InsideArbitrage Event Driven Monitor – September 29, 2022

Quick updates on all six event-driven strategies we follow on InsideArbitrage.

Merger Arbitrage

1. The acquisition of BTRS Holdings (BTRS) by EQT X fund for $1.4 billion or $9.50 per share in cash.
2. The waiting period under the HSR Act expired in connection with the previously announced proposed merger between Forma Therapeutics Holdings (FMTX) and Novo Nordisk (NVO).
3. Pzena Investment Management (PZN) special meeting of stockholders to be held on October 27, 2022.
4. Lakeland Bank the wholly owned subsidiary of Lakeland Bancorp (LBAI) announced it has entered into a settlement with the U.S. Department of Justice (DOJ) to resolve allegations that it had violated fair lending laws in the Newark, New Jersey Metro Division.
5. U.S. Well Services (USWS) announced that the special meeting of stockholders will be on October 31, 2022.
6. Prologis (PLD) stockholders and Duke Realty (DRE) shareholders voted separately, to approve the proposed merger at their respective special meetings.
7. Manning & Napier (MN) extended the outside date under the merger agreement with Callodine Group to December 1, 2022. The parties currently expect to close the transaction in October 2022.

Deals In The Works

1. ​Atlas (ATCO)​ special committee confirms receipt of a revised proposal from Poseidon acquisition

Insider Purchases

1. Jay Farner, the CEO of mortgage originator Rocket Companies (RKT), purchased 88,600 shares at an average price of $6.76 for a total value of $599,032. This purchase was done through an established 10b5-1 plan.
2. Jefrey Gould, the CEO of apartment REIT BRT Apartments (BRT), picked up 22,168 shares at an average price of $20.71 for a total value of $459,157.
3. The CEO and the COO of food and animal safety products company Neogen (NEOG) purchased 22,000 and 7,000 shares respectively.
4. Peter Warwick, the CEO of children’s education products company Scholastic (SCHL), purchased 3,245 shares at an average price of $31.03 for a total value of $100,692. The first insider purchase at Scholastic since we started tracking data more than 12 years ago.

Spinoffs

1. Adeia, the IP licensing business of Xperi Holding Corporation (XPER) announced the appointment of both the leadership team and the Board of Directors of Adeia.
2. Johnson & Johnson (JNJ) announces Kenvue as the name for the planned new consumer health company.
3. Kellogg Company (K) appointed Norma Barnes-Euresti as Chief Legal Officer, Mike Christensen as Chief Human Resources Officer, Stacy Flathau as Chief Corporate Affairs Officer, Sarah Ludmer as Chief Wellbeing and ESG Officer, and Bill Rex as Chief Information Officer to the future leadership team of North America Cereal Co. The additional leadership appointments will be effective upon completion of the planned separation of North America Cereal Co., which is on track to be completed by the end of 2023.
4. XPO Logistics (XPO) announced the filing of a public Form 10 registration statement with the U.S. Securities and Exchange Commission in connection with the planned spin-off of RXO, its tech-enabled brokered transportation platform.

Stock Buyback Announcements

1. Ferguson (FERG) extended the $2 billion share repurchase program by a further $0.5 billion expected to complete within the next 12 months. This represents around 2.3% of the company’s market cap at announcement.
2. Smart Share Global (EM) authorized a 12-month extension to its existing $50 million share repurchase program through September 27, 2023.
3. Ovintiv (OVV) renews share buyback program to purchase up to 24.85M shares after TSX approval, representing around 10% of its market cap at announcement.

C-Suite Transitions

Departures

1. Michael G. Van de Ven, President & Chief Operating Officer of Southwest Airlines (LUV) resigns his position as  Chief Operating Officer effective at the end of September 2022, and from his position of President, effective at the end of 2022.
2. Gene Padgett, the Chief Accounting Officer of DXP Enterprises (DXPE) resigns from her position.
3. Rekor Systems (REKR) announced that Rodney Hillman, Chief Operating Officer will resign, effective September 30, 2022.
4. Newmont (NEM) announced that Nancy Buese will step down from the role of executive VP and CFO on November 1, 2022.
5. Henri Tausch, President and Chief Executive Officer  of 5E Advanced Materials (FEAM) resigns.

Appointments

1. 5E Advanced Materials (FEAM) appoints Anthony Hall appointed as interim Chief Executive Officer.
2. Angel Oak Mortgage (AOMR) announced the appointment of Sreeniwas Prabhu as the company’s new Chief Executive Officer and President.
3. Christine Chen was appointed Interim Chief Accounting Officer & Controller of Revlon (REV).
4. Newmont (NEM) appointed Brian Tabolt as Chief Financial Officer on an interim basis.
5. Coupang, (CPNG) appointed Jonathan Lee to serve as Chief Accounting Officer and Principal Accounting Officer.

Disclaimer: I have a long position in Rocket Companies (RKT). 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.