 B | $32.40 | $31.23 | 150,115 | 6/30/22 | 3.75% | 15.72% |
| Shaw Communications Inc. merger details: Expected to close in the first half of 2022 for a closing value of $26 billion. Upon completion of the merger, shareholders of Shaw Communications will receive C$40.5 per share in cash, or $32.40 based on the 80 US cents per CAD exchange ratio. Merger Agreement Shaw Communications Inc. Investor Relations Rogers Communications Inc. Investor Relations Termination Fee: Termination Amount (To be paid by Shaw Communications): $800 million Reverse Termination Amount (To be paid by Rogers Communications): $1.2 billion Update(s) May 20, 2021: Shaw Communications (SJR) announced that its shareholders have overwhelmingly voted in favour of the previously announced plan of arrangement for the proposed business combination with Rogers Communications (RCI). August 5, 2021: According to Reuters, The Canadian regulator looking into telecom company Rogers Communications’ (RCI) planned purchase of Shaw Communications (SJR), has obtained court orders to advance its review. September 29, 2021: According to Reuters, a Canadian regulator asked for information from the public on telecom company Rogers Communications’s (RCI) planned purchase of Shaw Communications (SJR) to check for competition concerns. October 21, 2021: Rogers announced that John A. MacDonald has assumed the role of Chairman of the Board of Directors of Rogers Communications (RCI) after Edward Rogers was moved from the role. November 16, 2021: Rogers Communications (RCI) announced that Joe Natale has left his role as President and CEO of the company. Tony Staffieri has been appointed Interim President and CEO. March 3, 2022: Canada’s industry minister, François-Philippe Champagne, said that he will not permit the wholesale transfer of Shaw Communications’s (SJR) wireless licences to Rogers Communications (RCI) as part of a buyout bid for Shaw. March 8, 2022: The chief executive of Rogers Communications (RCI) said that the company will work with regulators to ensure that the takeover of Shaw Communications (SJR) doesn’t eliminate Canada’s fourth-largest wireless carrier. March 16, 2022: According to a report, Globalive Capital entered the race to buy Shaw Communication’s (SJR) wireless unit Freedom Mobile with a $3.75 billion offer in cash. |
| + | CDR | 3/02/22 | Wheeler Real Estate Investment Trust, Inc. (WHLR) | All Cash | $291.3 M | $29.00 | $27.96 | 56,110 | 6/30/22 | 3.72% | 15.61% |
| Cedar Realty Trust, Inc. merger details: Expected to close in the second quarter of 2022 for a closing value of $291.3 million. Cedar Realty Trust entered into an agreement to sell a portfolio of 33 grocery-anchored shopping centers to a joint venture between a fund managed by DRA Advisors LLC and KPR Centers for $840.0 million. After completion of the above-described transactions, Cedar Realty Trust and its remaining assets will be sold to Wheeler Real Estate Investment Trust for $29.00 per share in cash, which will be distributed to shareholders upon completion. Cedar Realty Trust, Inc. Investor Relations Wheeler Real Estate Investment Trust, Inc. Investor Relations |
| + | SJI | 2/24/22 | Infrastructure Investments Fund (N/A) | All Cash | $8.1 B | $36.00 | $34.76 | 981,178 | 12/31/22 | 3.57% | 4.80% |
| South Jersey Industries, Inc. merger details: Expected to close in the fourth quarter of 2022 for a closing value of $8.1 billion. Upon completion of the merger, shareholders of South Jersey Industries will receive $36 per share in cash. Merger Agreement South Jersey Industries, Inc. Investor Relations Termination Fee Company Termination Fee (To be paid by South Jersey Industries): $140 million Parent Termination Fee (To be paid by Infrastructure Investments Fund): $225 million |
| + | CCMP | 12/15/21 | Entegris, Inc. (ENTG) | Cash Plus Stock | $6.5 B | $189.10 | $183.07 | 412,433 | 12/31/22 | 3.29% | 4.44% |
| CMC Materials, Inc. merger details: Expected to close in the second half of 2022 for a closing value of $6.5 billion in a cash plus stock deal. Under the terms of the agreement, CMC Materials shareholders will receive $133.00 in cash and 0.4506 shares of Entegris common stock for each share of CMC Materials common stock they own. Merger Agreement CMC Materials, Inc. Investor Relations Entegris, Inc. Investor Relations Termination Fee: $187 million Update(s) January 31, 2022: The HSR Waiting Period applicable to the consummation of the Merger between CMC Materials (CCMP) and Entegris (ENTG) expired on January 31, 2022. March 3, 2022: CMC Materials (CCMP) announced that its stockholders voted to approve the previously announced merger agreement with Entegris (ENTG). |
| + | VG | 11/22/21 | Ericsson (ERIC) | All Cash | $6.2 B | $21.00 | $20.38 | 4,224,150 | 6/30/22 | 3.04% | 12.76% |
| Vonage Holdings Corp. merger details: Expected to close within the half of 2022 for a closing value of $6.2 billion. Upon completion of the merger, shareholders of Vonage Holdings will receive $21 per share in cash. Merger Agreement Vonage Holdings Corp. Investor Relations Ericsson Investor Relations Vonage Holdings Corp. Investor Relations Ericsson Investor Relations Termination Fee CFIUS Termination Fee: $200 million Company Termination Fee: $200 million Update(s) February 9, 2022: Shareholders of Vonage Holdings (VG) approved the company’s merger with Ericsson (ERIC) at a special meeting of shareholders. |
| + | PBIP | 3/02/22 | Fulton Financial Corporation (FULT) | Cash Plus Stock | $142.1 M | $16.77 | $16.31 | 25,586 | 9/30/22 | 2.80% | 5.72% |
