InsideArbitrage Event Driven Monitor – December 9, 2022

  • December 9, 2022

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

Merger Arbitrage

  1. The Wall Street Journal reported that the Federal Trade Commission has sued to block Activision Blizzard’s (ATVI) planned acquisition by Microsoft (MSFT).
  2. The waiting period under the HSR Act, expired in connection with the previously announced proposed merger between Abiomed (ABMD) and Johnson & Johnson (JNJ).
  3. KnowBe4 (KNBE) announced that the applicable waiting period under the HSR Act with respect to its acquisition by Vista Equity Partners expired on November 25, 2022.
  4. The European Commission approved, under the EU Merger Regulation, the acquisition of sole control of Micro Focus International (MFGP) by Open Text Corporation (OTEX).
  5. Colorado’s attorney general urged a Washington state court judge to block a $4 billion dividend proposed to be paid to shareholders ahead of the merger of Kroger (KR) and Albertsons (ACI).
  6. Myovant Sciences (MYOV) and Sumitomo Chemical filed their preliminary proxy statement, stating that they made the filings required under the HSR Act on December 2, 2022. The applicable waiting period under the HSR Act will expire on January 2, 2022.
  7. Velodyne Lidar (VLDR) and Ouster (OUST) announced that their special meeting of stockholders will be held on January 26, 2022.
  8. ForgeRock (FORG) announced that the special meeting of stockholders will be on January 12, 2022.

Deals in the Works

  1. According to a filing, ForgeRock (FORG) notified that an unidentified strategic buyer was recently considering making an offer.

Insider Purchases

  1. Antonio del Valle Perochena, a Director of commercial bank Byline Bancorp, Inc. (BY), purchased 45,000 shares at an average price of $22.55 totaling $1.04 million. These shares were acquired indirectly through MBG Investors.
  2. Thomas L. Carter, the CEO and Chairman of oil & gas E&P company Black Stone Minerals, L.P. (BSM), purchased 48,492 shares at an average price of $17.30 totaling $838,874.
  3. Tobias Lutke, a Director of cryptocurrency brokerage Coinbase Global, Inc. (COIN), purchased 16,747 shares at an average price of $44.34 totaling $742,514.
  4. Jason Marc Adler, a Director of cannabinoid company Cronos Group Inc. (CRON), purchased 156,000 shares at an average price of $2.96 totaling $461,268.
  5. Jeffrey Gould, the President and CEO of multifamily REIT BRT Apartments Corp. (BRT), purchased 15,912 shares at an average price of $20.05 totaling $319,096. Louis C. Grassi, a Director of the company, also purchased 2,000 shares at an average price of $19.74 totaling $39,470.
  6. Gary Mick, the CFO of Six Flags Entertainment Corp (SIX), purchased 9,500 shares at an average price of $21.75 totaling $206,622.
  7. Todd J. Stein, a Director of healthcare focused wireless services company Spok Holdings, Inc (SPOK), purchased 22,468 shares at an average price of $7.73 totaling $173,614.
  8. Prasad Gundumogula, the Chief Executive Officer of travel technology company Mondee Holdings, Inc. (MOND), purchased 20,500 shares at an average price of $8.03 totaling $164,570.
  9. Mark D. Klein, the Chairman, CEO and President of holding company SuRo Capital, Corp. (SSSS), purchased 43,555 shares at an average price of $3.73 totaling $162,481.
  10. Richard W. Baker, a Director of regional bank Guaranty Bancshares, Inc. (GNTY), purchased 3,954 shares at an average price of $34.48 totaling $136,318.
  11. Dirk J. Debbink, a Director of insurance company Cincinnati Financial Corp. (CINF), purchased 1,000 shares at an average price of $106.13 totaling $106,130.
  12. Charles L. Frischer, a Director of holding company Kingsway Financial Services, Inc. (KFS), purchased 11,723 shares at an average price of $7.13 totaling $83,638.
  13. John S. Bolton, a Director of aerospace company Redwire Corp (RDW), purchased 35,197 shares at an average price of $2.01 totaling $70,677.
  14. Murray Stahl, a Director of Texas landowner Texas Pacific Land Corp (TPL), purchased 21 shares at an average price of $2,488.19 totaling $52,252.
  15. William Curtis Brighton, a Director of financial holding company First Financial Corp. (THFF), purchased 1,000 shares at an average price of $46.87 totaling $46,870.
  16. Kimberly Adams Russell, a Director of savings and loan company Trustco Bank Corp. (TRST), purchased 1,100 shares at an average price of $37.88 totaling $41,668.
  17. James E. Stark, the Chief Financial Officer of biorefining company Green Plains Inc. (GPRE), purchased 787 shares at an average price of $31.85 totaling $25,066.

SPACs

  1. Banzai International and 7GC & Co. Holdings Inc. (VII) entered into a definitive business combination agreement that will result in Banzai becoming a publicly traded company.

