InsideArbitrage Event Driven Monitor – November 11, 2022

  • November 11, 2022

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

Merger Arbitrage

  1. The merger of Maverix Metals (MMX) and Triple Flag Precious Metals (TFPM) in a cash or stock deal. Pursuant to the Transaction, Maverix shareholders may elect to receive either US$3.92 in cash or 0.36 of a Triple Flag share per Maverix share held. The shareholder election will be subject to pro-ration such that the cash consideration will not exceed 15% of the total consideration and the share consideration will not exceed 85% of the total consideration.
  2. Albertsons Companies (ACI) announced that the Washington State Court has postponed the date of the hearing regarding the temporary restraining order granted to the State of Washington. The TRO restrains the company from paying the previously announced $6.85 per share special dividend to stockholders of record as of the close of business on October 24, 2022. The hearing is scheduled to take place on November 16 and November 17, and the TRO remains in effect.
  3. BTRS Holdings (BTRS) announced that the special meeting of stockholders will be held on December 13, 2022.

Insider Purchases

  1. Thomas Sinnickson Gayner, a Director of telecom services company Cable One, Inc. (CABO), purchased 10,000 shares at an average price of $656.86 totaling $6.57 million. These shares were acquired indirectly through Markel Corporation.
  2. Fredrick Schaufeld, a Director of IT security and services company Telos Corp. (TLS), purchased 500,000 shares at an average price of $3.63 totaling $1.81 million. John B. Wood, the Chairman and CEO of the company, also purchased 400,000 shares at an average price of $3.65 totaling $1.46 million.
  3. Kenneth G. Langone, a Director of textile manufacturing company UNIFI, Inc. (UFI), purchased 100,000 shares at an average price of $7.09 totaling $709,000. Archibald Cox Jr., another Director of the company, also purchased 50,000 shares at an average price of $7.23 totaling $361,500.
  4. Kathleen Behrens, a Director of clinical-stage biotech company IGM Biosciences, Inc. (IGMS), purchased 60,000 shares at an average price of $17.14 totaling $1.03 million.
  5. Franklin Myers, a Director of oil refining company HF Sinclair Corp (DINO), purchased 10,000 shares at an average price of $60.88 totaling $608,800.
  6. Martin S. Harrell, the President, Waterproofing of building products company Beacon Roofing Supply, Inc. (BECN), purchased 9,009 shares at an average price of $55.50 totaling $500,000.
  7. Scott B. Helm, a Director of electricity and power generation company Vistra Corp. (VST), purchased 15,000 shares at an average price of $23.74 totaling $356,125.
  8. Tobias Lutke, a Director of cryptocurrency brokerage Coinbase Global, Inc. (COIN), purchased 6,495 shares at an average price of $54.50 totaling $353,978.
  9. Beat Kahli, the Director of automotive and consumer electronics company VOXX International Corp (VOXX), purchased 25,000 shares at an average price of $10.20 totaling $255,000.
  10. Walter Joseph Clayton, a Director of American Express Co. (AXP), purchased 1,000 shares at an average price of $149.27 totaling $149,270.
  11. Jacinto J. Hernandez, a Director of oil and gas exploration company Pioneer Natural Resources (PXD), purchased 588 shares at an average price of $252.27 totaling $148,333.
  12. Brian N. Hansen, a Director of office REIT Franklin Street Properties, Corp. (FSP), purchased 50,125 shares at an average price of $2.74 totaling $137,292.
  13. David MacLennan, a Director of food safety and water solutions provider Ecolab Inc. (ECL), purchased 800 shares at an average price of $139.66 totaling $111,728.
  14. Wes Cummins, the CEO and Chairman of datacenter company Applied Blockchain, Inc. (APLD), purchased 50,000 shares at an average price of $2.10 totaling $105,000.
  15. Joseph E. Reece, the Director of technology services company NCR Corp. (NCR), purchased 5,000 shares at an average price of $20.82 totaling $104,100.
  16. Robert W. Pittman, the Chairman and CEO of broadcasting company iHeartMedia, Inc. (IHRT), purchased 14,144 shares at an average price of $7.22 totaling $102,123.
  17. Glen E. Tellock, a Director of utility company WEC Energy Group, Inc. (WEC), purchased 1,000 shares at an average price of $91.39 totaling $91,390.
  18. Thomas G. Conforti, a Director of restaurant operator Red Robin Gourmet Burgers, Inc. (RRGB), purchased 8,769 shares at an average price of $6.96 totaling $61,032.
  19. Matthew Blake McRae, the CEO of home automation company Arlo Technologies, Inc. (ARLO), purchased 20,400 shares at an average price of $2.97 totaling $60,576.
  20. Steven G. Osgood, a Director of climate solutions investor Hannon Armstrong Sustainable Infrastructure Capital, Inc. (HASI), purchased 1,000 shares at an average price of $32.10 totaling $32,100. Lizabeth A. Ardisana, another Director of the company, also purchased 825 shares at an average price of $30.80 totaling $25,406.
  21. Jeffrey Bolton, a Director of home-based medical care and hospice company Enhabit, Inc. (EHAB), purchased 4,000 shares at an average price of $12.82 totaling $51,280.
  22. Robert D. Wright, the President and CEO of restaurants operator Potbelly Corp. (PBPB), purchased 9,325 shares at an average price of $5.36 totaling $49,982.
  23. Murray Stahl, the Director of Texas landowner Texas Pacific Land Corp (TPL), purchased 14 shares at an average price of $2,647.16 totaling $37,060.
  24. Lynn Dickerson, a Director of regional bank Oak Valley Bancorp (OVLY), purchased 1,900 shares at an average price of $19.00 totaling $36,100.
  25. Richard Ferrari, a Director of medical devices company Pulmonx Corp. (LUNG), purchased 5,438 shares at an average price of $5.31 totaling $28,874.