| Prudential Bancorp, Inc. merger details: Expected to close in the third quarter of 2022 for a closing value of $142.1 million in a cash plus stock deal. Under the terms of the Merger Agreement, Prudential shareholders will receive Fulton common stock based on a fixed exchange ratio of 0.7974 Fulton shares and $3.65 in cash for each Prudential share they own. Merger Agreement Prudential Bancorp, Inc. Investor Relations Fulton Financial Corporation Investor Relations Termination Fee: $6 million |
| + | MNDT | 3/08/22 | Alphabet Inc. (GOOG) | All Cash | $5.4 B | $23.00 | $22.4 | 8,541,864 | 12/31/22 | 2.68% | 3.61% |
| Mandiant, Inc. merger details: Expected to close later this year for a closing value of $5.4 billion. Upon completion of the merger, shareholders of Mandiant will receive $23 per share in cash. Merger Agreement Mandiant, Inc. Investor Relations Alphabet Inc. Investor Relations Termination Fee Company Termination Fee (To be paid by Mandiant): $197 million Parent Termination Fee (To be paid by Alphabet): Parent shall pay to the Company, (A) if such termination notice is delivered on or prior to 11:59 p.m. on March 7, 2023 (Termination Date), an amount equal to $328 million, (B) if such termination notice is delivered at any time after 11:59 p.m. on March 7, 2023 but on or prior to 11:59 p.m. on June 7, 2023, an amount equal to $394 million and (C) if such termination notice is delivered at any time after 11:59 p.m. on June 7, 2023 (Extended Termination Date), an amount equal to $460 million. |
| + | CTXS | 1/31/22 | Vista Equity Partners and Elliott Investment Management LP (N/A) | All Cash | $16.5 B | $104.00 | $101.42 | 953,903 | 6/30/22 | 2.54% | 10.67% |
| Citrix Systems, Inc. merger details: Expected to close by mid-2022 for a closing value of $16.5 billion. Upon completion of the merger, shareholders of Citrix Systems will receive $104 per share in cash. Merger Agreement Citrix Systems, Inc. Investor Relations Termination Fee Company Termination Fee: $409 million Parent Termination Fee: $818 million |
| + | MTOR | 2/22/22 | Cummins Inc. (CMI) | All Cash | $3.7 B | $36.50 | $35.68 | 820,576 | 12/31/22 | 2.30% | 3.10% |
| Meritor, Inc. merger details: Expected to close by the end of the calendar year for a closing value of $3.7 billion. Upon completion of the merger, shareholders of Meritor will receive $36.50 per share in cash. Merger Agreement Meritor, Inc. Investor Relations Cummins Inc. Investor Relations Termination Fee Company Termination Fee (To be paid by Meritor): $73.5 million Parent Termination Fee (To be paid by Cummins): $160 million |
| + | RNDB | 3/28/22 | Hometown Financial Group, Inc. (N/A) | All Cash | $146.5 M | $27.00 | $26.43 | 85,140 | 12/31/22 | 2.16% | 2.90% |
| Randolph Bancorp, Inc. merger details: Expected to close in the fourth quarter of 2022 for a closing value of $146.5 million. Upon completion of the merger, shareholders of Randolph Bancorp will receive $27 per share in cash. Merger Agreement Randolph Bancorp, Inc. Investor Relations Termination Fee: $5.75 million |
| + | SUMR | 3/16/22 | Kids2, Inc. (N/A) | All Cash | $97.44 M | $12.00 | $11.75 | 5,158 | 6/30/22 | 2.13% | 8.93% |
| Summer Infant, Inc. merger details: Expected to close in the second quarter of 2022 for a closing value of $97.44 million. Upon completion of the merger, shareholders of Summer Infant will receive $12.00 per share in cash. Merger Agreement Summer Infant, Inc. Investor Relations Termination Fee: Company Termination Fee: $2.31 million |
| + | NLSN | 3/29/22 | Evergreen Coast Capital Corporation (N/A) | All Cash | $16 B | $28.00 | $27.44 | 9,182,868 | 12/31/22 | 2.04% | 2.75% |
| Nielsen Holdings plc merger details: Expected to close in the second half of 2022 for a closing value of $16 billion. Upon completion of the merger, shareholders of Nielsen Holdings will receive $28 per share in cash. Merger Agreement Nielsen Holdings plc Investor Relations Termination Fee Company Termination Fee: $102 million Parent Financing Termination Fee: $511 million |
| + | CERN | 12/20/21 | Oracle Corporation (ORCL) | All Cash | $28.4 B | $95.00 | $93.29 | 3,661,017 | 12/31/22 | 1.83% | 2.47% |
| Cerner Corporation merger details: Expected to close in calendar year 2022 for a closing value of $28.4 billion. Upon completion of the merger, shareholders of Cerner Corporation will receive $95 per share in cash. Merger Agreement Cerner Corporation Investor Relations Oracle Corporation Investor Relations Termination Fee: 950 million Update(s) February 2, 2022: Oracle voluntarily withdrew its Premerger Notification and Report Form to provide the Antitrust Division with additional time for review and then refiled its Premerger Notification and Report Form on February 4, 2022. The applicable waiting period under the HSR Act with respect to the purchase of Shares in the Offer and the Merger is now scheduled to expire on February 22, 2022, unless earlier terminated by the Antitrust Division or if Oracle receives a Second Request from the Antitrust Division prior to that time. February 22, 2022: Oracle Corporation (ORCL) announced that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, applicable to Oracle’s pending acquisition of Cerner Corporation (CERN) expired on February 22, 2022. |
| + | NSEC | 1/26/22 | VR Insurance Holdings, Inc. (N/A) | All Cash | $41.4 M | $16.35 | $16.0699 | 139 | 6/30/22 | 1.74% | 7.31% |
| The National Security Group, Inc. merger details: Expected to close in the second quarter of 2022 for a closing value of $41.4 million. Upon completion of the merger, shareholders of The National Security Group will receive $16.35 per share in cash. The price per share is subject to downward adjustment if the combined statutory capital and surplus of NSG’s insurance subsidiaries is less than $43 million; VR Holdings can terminate the agreement if combined statutory capital and surplus falls below $38.7 million. The insurance subsidiaries are expected to exceed the $43 million threshold in their statutory financial statements as of December 31, 2021. Merger Agreement The National Security Group, Inc. Investor Relations Termination Fee: $1.24 million |
