InsideArbitrage Event Driven Monitor – November 8, 2022

  • November 8, 2022

Quick updates on the event-driven strategies we follow on InsideArbitrage. Merger Mondays not only brought with it three new deals, we also saw a significant uptick in insider buying with insiders at 21 different companies meeting our criteria for inclusion.

Merger Arbitrage.

  1. The acquisition of IAA, Inc. (IAA) by Ritchie Bros. Auctioneers Incorporated (RBA) for $7.3 billion in a cash-plus stock deal. Under the terms of the merger agreement, IAA stockholders will receive $10.00 in cash and 0.5804 shares of Ritchie Bros. common stock for each share of IAA common stock they own.
  2. The merger of Velodyne Lidar (VLDR) and Ouster (OUST) in an all-stock deal. Under the terms of the agreement, each Velodyne share will be exchanged for 0.8204 shares of Ouster at closing
  3. The acquisition of Oyster Point Pharma (OYST) by Viatris (VTRS) for $281 million. Under the terms of the agreement, shareholders of Oyster Point Pharma will receive $11.00 per share in cash plus a contingent value right for a potential cash payment of up to $2.00 per share upon achievement of specified performance targets by Oyster Point Pharma for full year 2022.
  4.  New York Community Bancorp (NYCB) received regulatory approval from the Federal Reserve Board to complete its previously announced acquisition of Flagstar Bancorp (FBC).
  5. Gold Fields (GFI) said that it won’t raise its bid for Yamana Gold (AUY) after Pan American Silver (PAAS) and Agnico Eagle Mines (AEM) submitted a rival offer that was considered superior.
  6. According to Reuters, Canada’s competition tribunal chief on Monday said it would be difficult for the tribunal to reach a decision on Rogers Communications’ (RCI) acquisition of Shaw Communications (SJR) within the December timeframe the companies requested.
  7. Aerie Pharmaceuticals (AERI) announced that the special meeting of stockholders will be on November 17, 2022.
  8. RealNetworks (RNWK) announced that the special meeting of stockholders will be on December 14, 2022.

Insider Purchases

  1. James O’Boyle, the SVP of Worldwide Sales of data security company Varonis Systems, Inc. (VRNS), purchased 60,000 shares at an average price of $16.72 totaling $1 million. Yakov Faitelson, the CEO, President and Chairman of the company, purchased 21,731 shares at an average price of $16.03 totaling $348,348. The CFO and a Director also purchased 14,285 and 1,650 shares respectively.
  2. Michael E. Pegram, a Director of casino operator Caesars Entertainment, Inc. (CZR), purchased 25,000 shares at an average price of $44.74 totaling $1.12 million.
  3. Richard Goudis, the Executive Vice Chair of containers company Tupperware Brands, Corp. (TUP), purchased 254,500 shares at an average price of $3.93 totaling $1 million. Miguel Fernandez, the CEO of the company, purchased 24,000 shares at an average price of $4.23 totaling $101,520.
  4. Thomas L. Carter, the CEO and Chairman of oil and natural gas company Black Stone Minerals, L.P. (BSM), purchased 50,000 units at an average price of $19.37 totaling $968,743.
  5. David V. Goeddel, a Director of Biotechnology company NGM Biopharmaceuticals, Inc. (NGM), purchased 139,148 shares at an average price of $4.92 totaling $684,427.
  6. John F. Griesemer, a Director of regional bank QCR Holdings, Inc. (QCRH), purchased 5,500 shares at an average price of $48.09 totaling $264,510. Brent R. Cobb, a Director of the bank, purchased 4,000 shares at an average price of $49.85 totaling $199,400. Two other Directors also purchased 1,000 and 200 shares respectively.
  7. Troy Woods, a Director of payments company Global Payments, Inc. (GPN), purchased 5,247 shares at an average price of $95.26 totaling $499,829.
  8. Beat Kahli, a Director of automotive and consumer electronics company VOXX International Corp (VOXX), purchased 40,000 shares at an average price of $9.84 totaling $393,700.
  9. Richard F. Wallman, a Director of software and specialized engineering company Roper Technologies, Inc. (ROP), purchased 1,000 shares at an average price of $390.00 totaling $390,000. Roper Technologies was a spotlight idea in our July 2021 Special Situations Newsletter and I added the stock to our watchlist on valuation concerns.
  10. Jagadeesh A. Reddy, the President & CEO of metal fabrication company Mayville Engineering Company, Inc. (MEC), purchased 27,071 shares at an average price of $9.13 totaling $247,048.
  11. Bradley Soultz, the Chief Executive Officer of specialty leasing company WillScot Mobile Mini Holdings Corp. (WSC), purchased 5,000 shares at an average price of $46.88 totaling $234,400.
  12. Michael Glenn, a Director of fiber optic infrastructure company Lumen Technologies, Inc. (LUMN), purchased 20,000 shares at an average price of $5.92 totaling $118,400. Hal Jones, a Director of the company, purchased 11,500 shares at an average price of $5.93 totaling $68,195.
  13. Brian Choi, a Director of regional bank OP Bancorp (OPBK), purchased 12,569 shares at an average price of $11.12 totaling $139,762.
  14. Joseph V. Topper, a Director of wholesale distributor of motor fuels CrossAmerica Partners LP (CAPL), purchased 7,037 units at an average price of $18.46 totaling $129,914.
  15. Wes Cummins, the CEO and Chairman of datacenter company Applied Blockchain, Inc. (APLD), purchased 30,000 shares at an average price of $2.52 totaling $75,600.
  16. Kirstin Gould, a Director of specialty insurance and reinsurance company James River Group Holdings, Ltd. (JRVR), purchased 3,000 shares at an average price of $23.05 totaling $69,147.
  17. Teddy Ray Price, a Director of regional bank Red River Bancshares, Inc. (RRBI), purchased 947 shares at an average price of $57.83 totaling $54,761.
  18. Kate Haviland, the CEO of biotech company Blueprint Medicines Corp (BPMC), purchased 1,100 shares at an average price of $43.98 totaling $48,378.
  19. Richard Lee Boger, a Director of broadcasting company Gray Television, Inc. (GTN), purchased 4,000 shares at an average price of $9.10 totaling $36,400.
  20. Murray Stahl, a Director of Texas landowner Texas Pacific Land Corp (TPL), purchased 14 shares at an average price of $2,460.60 totaling $34,448.
  21. Joshua Sosland, a Director of regional bank UMB Financial Corp (UMBF), purchased 368 shares at an average price of $82.81 totaling $30,474.

