InsideArbitrage Event Driven Monitor – November 22, 2022

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

Merger Arbitrage

1. Imago BioSciences (IMGO) to be acquired by Merck (MRK) for $848.46 million or $36 per share in cash.
2. Alcon (ALC) completes the acquisition of Aerie Pharmaceuticals (AERI).
3. F-star Therapeutics (FSTX) and Sino Biopharmaceutical Limited amended their merger agreement by extending the end date from November 19, 2022, to December 19, 2022. The parties are in discussions with the Committee on Foreign Investment in the United States (CFIUS) regarding the transaction and have extended the end date to provide for additional time to satisfy the Foreign Investment Condition with respect to CFIUS.
4. Johnson & Johnson (JNJ) filed with the Austria Federal Competition Authority for its proposed acquisition of Abiomed (ABMD).
5. The EU Commission disclosed that it has extended its deadline for a decision on Microsoft’s (MSFT) proposed acquisition of Activision Blizzard (ATVI) to 11 April 2023.
6. Yamana Gold (AUY) announced that the special meeting of stockholders will be on January 31, 2023.

Deal in the Works – Update

1. Activist investor Irenic Capital Management has suggested a spin-off of the media company’s digital real estate business or Dow Jones as an alternative to its merger with Fox Corp (FOXA).

Insider Purchases

1. Patrick G. Ryan, the Chief Executive Officer of specialty insurance company Ryan Specialty Holdings, Inc. (RYAN), purchased 471,738 shares at an average price of $38.04 totaling $17.94 million.
2. Duy-Loan Le, a Director of semiconductors company Wolfspeed, Inc. (WOLF), purchased 5,000 shares at an average price of $90.98 totaling $454,920.
3. Sima Sistani, the Chief Executive Officer of weight management company WW International, Inc. (WW), purchased 63,935 shares at an average price of $3.91 totaling $249,999. Christopher J. Sobecki, a Director of the company, also purchased 30,000 shares at an average price of $4.17 totaling $125,124.
4. John T. Treace, the Chief Executive Offer of medical devices company Treace Medical Concepts, Inc. (TMCI), purchased 15,000 shares at an average price of $21.83 totaling $327,405. Aaron Berutti, the Sr. VP, Sales of the company, also purchased 1,825 shares at an average price of $21.86 totaling $39,894.
5. Allan C. Silber, the Executive Chairman of radiopharmaceutical company POINT Biopharma Global Inc. (PNT), purchased 50,000 shares at an average price of $6.22 totaling $311,199. Jonathan R. Goodman, a Director of the company, also purchased 6,000 shares at an average price of $6.33 totaling $37,980.
6. Jason Marc Adler, a Director of cannabinoid company Cronos Group Inc. (CRON), purchased 110,400 shares at an average price of $2.96 totaling $327,243.
7. Brent Simonich, the EVP, CAO and Treasurer of financial services company LPL Financial Holdings Inc. (LPLA), purchased 920 shares at an average price of $219.15 totaling $201,618. William Francis Glavin, a Director of the company, also purchased 458 shares at an average price of $217.74 totaling $99,725.
8. Jeffrey Gould, the President and CEO of apartment REIT BRT Apartments Corp. (BRT), purchased 14,400 shares at an average price of $20.24 totaling $291,504.
9. Charles K. Cohn, the Chief Executive Officer of online learning platform Nerdy Inc. (NRDY), purchased 108,204 shares at an average price of $2.26 totaling $244,541.
10. Philip Austin Singleton, the CEO of boat retailer OneWater Marine Inc. (ONEW), purchased 6,000 shares at an average price of $31.45 totaling $188,700.
11. Donald Win Young, a Director of oil & gas equipment & services company Newpark Resources, Inc. (NR), purchased 30,000 shares at an average price of $3.94 totaling $118,308. John C. Minge, another Director of the company, also purchased 5,000 shares at an average price of $3.64 totaling $18,200.
12. Kanayalal Amritlal Kotecha, a Director of asset management and tax preparation company Blucora, Inc. (BCOR), purchased 5,000 shares at an average price of $23.73 totaling $118,650.
13. Beat Kahli, a Director of automotive and consumer Electronics company VOXX International Corp (VOXX), purchased 10,000 shares at an average price of $10.49 totaling $104,900.
14. Samuel H. Armacost, a Director of leisure services company Topgolf Callaway Brands Corp. (MODG), purchased 5,000 shares at an average price of $20.85 totaling $104,250.
15. Jose B. Alvarez, a Director of heavy equipment rental company United Rentals, Inc. (URI), purchased 177 shares at an average price of $344.65 totaling $61,002.
16. Jeffrey Keenan, a Director of performance materials company Mativ Holdings, Inc. (MATV), purchased 3,000 shares at an average price of $19.27 totaling $57,810.
17. Michele M. Gil, a Director of regional bank Sierra Bancorp (BSRR), purchased 2,000 shares at an average price of $21.36 totaling $42,720.
18. Edmund M. Ingle, the CEO of textile manufacturing company Unifi, Inc. (UFI), purchased 5,003 shares at an average price of $8.17 totaling $40,894.
19. Murray Stahl, a Director of Texas landowner Texas Pacific Land Corp (TPL), purchased 14 shares at an average price of $2,689.06 totaling $37,647.
20. Gary Charles Tolman, a Director of insurance company Global Indemnity Group, LLC (GBLI), purchased 1,500 shares at an average price of $23.60 totaling $35,400.
21. Joseph F. Meade, a Director of regional bank Chemung Financial Corp. (CHMG), purchased 700 shares at an average price of $47.00 totaling $32,900.
22. Andrew H. Card, a Director of electrified powertrains company Hyliion Holdings Corp. (HYLN), purchased 10,000 shares at an average price of $3.18 totaling $31,800.
23. Jeffery P. Conklin, the VP, CFO & Treasurer of life insurance company Citizens, Inc. (CIA), purchased 8,000 shares at an average price of $3.15 totaling $25,200.