| + | ROG | 11/02/21 | DuPont de Nemours, Inc. (DD) | All Cash | $5.2 B | $277.00 | $272.34 | 155,109 | 6/30/22 | 1.71% | 7.18% |
| Rogers Corporation merger details: Expected to close in the second quarter of 2022 for a closing value of $5.2 billion. Upon completion of the merger, shareholders of Rogers Corportaion will receive $277 per share in cash. Merger Agreement Rogers Corporation Investor Relations DuPont de Nemours, Inc. Investor Relations Termination Fee Company Termination Fee (To be paid by Rogers Corporation): $135 million Regulatory Termination Fee: $162.5 million Update(s) December 16, 2021: The waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), expired in connection with the previously announced proposed merger between Rogers Corporation (ROG) and DuPont de Nemours (DD). January 25, 2022: Rogers Corporation (ROG) announced that, its shareholders voted to approve the previously announced acquisition of Rogers by DuPont de Nemours (DD). |
| + | GCP | 12/06/21 | Saint-Gobain (N/A) | All Cash | $2.3 B | $32.00 | $31.48 | 477,642 | 12/31/22 | 1.65% | 2.22% |
| GCP Applied Technologies Inc. merger details: Expected to close in the second half of 2022 for a closing value of $2.3 billion. Upon completion of the merger, shareholders of GCP Applied Technologies will receive $32.00 per share in cash. Merger Agreement GCP Applied Technologies Inc. Investor Relations Termination Fee: $71 million Update(s) March 9, 2022: Shareholders of GCP Applied Technologies (GCP) approved the company’s merger with Saint-Gobain. |
| + | FBC | 4/26/21 | New York Community Bancorp, Inc. (NYCB) | All Stock | $2.6 B | $42.64 | $41.97 | 303,274 | 3/31/22 | 1.60% | 0.00% |
| Flagstar Bancorp, Inc. merger details: Expected to close by the end of 2021 for a closing value of $2.6 billion in an all stock deal. Under terms of the agreement, Flagstar shareholders will receive 4.0151 shares of New York Community common stock for each Flagstar share they own. Merger Agreement Flagstar Bancorp, Inc. Investor Relations New York Community Bancorp Investor Relations Flagstar Bancorp, Inc. Investor Relations New York Community Bancorp Investor Relations Termination Fee: $90 million Update(s) August 4, 2021: New York Community Bancorp (NYCB) and Flagstar Bancorp (FBC) jointly announced that, at their respective special meetings of shareholders, they each received the necessary shareholder approval for the consummation of their planned merger. December 31, 2021: Since this deal has not yet been completed, we have extended the closing date to March 31, 2022. |
| + | OCDX | 12/23/21 | Quidel Corporation (QDEL) | Cash Plus Stock | $8.33 B | $19.14 | $18.84 | 1,356,911 | 6/30/22 | 1.58% | 6.65% |
| Ortho Clinical Diagnostics Holdings plc merger details: Expected to close in the first half of 2022 for a closing value of $8.33 billion in a cash plus stock deal. Under the terms of the agreement, Ortho shareholders will receive $7.14 in cash per common share and 0.1055 shares of common stock in the combined company for each Ortho common share. Merger Agreement Ortho Clinical Diagnostics Holdings Investor Relations Quidel Corporation Investor Relations Termination Fee Orca Termination Payment (To be paid by Ortho Clinical Diagnostics Holdings): $46.88 million Laguna Termination Payment (To be paid by Quidel Corporation): $207.84 million Update(s) January 24, 2022: Further to the joint announcement by Ortho Clinical Diagnostics Holdings (OCDX) and Quidel Corporation (QDEL), Ortho announced that, as a preliminary procedural step in the process of implementing the combination, Ortho has scheduled a hearing of the High Court of Justice of England and Wales to seek the UK Court’s consent and directions to convene a meeting of Ortho shareholders as part of the scheme of arrangement of Ortho proposed to be made pursuant to Part 26 of the Companies Act 2006 for the purpose of implementing the business combination. 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”). |
| + | XENT | 8/06/21 | Medtronic plc (MDT) | All Cash | $1.1 billion | $28.25 | $27.81 | 518,161 | 4/30/22 | 1.58% | 22.21% |
| Intersect ENT merger details: Expected to close toward the end of Medtronic’s current fiscal year for a closing value of $1.1 billion. Upon completion of the merger, shareholders of Intersect ENT will receive $28.25 per share in cash. Merger Agreement Expected to close toward the end of Medtronic’s current fiscal year for a closing value of $1.1 billion. Upon completion of the merger, shareholders of Intersect ENT will receive $28.25 per share in cash. Intersect ENT Investor Relations Medtronic plc Investor Relations Termination Fee Company Termination Fee: $29.25 million Parent Termination Fee: $75 million Update(s) September 7, 2021: Intersect ENT (XENT) announced that the special meeting of stockholders will be held virtually on October 8, 2021. September 22, 2021: Intersect ENT (XENT) and Medtronic (MDT) each received a request for additional information and documentary materials from the FTC in connection with the FTC’s review of the Merger. The effect of the Second Request is to extend the waiting period imposed by the HSR Act until 30 days after Intersect ENT and Medtronic have substantially complied with the Second Request, unless that period is extended voluntarily by the parties or terminated sooner by the FTC. Both parties intend to continue to work cooperatively with the FTC in its review. October 8, 2021: Intersect ENT (XENT) announced that it has received shareholder approval to be acquired by Medtronic (MDT). March 23, 2022: In connection with the Merger and the FTC review process, Intersect ENT (XENT) and Hemostasis have agreed on the material terms of a Sale and Purchase Agreement, under which Hemostasis would agree to acquire the Fiagon Business from Intersect ENT. Intersect ENT and Medtronic (MDT) also anticipate providing certain transition services in connection with the sale of the Fiagon Business. The consummation of the sale of the Fiagon Business to Hemostasis would be expressly cross-conditioned on the closing of the Merger. |
