InsideArbitrage Event Driven Monitor – December 2, 2022

  • December 2, 2022

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

Merger Arbitrage

  1. Syncona Limited completed the acquisition of Applied Genetic Technologies Corporation (AGTC).
  2. Eli Lilly and Company (LLY) completed the acquisition of Akouos (AKUS).
  3. Rocket Pharmaceuticals (RCKT) completed the acquisition of Renovacor (RCOR).
  4. New York Community Bancorp (NYCB) completed the acquisition of Flagstar Bancorp (FBC).
  5. Maverix Metals (MMX) announced that the Ontario Superior Court of Justice has granted an interim order authorizing the calling and holding of a special meeting of the Maverix shareholders to be held on January 12, 2023.
  6. The Toronto-Dominion Bank (TD) reported that it is currently planning to close the acquisition of First Horizon Corporation (FHN) in the first half of fiscal 2023, subject to customary closing conditions, including approvals from U.S. and Canadian regulatory authorities.
  7. According to Reuters, the attorneys general of California, Illinois, and Washington D.C. have asked a federal court to temporarily stop Albertsons (ACI) dividend payment. Advocacy groups, including the Open Markets Institute and National Farmers Union asked U.S. antitrust enforcers to stop Kroger’s (KR) planned purchase of Albertsons Companies.

Deals in the Works

  1. Rapid Micro Biosystems (RPID) announced that its Board of Directors has concluded its previously announced review of strategic alternatives since no parties submitted binding offers to acquire all outstanding shares of the company.
  2. According to a 13D filing, Meritage Group, which owns 5.3% of Coupa (COUP), contacted the software company to express its views on a potential transaction and the price per share that they believe would be in the best interests of shareholders.

Insider Purchases

  1. Robert M. Friedland, the Executive Chairman of exploration and mining company Ivanhoe Electric Inc. (IE), purchased 422,767 shares at an average price of $9.85 totaling $4.16 million. The company went public in June, 2022 in an IPO priced at $11.75 per share.
  2. Matthew W. Foehr, the President & CEO of biotechnology company OmniAb, Inc. (OABI), purchased 300,000 shares at an average price of $3.39 totaling $1.02 million. OmniAb spun out of Ligand Pharmaceuticals Incorporated (LGND) last month and combined with the SPAC Avista Public Acquisition Corp. II in a Reverse Morris Trust transaction.
  3. Jimmy Iovine, a Director of entertainment company Live Nation Entertainment, Inc. (LYV), purchased 13,740 shares at an average price of $73.28 totaling $1 million. Mr. Iovine has been a director of Live Nation since 2014, the year he sold Beats Electronics, a company he co-founded with Dr. Dre, to Apple.
  4. Wes Cummins, a Director of scientific & technical instruments company Vishay Precision Group, Inc. (VPG), purchased 20,000 shares at an average price of $40.10 totaling $802,067.
  5. Jeffery Michael Watts, the EVP of industrial distribution company Fastenal Co. (FAST), purchased 5,940 shares at an average price of $50.58 totaling $300,433.
  6. Richard I. Gilchrist, a Director of diversified REIT Spirit Realty Capital, Inc. (SRC), purchased 6,000 shares at an average price of $41.91 totaling $251,459.
  7. Jason Marc Adler, a Director of cannabinoid company Cronos Group Inc. (CRON), purchased 52,900 shares at an average price of $3.04 totaling $160,556.
  8. Randall E. Paulson, a Director of investment bank B. Riley Financial, Inc. (RILY), purchased 2,600 shares at an average price of $42.84 totaling $111,375.
  9. Beat Kahli, a Director of automotive and consumer electronics company VOXX International Corp (VOXX), purchased 10,000 shares at an average price of $10.99 totaling $109,900.
  10. Keith S. Franz, the CFO & Treasurer of asset management company CION Investment Corp (CION), purchased 10,000 shares at an average price of $10.01 totaling $100,100.
  11. Shashank Samant, the Director of cloud infrastructure company Rackspace Technology, Inc. (RXT), purchased 19,933 shares at an average price of $4.59 totaling $91,520.
  12. Craig L. Nix, the Chief Financial Officer of regional bank First Citizens Bancshares, Inc. (FCNCA), purchased 67 shares at an average price of $791.98 totaling $53,063.
  13. Murray Stahl, the Director of Texas landowner Texas Pacific Land Corp (TPL), purchased 21 shares at an average price of $2,494.23 totaling $52,379.
  14. Kathleen D. Scott, the Chief Financial Officer of biotechnology company ARS Pharmaceuticals, Inc. (SPRY), purchased 8,250 shares at an average price of $6.24 totaling $51,506.
  15. Andrew J. Gessow, a Director of digital marketing company Quotient Technology Inc. (QUOT), purchased 15,000 shares at an average price of $3.00 totaling $45,000.
  16. Paul S. Walsh, a Director of winery Vintage Wine Estates, Inc. (VWE), purchased 12,500 shares at an average price of $3.60 totaling $45,000.
  17. James S. Carter, a Director of oil & gas company Calumet Specialty Products Partners, L.P. (CLMT), purchased 2,000 units at an average price of $15.70 totaling $31,400.
  18. Christopher Van Vliet, the Vice President and Controller of B2B travel company Global Business Travel Group, Inc. (GBTG), purchased 3,700 shares at an average price of $5.06 totaling $18,722. James Peter Bush, a Director of the company, also purchased 2,500 shares at an average price of $5.03 totaling $12,575. GBTG was spun out of American Express in December 2021 and merged with the SPAC Apollo Strategic Growth Capital in a Reverse Morris Trust transaction.
  19. Steven T. Clontz, a Director of telecom services company Lumen Technologies, Inc. (LUMN), purchased 5,000 shares at an average price of $5.34 totaling $26,700. We wrote about Lumen as one of our spotlight ideas in our December 2022 Special Situations newsletter for Inside Arbitrage Premium subscribers yesterday.