SPACs

1. NEXT Renewable Fuels and Industrial Tech Acquisitions II, Inc. (ITAQ) announced the signing of a business combination agreement expected to result in a newly combined company to be known as NXTCLEAN Fuels, Inc.

Stock Buyback Announcements

1. ZTO Express (Cayman) Inc. (ZTO) upsized its share repurchase program by US$500 million and extended the effective time by one year through June 30, 2024. This represents nearly 3% of its market cap at a nnouncement.
2. Verra Mobility Corporation (VRRM) authorized $100 million share repurchase program over the next eighteen months. This represents 4.3% of its market cap at announcement.
3. Protolabs (PRLB) approved a $50 million increase in its authorized stock repurchase program currently in effect and extended the expiration date to December 31, 2024. This represents around 7.5% of its market cap at a nnouncement.
4. Allied Esports Entertainment, Inc. (AESE) has authorized a $10 million stock repurchase program, representing around 19.4% of its market cap at announcement.

Update

1. Ferguson plc (FERG) has purchased a total of 49,053 of its ordinary shares in the period from November 7, 2022 up to and including November 11, 2022 in connection with its $2.5 billion share repurchase program.

C-Suite Transitions

Appointment

1. Invacare (IVC) appoints Geoffrey P. Purtill, as President and Chief Executive Officer.
2. Horizon Global Corporation (HZN) elected John C. Kennedy as Interim President and Chief Executive Officer.
3. PacWest Bancorp (PACW) appoints Paul W. Taylor as Chief Executive Officer and President of the company and Bank, effective January 1, 2023.
4. Redwire Corporation (RDW) appoints Peter Cannito as President.
5. The Walt Disney Company (DIS) appoints Robert A. Iger as Chief Executive Officer for a term ending December 31, 2024.
6. Camping World Holdings (CWH) appoints Matthew Wagner as Chief Operating Officer, effective January 1, 2023.
7. First Foundation (FFWM) Scott Kavanaugh, Chief Executive Officer, will assume the additional role of President and Amy Djou, Chief Accounting Officer of the Bank, will serve as Interim Chief Financial Officer.
8. Ivanhoe Electric (IE) Jordan Neeser will join as Chief Financial Officer.
9. Builders FirstSource (BLDR) appoints Dave Rush, EVP, to serve as interim Chief Executive Officer.

Departures

1. Horizon Global Corporation (HZN) Terrence G. Gohl resigns from his roles as President and Chief Executive Officer.
2. PacWest Bancorp (PACW) Matthew P. Wagner retires effective January 1, 2023.
3. Redwire Corporation (RDW) Andrew Rush, President, and Chief Operating Officer resigns, effective December 9, 2022.
4. Camping World Holdings (CWH) Tamara Ward, Chief Operating Officer will retire, effective December 31, 2022.
5. First Foundation (FFWM) Kevin Thompson resigns as Interim President and Chief Financial Officer.
6. The Walt Disney Company (DIS) Bob Chapek, Chief Executive Officer steps down from his position.
7. F45 Training Holdings (FXLV) Chris Payne Chief Financial Officer steps down.
8. Builders FirstSource (BLDR) announced Dave Flitman has stepped down as President, Chief Executive Officer.

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.