| + | IIN | 2/28/22 | Altaris Capital Partners, LLC (N/A) | All Cash | $183.22 M | $24.25 | $23.94 | 22,025 | 6/30/22 | 1.29% | 5.43% |
| IntriCon Corporation merger details: Expected to close in the second quarter of 2022 for a closing value of $183.22 million. Upon completion of the merger, shareholders of IntriCon Corporation will receive $24.25 per share in cash. Merger Agreement IntriCon Corporation Investor Relations Termination Fee Company Termination Fee (To be paid by IntriCon Corporation) : $4 million Parent Termination Fee (To be paid by Altaris Capital Partners): $6 million |
| + | REGI | 2/28/22 | Chevron Corporation (CVX) | All Cash | $2.75 B | $61.50 | $60.73 | 1,555,917 | 12/31/22 | 1.27% | 1.71% |
| Renewable Energy Group, Inc. merger details: Expected to close in the second half of 2022 for a closing value of $2.75 billion. Upon completion of the merger, shareholders of Renewable Energy Group will receive $61.50 per share in cash. Merger Agreement Renewable Energy Group, Inc. Investor Relations Chevron Corporation Investor Relations Termination Fee: $91 million |
| + | CNR | 3/07/22 | Clayton, Dubilier & Rice (N/A) | All Cash | $5.8 B | $24.65 | $24.36 | 1,065,279 | 9/30/22 | 1.19% | 2.43% |
| Cornerstone Building Brands, Inc. merger details: Expected to close in the second or third quarter of 2022 for a closing value of $5.8 billion. Upon completion of the merger, shareholders of Cornerstone Building Brands will receive $24.65 per share in cash. Merger Agreement Cornerstone Building Brands, Inc. Investor Relations Termination Fee: Company Termination Fee (To be paid by Cornerstone Building Brands): $105 million Parent Termination Fee (To be paid by Clayton, Dubilier & Rice): $210 million |
| + | MN | 4/01/22 | Callodine (N/A) | All Cash | $137.1 M | $12.85 | $12.7 | 931,684 | 9/30/22 | 1.18% | 2.41% |
| Manning & Napier, Inc. merger details: Expected to close in the third quarter of 2022 for a closing value of $137.1 million. Upon completion of the merger, shareholders of Manning & Napier will receive $12.85 per share in cash. Merger Agreement Manning & Napier, Inc. Investor Relations Termination Fee Company Termination Fee: $8.79 million ($3.14 million if the Agreement is terminated prior to the “no-shop” period start date) Parent Termination Fee: $15.07 million |
| + | JOBS | 6/21/21 | Garnet Faith Limited (N/A) | All Cash | $3.63 B | $61.00 | $60.3 | 1,255,379 | 6/30/22 | 1.16% | 4.87% |
| 51job, Inc. merger details: Expected to close in the first half of 2022 in a going-private transaction for a closing value of $3.63 billion. Upon completion of the merger, shareholders of 51job will receive $79.05 per share in cash. 51job, Inc Investor Relations Termination Fee: Company Termination Fee (To be paid by 51job): $80 million Merger Sub Termination Fee (To be paid by Garnet Faith Limited): $160 million Update(s) November 8, 2021: 51job (JOBS) announced that certain members of the buyer consortium that formed Garnet Faith Limited to acquire the Company, have been in consultation with Chinese regulators on recent regulatory changes in China that may be applicable to the Company and the Proposed Transaction. The consultation process by these buyer consortium members is currently ongoing and a clear timeline to its completion cannot be provided at this time. December 31, 2021: Since this deal has not yet been completed, we have extended the closing date to March 31, 2022. December 31, 2021: Since this deal has not yet been completed, we have extended the closing date to March 31, 2022. January 12, 2022: 51job (JOBS) announced that its Board of Directors received a proposal letter from Garnet Faith Limited in connection with the proposed merger. In the Proposal Letter, the Merger Sub proposed to reduce the merger consideration from US$79.05 in cash per common share to US$57.25 in cash per common share. March 1, 2022: 51job (JOBS) entered into an amendment to its previously announced Agreement and Plan of Merger with Garnet Faith Limited. Pursuant to the terms of the Amended Merger Agreement, the Continuing Shares and the Dissenting Shares, will be cancelled and cease to exist, in exchange for the right to receive US$61.00 in cash per Share without interest. |
| + | FOE | 5/11/21 | Prince International Corporation (N/A) | All Cash | $2.1 B | $22.00 | $21.75 | 262,674 | 6/30/22 | 1.15% | 4.82% |
| Ferro Corporation merger details: Expected to close in the second quarter of 2022 for a closing value of $2.1 billion. Upon completion of the merger, shareholders of Ferro Corporation will receive $22.00 per share in cash. Merger Agreement Ferro Corporation Investor Relations Termination Fee: Company Termination Payment (To be paid by Ferro Corporation): $55.12 million Parent Termination Fee (To be paid by Prince International Corporation): $93.43 million Update(s) July 23, 2021: Ferro Corporation (FOE) announced that the special meeting of stockholders will be held on September 9, 2021. July 29, 2021: Ferro Corporation (FOE) and Prince International Corporation each received a request for additional information and documentary materials from the FTC in connection with its review of the merger. The Second Request extends the waiting period imposed by the HSR Act until 30 days after the parties have substantially complied with the Second Request unless that period is extended voluntarily by the parties or terminated sooner by the FTC. Ferro has scheduled a special meeting of its shareholders, to be held on September 9, 2021, to consider and vote on the merger. September 9, 2021: Ferro Corporation (FOE) announced that its shareholders voted overwhelmingly to approve its acquisition by an affiliate of Prince International Corporation. January 25, 2022: The European Commission approved, under the EU Merger Regulation, the proposed acquisition of Ferro (FOE) by Prince. |
