InsideArbitrage Event Driven Monitor – October 31, 2022

Quick updates on the event-driven strategies we follow on InsideArbitrage.

Merger Arbitrage

1. The European Commission issued its approval of the merger between Tenneco (TEN) and Apollo Global Management (APO) under the applicable provisions of the EU merger regulations.
2. Flagstar (FBC) and New York Community Bancorp (NYCB) announced the receipt of the requisite approval of the Office of the Comptroller of the Currency to convert Flagstar Bank, FSB to a national bank to be known as Flagstar Bank and to merge New York Community Bank into Flagstar Bank. The companies also mutually agreed to extend their merger agreement from October 31, 2022, to December 31, 2022.
3. The Board of Directors of Flagstar Bancorp (FBC) declared a special dividend of $2.50 per share. The dividend will be paid on November 17, 2022, to shareholders of record at the close of business on November 7, 2022.
4. Bloomberg reported that South Africa’s Gold Fields (GFI) is seeking investor approval for its all-stock deal to buy Canadian miner Yamana Gold (AUY). Some shareholders, however, have balked at the premium and structure of the transaction.
5. Steel Connect (STCN) announced that it intends to reconvene the company’s 2021 Annual Meeting of Stockholders on November 14, 2022.

Insider Purchases

1. Jay Farner, the Chief Executive Officer of mortgage originator Rocket Companies (RKT), purchased 60,900 shares at an average price of $6.55 totaling $399,177. Matthew Rizik, the Director of the company also purchased 6,600 shares at an average price of $6.56 totaling $43,263.
2. Arnold D. Martines, the President & COO of regional bank Central Pacific Financial (CPF), purchased 5,000 shares at an average price of $19.44 totaling $97,200.
3. Rick C. Jackson, the Executive Vice President of regional bank Capitol Federal Financial (CFFN), purchased 8,000 shares at an average price of $7.59 totaling $60,720. A Director also  purchased 7,000 shares and an EVP purchased 1,100 shares.
4. Murray Stahl, the Director of Texas landowner Texas Pacific Land Corp (TPL), purchased 14 shares at an average price of $2,218.13 totaling $31,054.

SPACs

1. SatixFy Communications (SATX) completed its previously-announced business combination with Endurance Acquisition Corp.
2. Health Assurance Acquisition Corp. (HAAC) announced that due to its inability to complete a business combination, it will dissolve and liquidate its trust.
3. Climate Real Impact Solutions II Acquisition Corporation (CLIM) filed a preliminary proxy statement relating to a special meeting of stockholders to approve an amendment to CLIM’s certificate of incorporation which would, if implemented, allow CLIM to unwind and redeem all of its outstanding public shares prior to December 30, 2022.

Stock Buyback Announcements

1. Zions Bancorporation, N.A. (ZION) authorized a share repurchase of up to $50 million, representing around 1% of its market cap at announcement.
2. BankFinancial Corporation (BFIN) extended the expiration date of the Company’s share repurchase authorization from February 28, 2023 to April 28, 2023, and increased the total number of shares currently authorized for repurchase by 300,000 to 318,689 shares. This represents around 2.3% of its market cap at announcement.

C-Suite Transitions

Appointments

1. ​​Professional Holding Cor​p (PFHD) ​- Chief Financial Officer, Mary Usategui​ takes over ​Chief Accounting Officer role
2. Compass, Inc. (COMP) announced that Kalani Reelitz has been appointed to serve as Chief Financial Officer, effective November 15, 2022.
3. AutoNation, Inc. (AN) ​- Kimberly Dees ​will serve as the Company’s Senior Vice President and Chief Accounting Officer, ​effective as of January 2, 2023.
4. Live Ventures Incorporated (LIVE) – ​Wayne Ipsen, ​became Chief Legal Officer and Corporate Secretary
5. NuStar Energy L.P. (NS) – ​Bradley C. Barron, the company’s President and Chief Executive Officer to serve as Chairman of the Board

Departures

1. Twitter (TWTR) CEO Parag Agrawal and CFO Ned Segal and General Counsel Vijaya Gadde​  have left the company.
2. Professional Holding Corp. (PFHD) ​- Jennifer Boyd resigned her position as ​Chief Accounting Officer
3. Republic First Bancorp, Inc. (FRBK) ​- Frank A. Cavallaro notified his resignation as Chief Financial Officer
4. Global Partners LP (GLP) – Jeremy (Jez) Langhorn announced his resignation as Chief Human Resources Officer
5. NuStar Energy L.P. (NS) – Bill Greehey will step down from his position as NuStar’s chairman of the board

Disclaimer: 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.