Spinoffs

  1. General Electric Company (GE) announces pricing of offerings of $8.25 billion Senior Notes issued by GE HealthCare

SPACs

  1. Qenta and Blockchain Coinvestors Acquisition Corp. I (BCSA) announced they have entered into a definitive business combination agreement.

Stock Buyback Announcements

  1. Thermo Fisher Scientific Inc. (TMO) has authorized the repurchase of $4 billion of shares of its common stock. This represents around 2% of its market cap at announcement.
  2. Steel Dynamics, Inc. (STLD) authorized an additional share repurchase program of up to $1.5 billion of the company’s common stock, representing around 9% of its market cap at announcement.
  3. The Beauty Health Company (SKIN) has entered into an accelerated share repurchase agreement with JP Morgan Chase Bank, N.A., to repurchase an additional $100 million of the Company’s common stock. This represents around 7.5% of its market cap at announcement. The ASR transaction was pursuant to BeautyHealth’s existing share repurchase program announced on September 27, 2022, of which $100 million remained as of November 9, 2022.
  4. Marriott International, Inc. (MAR) has increased the authorization to repurchase the company’s Class A common stock by an additional 25 million shares, for a total of approximately 30.8 million shares currently authorized for repurchase. This represents around 8% of its market cap at announcement.
  5. US Foods Holding Corp. (USFD) announced that the Board of Directors has authorized a $500 million share repurchase program, representing around 7.5% of its market cap at announcement.
  6. Kelly Services, Inc. (KELYA) announced that the Board of Directors has approved a $50 million share repurchase plan, representing around 8.5 % of its market cap at announcement.
  7. Blue Water Vaccines, Inc. (BWV) has authorized a 5 million share repurchase program, representing around 36% of its market cap at announcement.

C-Suite Transitions

Appointments

  1. Biogen (BIIB) appointed Christopher A. Viehbacher as President and Chief Executive Officer, effective November 14, 2022.
  2. Autoscope Technologies Corporation (AATC) appointed Francis G. Hallowell as Interim President and Chief Executive Officer.
  3. National Storage Affiliates Trust (NSA) Tamara Fischer was appointed as Executive Chair, David Cramer current President and Chief Operating Officer, promoted to Chief Executive Officer, and Derek Bergeon to Executive Vice President and Chief Operating Officer effective April 1, 2023.
  4. Keurig Dr Pepper (KDP) appointed Robert Gamgort, to serve as President and Chief Executive Officer.
  5. NCR Corporation (NCR) Jennifer Personette, appointed as Chief Marketing Officer.
  6. Bed Bath & Beyond (BBBY) announced the appointment of Bart Sichel as EVP, Chief Marketing and Customer Officer.

Departures

  1. Keurig Dr Pepper (KDP) Chief Executive Officer Ozan Dokmecioglu resigned after violating the company’s code of conduct.
  2. Salesforce (CRM) announced that Gavin Patterson will step down from his position as President and Chief Strategy Officer effective January 31, 2023.
  3. Autoscope Technologies Corporation (AATC) Andrew T. Berger resigns as the President and Chief Executive Officer.
  4. NMI Holdings (NMIH) Julie Norberg, Chief Accounting Officer departs.
  5. Precision BioSciences (DTIL) Dr. Raymond Schinazi resigns as Chair of the Board.
  6. Code Chain New Continent (CCNC) Tianxiang Zhu tendered his resignation as the Chief Operating Officer
  7. Momentus (MNTS) Dawn Harms, the Chief Revenue Officer announced her resignation, effective December 31, 2022.

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