| + | WBT | 7/14/21 | Ali Holding S.r.l. (N/A) | All Cash | $4.8 B | $24.00 | $23.74 | 854,602 | 6/30/22 | 1.10% | 4.59% |
| Welbilt, Inc. merger details: Expected to close early in 2022 for a closing value of $4.8 billion. Upon completion of the merger, shareholders od Welbilt will receive $24.00 per share in cash. Merger Agreement Welbilt, Inc. Investor Relations Termination Fee: $110 million Update(s) September 30, 2021: Welbilt (WBT) announced that the proposal to adopt and approve the Merger Agreement with Ali Holding was approved by Welbilt stockholders. March 3, 2022: Welbilt (WBT) announced that it has entered into a definitive agreement to sell its Manitowoc Ice business to Pentair (PNR) for approximately $1.6 billion in cash, on a cash free and debt free basis, subject to customary post-closing adjustments. Commenting on the transaction, Bill Johnson, Welbilt’s President and CEO, said, “We believe that this transaction is a good outcome for both Welbilt and Manitowoc Ice. We are confident that the successful closing of this transaction will pave the way for Welbilt to complete its sale to Ali Group, while Manitowoc Ice will benefit from Pentair’s focus on water solutions and its diversified customer base and product lines.” |
| + | PLAN | 3/20/22 | Thoma Bravo (N/A) | All Cash | $10.7 B | $66.00 | $65.33 | 9,862,915 | 6/30/22 | 1.03% | 4.30% |
| Anaplan, Inc. merger details: Expected to close in the first half of 2022, for a closing value of $10.7 billion. Upon completion of the merger, shareholders of Anaplan will receive $66 per share in cash. Merger Agreement Anaplan, Inc. Investor Relations Termination Fees Company Termination Fee: $293.12 million Parent Termination Fee: $586.25 million |
| + | POLY | 3/28/22 | HP Inc. (HPQ) | All Cash | $3.3 B | $40.00 | $39.6 | 3,034,914 | 12/31/22 | 1.01% | 1.36% |
| Plantronics, Inc. merger details: Expected to close by the end of calendar 2022 for a closing value of $3.3 billion. Upon completion of the merger, shareholders of Plantronics will receive $40 per share in cash. Merger Agreement Plantronics, Inc. Investor Relations HP Inc. Investor Relations Termination Fee: $66 million |
| + | STXB | 11/19/21 | Simmons First National Corporation (SFNC) | All Stock | $581 M | $26.92 | $26.66 | 88,995 | 6/30/22 | 0.97% | 4.06% |
| Spirit of Texas Bancshares, Inc. merger details: Expected to close in the second quarter of 2022 for a closing value of $581 million in an all stock deal. Under the terms of the Merger Agreement, Simmons will issue approximately 18,325,000 shares of its common stock, which is equal to 1.035 shares of Simmons for each STXB share, subject to certain conditions and potential adjustments, including substituting cash for Simmons’ common stock to the extent necessary to cash out Spirit’s stock options and warrants. Merger Agreement Spirit of Texas Bancshares, Inc. Investor Relations Simmons First National Corporation Investor Relations Termination Fee: $22.75 million Update(s) February 4, 2022: Simmons First National Corporation (SFNC) and Spirit of Texas Bancshares (STXB) received from the Federal Reserve Bank of St. Louis its approval of the application by Simmons Bank for the proposed acquisition of Spirit of Texas Bank. The Federal Reserve also accepted Simmons’ waiver request with respect to Simmons’ application for the proposed acquisition of the Company. The proposed transaction between Simmons and the Company is expected to close in the second quarter of 2022, subject to the satisfaction of customary closing conditions, including, among others, approval of the Company’s shareholders, as well as approval by the Arkansas State Bank Department. February 24, 2022: Shareholders of Spirit of Texas Bancshares (STXB) approved the company’s merger with Simmons First National Corporation (SFNC) at a special meeting of shareholders. |
| + | UMPQ | 10/12/21 | Columbia Banking System, Inc. (COLB) | All Stock | $4.5 B | $18.57 | $18.39 | 2,012,831 | 6/30/22 | 0.95% | 4.00% |
| Umpqua Holdings Corporation merger details: Expected to close by mid-2022 for a closing value of $4.5 billion in an all stock deal. Under the terms of the agreement, Umpqua shareholders will receive 0.5958 of a share of Columbia stock for each Umpqua share they own. Merger Agreement Umpqua Holdings Corporation Investor Relations Columbia Banking System, Inc. Investor Relations Umpqua Holdings Corporation Investor Relations
Columbia Banking System, Inc. Investor Relations Termination Fee: $145 million Update(s) January 26, 2022: Columbia Banking System (COLB) and Umpqua Holdings Corporation (UMPQ) jointly announced that they have received all required shareholder approvals related to the proposed combination between Columbia and Umpqua. |
| + | LHCG | 3/28/22 | Optum (N/A) | All Cash | $6.2 B | $170.00 | $168.99 | 516,951 | 12/31/22 | 0.60% | 0.80% |
| LHC Group, Inc. merger details: Expected to close in the second half of 2022 for a closing value of $6.2 billion. Upon completion of the merger, shareholders of LHC Group will receive $170 per share in cash. Merger Agreement LHC Group, Inc. Investor Relations Termination Fee: $180 million |