SPACs

  1. Liminatus Pharma LLC and Iris Acquisition Corp (IRAA) announced they have entered into a definitive business combination agreement.

Spinoffs

  1. Fortune Brands Home & Security (FBHS), announced that the U.S. Securities and Exchange Commission has declared effective the Registration Statement on Form 10 filed by MasterBrand. The Form 10 includes information regarding MasterBrand’s business and strategy, as well as details on the spin-off, which is expected to be completed on December 14, 2022.

Stock Buyback Announcements

  1. Unum Group (UNM) has approved a $200 million share repurchase program from January 1, 2023 through December 31, 2023. This program follows the company’s current share repurchase program, which expires on December 31, 2022 and represents around 2.5% of its market cap at announcement.
  2. Integra LifeSciences (IART) announced plans for a $150 million share repurchase program, representing 3.3% of its market cap at announcement.
  3. Methode Electronics, Inc. (MEI) has authorized $20 million in share buybacks. This represents around 1% of its market cap at announcement.
  4. Prenetics Global Limited (PRE) has authorized a $20 million share repurchase program, representing around 10% of its market cap at announcement. It has also been included as a constituent stock in the MSCI Global Micro Cap Index (Hong Kong).

Updates:

  1. Dollar General Corporation (DG): In the third quarter of 2022, the company repurchased $546 million of its common stock, or 2.3 million shares, at an average price of $242.29 per share, under its share repurchase program.
  2. Designer Brands Inc. (DBI): During the third quarter of 2022, the company repurchased 1.3 million Class A common shares at an aggregate cost of $19.1 million under its share repurchase program.
  3. Lands’ End, Inc. (LE): During the third quarter, the company repurchased $2.9 million of the Company’s common stock under its previously announced $50 million share repurchase program.
  4. Ulta Beauty, Inc. (ULTA): During the third quarter of fiscal 2022, the company repurchased 340,271 shares of its common stock at a cost of $137.5 million. As of October 29, 2022, $1.4 billion remained available under the $2.0 billion share repurchase program announced in March 2022.

C-Suite Transitions

Appointment

  1. P3 Health Partners (PIII): appointed Atul Kavthekar to serve as Chief Financial Officer, effective as of December 12, 2022.
  2. EchoStar Corp (SATS): Paul Gaske, appointed to the role of Chief Operating Officer of the company effective January 1, 2023.
  3. Spark Networks SE (LOV): Chelsea A. Grayson, appointed as interim Chief Executive Officer of the company and Spark Networks effective December 1, 2022.
  4. Organicell Regenerative Medicine (OCEL): appoints Ian Bothwell, Chief Financial Officer to serve as the company’s Interim Chief Executive Officer.
  5. VirTra (VTSI): appointed Alanna Boudreau, as its Chief Financial Officer.
  6. Nexstar Media Group (NXST): appoints Michael Strober as Executive Vice President and Chief Revenue Officer.
  7. Johnson & Johnson (JNJ): appoints Chief Executive Officer Joaquin Duato to take on the additional role of Chairman, effective in January.
  8. Alvotech (ALVO) Robert Wessman, Executive Chairman and founder will become CEO and Hafrun Fridriksdottir as Chief Operating Officer effective January 1, 2023.
  9. Wallbox (WBX) appoints Myriam Lhermurier Boublil as Chief Communications and Javier Riaño as Chief Marketing Officer.
  10. UGI Corporation (UGI) announced that Robert F. Beard has been appointed Chief Operations Officer.
  11. Centessa Pharmaceuticals (CNTA), announced Karen Anderson as its new Chief People Officer.

Departures

  1. Oncology Institute (TOI): Diona Simoneit, Chief Accounting Officer notified her intent to resign from her position, effective December 9, 2022.
  2. Spark Networks SE (LOV) Eric Eichmann resigns as Managing Director and Chief Executive Officer.
  3. Organicell Regenerative Medicine (OCEL) Matthew Sinnreich, Acting Chief Executive Officer resigns.
  4. Alvotech (ALVO): Mark Levick, Chief Executive Officer has decided to step down .effective January 1, 2023.
  5. Moving iMage Technologies (MITQ) announced the passing of Chief Financial Officer Michael “Mike” Sherman.
  6. PetroSun (PSUD) announced Dr. R. Gerald Bailey Chief Executive Officer resigns.

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.