Stock Buyback Announcements

  1. Exxon Mobil Corporation (XOM) has expanded the share repurchase program up to $50 billion through 2024, including $15 billion in 2022. This represents around 8.2% of its market cap at announcement.
  2. Waste Management, Inc. (WM) authorized to repurchase up to $1.5 billion of the Company’s common stock, representing 2.2% of its market cap at announcement. This new authorization replaces its prior $1.5 billion authorization that was fully utilized in 2022.
  3. Triton International Limited (TRTN) has approved an increase in the size of the company’s existing share repurchase authorization to $400 million. This represents around 5% of its market cap at announcement.
  4. Douglas Emmett, Inc. (DEI) has authorized a new $300 million share repurchase program. This represents around 9.43% of its market cap at announcement.
  5. CarGurus (CARG) has authorized the company to repurchase up to $250 million of its Class A common stock as part of its capital deployment strategy. This represents around 16% of its market cap at announcement.
  6. Criteo S.A. (CRTO) has authorized an extension of its previously authorized share repurchase program from up to $280 million to up to $480 million. This represents around 13% of its market cap at announcement.
  7. AXIS Capital Holdings Limited (AXS) has authorized a $100 million share repurchase program, representing around 2% of its market cap at announcement.

Updates:

  1. Lincoln National Corporation (LNC) announced the suspension of its share buyback program in 2023. The decision was taken as a means of recovering the dismal $2.6 billion loss incurred in the company’s third-quarter 2022 results.

C-Suite Transitions

Appointments

  1. Edwards Lifesciences (EW): appoints Bernard J. Zovighian as Chief Executive Officer effective May 11, 2023.
  2. CNO Financial Group (CNO): appoints Jean Linnenbringer as Chief Operations Officer and Mike Mead as Chief Information Officer effective January 1, 2023.
  3. Qualcomm (QCOM): appointed Neil Martin to serve as its Senior Vice President and Chief Accounting Officer.
  4. Krispy Kreme (DNUT): appoints Jeremiah Ashukian, as Executive Vice President and Chief Financial Officer effective January 9, 2023.
  5. Veritiv Corporation (VRTV): appoints Eric J. Guerin to serve initially as SVP – Finance beginning on January 1, 2023 and then as SVP and Chief Financial Officer effective March 1, 2023.
  6. Tff Pharmaceuticals (TFFP): appoints Harlan Weisman, the current Vice Chairman, to serve as President and Chief Executive Officer
  7. Alpha & Omega Semiconductor (AOSL): executes executive transition plan under which Mike F. Chang, currently Chief Executive Officer and Chairman, will be appointed Executive Chairman and Stephen Chang, currently President, will be appointed as Chief Executive Officer, both effective as of March 1, 2023.
  8. Eyenovia (EYEN): appoints Bren Kern, current SVP of Manufacturing and Operations, as Chief Operating Officer, effective January 1, 2023.
  9. Consumer Portfolio Services (CPSS): appoints Michael T. Lavin as its President.
  10. Partners Bancorp (PTRS): effective December 8, 2022, John W. Breda has succeeded Lloyd B. Harrison, III as the Company’s Chief Executive Officer.
  11. Zebra Technologies Corporation (ZBRA): appoints William Burns, as Chief Executive Officer effective March 1, 2023.
  12. American Electric Power Company (AEP): Julia A. Sloat will become Chief Executive Officer and Nicholas K.Akins as Executive Chair of the Board, effective January 1, 2023.
  13. Rigetti Computing (RGTI): Dr. Subodh Kulkarni was appointed as President and Chief Executive Officer effective as of December 12, 2022.
  14. Minerals Technologies (MTX): Timothy J. Jordan, Deputy General Counsel will succeed Meek as VP, General Counsel and Chief Compliance Officer effective January 1, 2023.

Departures

  1. Edwards Lifesciences (EW): Michael A. Mussallem informed his decision to retire as Chief Executive Officer effective May 11, 2023.
  2. Instil Bio (TIL): Timothy Moore, Chief Operating Officer, will separate from the company, effective December 8, 2022.
  3. CNO Financial Group (CNO): Bruce Baude, Chief Operations, and Technology Officer will be leaving the company effective December 31, 2022.
  4. Qualcomm (QCOM): Erin Polek, Chief Accounting Officer informed the company that she will be retiring from the company.
  5. Domo (DOMO): Bruce Felt, Chief Financial Officer to step down from his position.
  6. Veritiv Corporation (VRTV): Stephen J. Smith will step down from the Chief Financial Officer role as of March 1, 2023.
  7. Hyperfine (HYPR): as part of an organizational restructuring, the company terminates Neela Paykel as General Counsel, Chief Compliance Officer, effective December 9, 2022.
  8. Tff Pharmaceuticals (TFFP): Glenn Mattes resigned as President and Chief Executive Officer.
  9. WM Technology (MAPS): Justin Dean, tendered his resignation from his role as Chief Technology Officer, effective December 5, 2022.
  10. Zebra Technologies Corporation (ZBRA): Anders Gustafsson, will step down as Chief Executive Officer effective March 1, 2023.
  11. American Electric Power Company (AEP): Nicholas K. Akins will resign as Chief Executive Officer on December 31, 2022.
  12. Open Text Corp (OTEX): Howard Rosen, Chief Accounting Officer retired from his position as principal accounting officer, effective December 15, 2022.
  13. Rigetti Computing (RGTI): Rick Danis the company’s Interim President and Chief Executive Officer, will step down effective as of December 12, 2022.
  14. Minerals Technologies (MTX): Thomas J. Meek, SVP, General Counsel, and Chief Compliance Officer notified the Company that he will step down from that position effective January 1, 2023.

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.