| + | ESBK | 10/04/21 | Community Bank System, Inc. (CBU) | All Cash | $82.8 M | $23.10 | $22.965 | 8,053 | 3/31/22 | 0.59% | 0.00% |
| Elmira Savings Bank merger details: Expected to close in the first quarter of 2022 for a closing value of $82.8 million. Upon completion of the merger, shareholders of Elmira Savings Bank will receive $23.10 per share in cash. Elmira Savings Bank Investor Relations Community Bank System, Inc. Investor Relations Elmira Savings Bank Investor Relations Community Bank System, Inc. Investor Relations Update(s) December 16, 2021: Elmira Savings Bank (ESBK) announced that it has received shareholder approval to be acquired by Community Bank System (CBU). |
| + | MGP | 8/04/21 | VICI Properties Inc. (VICI) | All Stock | $17.2 billion | $38.85 | $38.69 | 1,944,819 | 6/30/22 | 0.41% | 1.72% |
| MGM Growth Properties LLC merger details: Expected to close in the first half of 2022 for a closing value of $17.2 billion. Under the terms of the Master Transaction Agreement, MGP Class A shareholders will receive 1.366 shares of newly issued VICI stock in exchange for each Class A share of MGP. Merger Agreement MGM Growth Properties LLC Investor Relations VICI Properties Inc. Investor Relations MGM Growth Properties LLC Investor Relations VICI Properties Inc. Investor Relations Termination Fee Company Termination Fee: $421 million Parent Termination Fee: $709 million |
| + | EPAY | 12/17/21 | Thoma Bravo (N/A) | All Cash | $2.6 B | $57.00 | $56.78 | 291,554 | 6/30/22 | 0.39% | 1.63% |
| Bottomline Technologies, Inc. merger details: Expected to close in the second calendar quarter of 2022 for a closing value of $2.6 billion. Upon completion of the merger, shareholders of Bottomline Technologies will receive $57 per share in cash. Merger Agreement Bottomline Technologies, Inc. Investor Relations Termination Fee: $78 million Update(s) March 9, 2022: Shareholders of Bottomline Technologies (EPAY) approved the company’s merger with Thoma Bravo at a special meeting of shareholders. |
| + | ANAT | 8/09/21 | Brookfield Asset Management Reinsurance Partners Ltd. (BAMR) | All Cash | $5.1 B | $190.00 | $189.44 | 71,689 | 6/30/22 | 0.30% | 1.24% |
| American National Group, Inc. merger details: Expected to close in the first half of 2022 for a closing value of $5.1 billion. Upon completion of the merger, shareholders of American National Group will receive $190 per share in cash. Merger Agreement American National Group, Inc. Investor Relations Brookfield Asset Management Reinsurance Partners Ltd. Investor Relations American National Group, Inc. Investor Relations Brookfield Asset Management Reinsurance Partners Ltd. Investor Relations Termination Fee: $178.5 million |
| + | HBP | 3/21/22 | Woodgrain Inc. (N/A) | All Cash | $350 M | $10.70 | $10.67 | 431,527 | 6/30/22 | 0.28% | 1.18% |
| Huttig Building Products, Inc. merger details: Expected to close in the second quarter of 2022 for a closing value of $350 million. Upon completion of the merger, shareholders of Huttig Building Products will receive $10.70 per share in cash. Merger Agreement Huttig Building Products, Inc. Investor Relations Termination Fee: $8.82 million |
| + | MIME | 12/07/21 | Permira (N/A) | All Cash | $5.8 B | $80.00 | $79.8 | 1,833,987 | 6/30/22 | 0.25% | 1.05% |
| Mimecast Limited merger details: Expected to close in the first half of 2022 for a closing value of $5.8 billion. Upon completion of the merger, shareholders of Mimecast Limited will receive $80.00 per share in cash. Merger Agreement Mimecast Limited Investor Relations Termination Fee Company Termination Payment: (i) $86.73 million if this Agreement is terminated by the Company (i) prior to the Cut-Off Date so as to enter into a definitive agreement for a Superior Proposal made by an Excluded Person or its Affiliates, which Superior Proposal was made prior to the Cut-Off Date, or (ii) $216.83 million in all other cases. Buyer Termination Payment: $289.1 million Update(s) January 13, 2022: Proofpoint offered to buy Mimecast (MIME) for $92.50 per share. Mimecast rejected the offer as it believed a transaction may have too many potential antitrust issues. January 20, 2022: Mimecast Limited (MIME) and Permira announced the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. March 11, 2022: Mimecast Limited (MIME) announced that its shareholders voted to approve the company’s pending acquisition by funds advised by Permira. March 31, 2022: Mimecast (MIME) received written notice from the Committee on Foreign Investment in the United States (“CFIUS”) that there are no unresolved national security concerns and that CFIUS has concluded action under Section 721 of the Defense Production Act of 1950, as amended, with respect to the Transaction. |
| + | APTS | 2/16/22 | Blackstone Real Estate Income Trust, Inc. (N/A) | All Cash | $5.8 B | $25.00 | $24.94 | 1,149,669 | 6/30/22 | 0.24% | 1.01% |
| Preferred Apartment Communities, Inc. merger details: Expected to close in the second quarter of 2022 for a closing value of $5.8 billion. Upon completion of the merger, shareholders of Preferred Apartment Communities will receive $25 per share in cash. Merger Agreement Preferred Apartment Communities, Inc. Investor Relations Termination Fee Company Termination Payment (To be paid by Preferred Apartment Communities): $80 million The Company Termination Payment shall be $25 million in the event this Agreement is terminated by the Company prior to the Cut-Off Time in order to enter into a definitive agreement with an Excluded Party providing for the implementation of a Superior Proposal. Parent Termination Payment (To be paid by Blackstone Real Estate Income Trust): $300 million Update(s) March 21, 2022: Preferred Apartment Communities (APTS) announced the expiration of the 30-day “go-shop” period set forth in the previously announced definitive merger agreement with Blackstone Real Estate Income Trust. |