SPACs

  1. Lerer Hippeau Acquisition Corp. (LHAA) filed a preliminary proxy statement to seek stockholder approval to liquidate in 2022.
  2. SCP & CO Healthcare Acquisition Co (SHAC) filed a preliminary proxy statement to seek stockholder approval to liquidate in 2022.

Stock Buyback Announcements

  1. Daqo New Energy Corp. (DQ) has approved a US$700 million share repurchase program, effective from November 7, 2022, to December 31, 2023. This represents around 20% of its market cap at announcement.
  2. Affiliated Managers Group (AMG) increased the company’s share repurchase authorization by a total of 3 million shares. This represents around 8% of its market cap at announcement.
  3.  Cenovus Energy Inc. (CVE), announced that the Toronto Stock Exchange has approved the renewal of the company’s normal course issuer bid to purchase up to 136,717,741 common shares during the 12-month period commencing November 9, 2022, and ending November 8, 2023. This represents around 7% of its market cap at announcement.
  4.  NRG Energy, Inc. (NRG) has authorized a $600 million incremental share repurchase program, representing around 6% of its market cap at announcement.
  5. Enova International, Inc. (ENVA) has authorized an increase to the company’s common stock share repurchase program of up to $150 million. This represents nearly 13% of its market cap at announcement.
  6.  Broadmark Realty Capital Inc. (BRMK) approved a $75 million stock repurchase program representing around 10% of its market cap at announcement.

C-Suite Transitions

Appointments

  1. NETSTREIT (NTST) Lori Wittman, appointed Interim Chief Financial Officer
  2. Powerschool Holdings (PWSC) Eric Shander was promoted from Chief Financial Officer to President and Chief Financial Officer
  3. DocGo (DCGO) Anthony Capone, the company’s current President, appointed as the Chief Executive Officer
  4. Silvergate Capital Corporation (SI) promoted Benjamin C. Reynolds, to the position of President of the company and the Bank and also appointed Kathleen M. Fraher, as Chief Risk Officer
  5. Acacia Research Corporation (ACTG) Martin D. McNulty Jr., current Chief Operating Officer, was appointed interim Chief Executive Officer
  6. CinCor Pharma (CINC) Michael W. Kalb appointed as the Executive Vice President and Chief Financial Officer
  7. Asbury Automotive Group (ABG) announced that Nathan Briesemeister, has been appointed to serve as Vice President, Chief Accounting Officer
  8. ATI Physical Therapy (ATIP) announced the appointment of Erik Kantz as Chief Legal Officer
  9. Synchronoss Technologies (SNCR) announced the appointment of Louis W. Ferraro Jr., as the company’s Chief Financial Officer
  10. Blue Apron Holdings (APRN) appointed Christopher Halkyard as Chief Supply Chain Officer
  11. Broadmark Realty Capital (BRMK) appointed Jeffrey B. Pyatt as interim Chief Executive Officer, Kevin M. Luebbers, as Interim President and appointed Jonathan R. Hermes as the company’s Chief Financial Officer, effective December 1, 2022.

Departures

  1. NETSTREIT Corp. (NTST) Andrew Blocher resigned from his position as Chief Financial Officer
  2. Backblaze (BLZE) announced that Brian Wilson is stepping down from his position as Chief Technology Officer
  3. PowerSchool Holdings (PWSC) Craig Greenseid announced his resignation as Chief Revenue Officer, effective November 14, 2022.
  4. DocGo (DCGO) Stan Vashovsky notified that he intends to retire and step down as the company’s Chief Executive Officer, director and Chairman of the Board, effective as of December 31, 2022
  5. WM Technology, Inc. (MAPS) Chris Beals, announced his resignation from his role as Chief Executive Officer
  6. Acacia Research Corporation (ACTG) Clifford Press resigned as the Chief Executive Officer and President
  7. CinCor Pharma (CINC) Mary Theresa Coelho, Executive Vice President, Chief Financial Officer and Chief Business Development Officer
  8. ATI Physical Therapy, Inc. (ATIP) Diana Chafey, Chief Legal Officer steps down
  9. Synchronoss Technologies (SNCR) Taylor Greenwald Chief Financial Officer steps down
  10. Blue Apron Holdings, Inc. (APRN) Charlean Gmunder resigns as the company’s Chief Operating Officer
  11. Broadmark Realty Capital (BRMK) Brian P. Ward, the company’s Chief Executive Officer steps down

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.