| + | TSC | 10/20/21 | Raymond James Financial, Inc. (RJF) | Cash Plus Stock | $1.1 B | $32.97 | $32.89 | 159,938 | 6/30/22 | 0.23% | 0.96% |
| TriState Capital Holdings, Inc. merger details: Expected to close in 2022 for a closing value of $1.1 billion in a cash plus stock deal. Under the terms of the agreement, TriState Capital common stockholders will receive $6.00 cash and 0.25 Raymond James shares for each share of TriState Capital common stock. Merger Agreement TriState Capital Holdings, Inc. Investor Relations Raymond James Financial, Inc. Investor Relations Termination Fee: $41.91 million Update(s) December 1, 2021: The Board of Directors of TriState Capital Holdings (TSC) announced its decision to name James F. Getz executive chairman and appoint Brian S. Fetterolf to serve as the company’s president and chief executive officer, effective January 1, 2022. |
| + | VOLT | 3/14/22 | Vega Consulting, Inc. (N/A) | All Cash | $181.81 M | $6.00 | $5.99 | 214,702 | 6/30/22 | 0.17% | 0.70% |
| Volt Information Sciences, Inc. merger details: Expected to close in the second calendar quarter of 2022 for a closing value of $181.81 million. Upon completion of the merger, shareholders of Volt Information Sciences will receive $6.00 per share in cash. Merger Agreement Volt Information Sciences, Inc. Investor Relations Termination Fee Company Termination Fee: $4.29 million Parent Termination Fee: $2.86 million |
| + | ECOL | 2/09/22 | Republic Services, Inc. (RSG) | All Cash | $2.2 B | $48.00 | $47.92 | 448,903 | 6/30/22 | 0.17% | 0.70% |
| US Ecology, Inc. merger details: Expected to close by the second quarter for a closing value of $2.2 billion. Upon completion of the merger, shareholders of US Ecology will receive $48 per share in cash. Merger Agreement US Ecology, Inc. Investor Relations Republic Services, Inc. Investor Relations Termination Fee: $46.25 million Update(s) March 30, 2022: Republic Services (RSG) and US Ecology (ECOL) announced that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended has expired. |
| + | BPMP | 12/20/21 | BP p.l.c. (BP) | All Stock | $2.45 B | $17.13 | $17.11 | 4,888,599 | 3/31/22 | 0.11% | 0.00% |
| BP Midstream Partners LP merger details: Expected to close in the first quarter of 2022 for a closing value of $2.45 billion in an all stock deal. Under the terms of the agreement, each BPMP unitholder of the Public Common Units would receive 0.575 of an American Depositary Share of bp in exchange for each Public Common Unit owned. Merger Agreement BP Midstream Partners LP Invesor Relations BP p.l.c. Invesor Relations Termination Fee: $5 million |
| + | ISBC | 7/28/21 | Citizens Financial Group, Inc. (CFG) | Cash Plus Stock | $3.5 B | $14.39 | $14.39 | 3,706,719 | 4/06/22 | 0.03% | 5.52% |
| Investors Bancorp, Inc. merger details: Expected to close in the first or second quarter of 2022 for a closing value of $3.5 billion in a cash plus stock deal. Under the terms of the agreement and plan of merger, Investors shareholders will receive 0.297 of a share of CFG common stock and $1.46 in cash for each share of Investors they own. Merger Agreement Investors Bancorp, Inc. Investor Relations Citizens Financial Group, Inc. Investor Relations Termination Fee Company Termination Fee: $140 million Update(s) November 19, 2021: Investors Bancorp (ISBC) announced that stockholders of the Company approved the planned merger with Citizens Financial Group (CFG) at a special meeting of the Company’s stockholders. March 22, 2022: The Federal Reserve Board announced its approval of the application by Citizens Financial Group (CFG) to acquire Investors Bancorp (ISBC). March 25, 2022: Citizens Financial Group (CFG) and Investors Bancorp (ISBC) announced receipt of regulatory approval from the Board of Governors of the Federal Reserve System and the Office of the Comptroller of the Currency to complete the previously announced acquisition of Investors. The acquisition is anticipated to close by mid-April 2022. April 4, 2022: Citizens Financial Group (CFG) and Investors Bancorp (ISBC) announced that the expected close date of the previously announced merger between the two companies is April 6, 2022. |
| + | FLOW | 12/13/21 | Lone Star Funds (N/A) | All Cash | $3.8 B | $86.50 | $86.49 | 1,406,409 | 6/30/22 | 0.01% | 0.05% |
| SPX FLOW, Inc. merger details: Expected to close in the first half of 2022 for a closing value of $3.8 billion. Upon completion of the merger, shareholders of SPX FLOW will receive $86.50 per share in cash. Merger Agreement SPX FLOW, Inc. Investor Relations Termination Fee: Company Termination Fee (To be paid by SPX FLOW): $112 million Parent Termination Fee (To be paid by Lone Star Funds): $224 million Update(s) March 3, 2022: SPX FLOW (FLOW) announced that its stockholders approved the proposed merger of the company and Redwood Star Merger Sub, an affiliate of Lone Star Funds. |
| + | TLMD | 2/03/22 | Patient Square Capital (N/A) | All Cash | $106.42 M | $3.00 | $3 | 233,236 | 6/30/22 | 0.00% | 0.00% |
| SOC Telemed, Inc. merger details: Expected to close in the second quarter of 2022 for a closing value of $106.42 million. Upon completion of the merger, shareholders of SOC Telemed will receive $3.00 per share in cash. Merger Agreement SOC Telemed Investor Relations Termination Fee: $11.49 million If this Agreement is validly terminated by the Company before the applicable Cut-Off Time in order to enter into a Company Superior Proposal with an Excluded Party, the “Termination Fee” shall be $7,662,500. Update(s) March 4, 2022: The go-shop period associated with the Patient Square Capital take-private transaction expired. |
| + | GNOG | 8/09/21 | DraftKings Inc. (DKNG) | All Stock | $1.52 B | $7.45 | $7.45 | 595,600 | 5/31/22 | 0.00% | -0.03% |
| Golden Nugget Online Gaming, Inc. merger details: Expected to close in the first quarter of 2022 for a closing value of $1.52 billion in an all stock deal. Under the terms of the agreement, Golden Nugget Online Gaming stockholders would receive a fixed ratio of 0.365 shares of New DraftKings’ Class A Common Stock for each Common Share of Golden Nugget Online Gaming they hold on the record date. Merger Agreement Golden Nugget Online Gaming, Inc. Investor Relations DraftKings Inc. Investor Relations Golden Nugget Online Gaming, Inc. Investor Relations DraftKings Inc. Investor Relations Termination Fee Company Termination Fee: $55 million Update(s) September 8, 2021: Golden Nugget Online Gaming (GNOG) announced that its shareholders voted overwhelmingly to approve its acquisition by DraftKings (DKNG). April 1, 2022: DraftKings (DKNG) and Golden Nugget Online Gaming (GNOG) continue to pursue the remaining gaming regulatory approvals necessary to consummate the Acquisition. Accordingly, DraftKings now expects the Acquisition to be consummated on or prior to May 31, 2022, subject to the satisfaction or waiver of closing conditions. |
| + | HMHC | 2/22/22 | Veritas Capital (N/A) | All Cash | $2.8 B | $21.00 | $21.06 | 6,987,467 | 6/30/22 | -0.28% | -1.20% |
| Houghton Mifflin Harcourt Company merger details: Expected to close in the second quarter of 2022 for a closing value of $2.8 billion. Upon completion of the merger, shareholders of Houghton Mifflin Harcourt Company will receive $21 per share in cash. Merger Agreement Houghton Mifflin Harcourt Company Investor Relations Termination Fee Company Termination Fee (To be paid by Houghton Mifflin Harcourt Company) : $65 million Parent Termination Fee (To be paid by Veritas Capital): $130 million |
| + | Y | 3/21/22 | Berkshire Hathaway (BRK.A) | All Cash | $11.6 B | $848.02 | $852.15 | 107,763 | 12/31/22 | -0.48% | -0.65% |
| Alleghany Corporation merger details: Expected to close in the fourth quarter of 2022 for a closing value of $11.6 billion. Upon completion of the merger, shareholders of Alleghany will receive $848.02 per share in cash. Merger Agreement Alleghany Corporation Investor Relations Berkshire Hathaway Investor Relations Termination Fee If this Agreement is terminated, the Agreement shall become void and of no effect with no liability on the part of any party. |
| + | ABTX | 11/10/21 | CBTX, Inc. (CBTX) | All Stock | $1.5 B | $42.93 | $43.73 | 50,927 | 6/30/22 | -1.82% | -7.63% |
| Allegiance Bancshares, Inc. merger details: Expected to close in the second quarter of 2022 for a closing value of $1.5 billion in an all stock deal. Under the terms of the definitive merger agreement, Allegiance shareholders will receive 1.4184 shares of CBTX common stock for each share of Allegiance common stock they own. Merger Agreement Allegiance Bancshares, Inc. Investor Relations CBTX, Inc. Investor Relations Termination Fee: $32.5 million |
| + | EMCF | 3/24/22 | Farmers National Banc Corp. (FMNB) | All Stock | $105 M | $36.40 | $37.4 | 7,156 | 12/31/22 | -2.68% | -3.60% |
| Emclaire Financial Corp merger details: Expected to close in the second half of 2022 for a closing value of $105 million in a cash or stock deal. Under the terms of the agreement, each shareholder of Emclaire may elect to receive either $40.00 per share in cash or 2.15 shares of Farmers’ common stock, subject to an overall limitation of 70% of the shares being exchanged for Farmers’ shares and 30% for cash. Merger Agreement Emclaire Financial Corp Investor Relations Farmers National Banc Corp. Investor Relations Termination Fee: $3.75 million |
| + | AZPN | 10/11/21 | Emerson Electric Co. (EMR) | Special Conditions | $12.34 B | $160.00 | $167.72 | 475,016 | 6/30/22 | -4.60% | -19.31% |
| Aspen Technology, Inc. merger details: Expected to close in the secon calendat quarter of 2022 for a closing value of $12.34 billion. Under the terms of the agreement, AspenTech shareholders will receive approximately $87 per share in cash and 0.42 shares of common stock of the new AspenTech, a newly formed company, for each share of AspenTech common stock they own, which implies total consideration of approximately $160 per AspenTech share. We have added this as a special conditions deal since the stock portion of the transaction will be determined only after the new company is formed. Merger Agreement Aspen Technology, Inc. Investor Relations Emerson Electric Co. Investor Relations Aspen Technology, Inc. Investor Relations Emerson Electric Co. Investor Relations Termination Fee: $325 million Update(s) December 2, 2021: Aspen Technology (AZPN) announced, in connection with its proposed transaction with Emerson (EMR), the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), and antitrust clearance from the Austrian Federal Competition Authority. |
| + | NP | 3/28/22 | Schweitzer-Mauduit International, Inc. (SWM) | All Stock | $1.18 B | $37.71 | $41.67 | 166,875 | 12/31/22 | -9.50% | -12.79% |
| Neenah, Inc. merger details: Expected to close in the second half of 2022 for a closing value of $1.18 billion in an all stock deal. Under the terms of the agreement, shareholders of Neenah will receive 1.358 shares of SWM common stock for each share of Neenah common stock owned. Merger Agreement Neenah, Inc. Investor Relations Schweitzer-Mauduit International, Inc. Investor Relations Termination Fee: $24 million |
