InsideArbitrage Event Driven Monitor – January 2, 2023

  • January 2, 2023

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

Merger Arbitrage

  1. Apollo Endosurgery (APEN) and Boston Scientific (BSX) stated in their preliminary proxy statement that they filed notification and report forms under the HSR Act with the DOJ and the FTC on December 20, 2022.
  2. F-star Therapeutics (FSTX) and invoX Pharma extended the tender offer to January 17, 2023, to give CFIUS more time. The End Date has also been extended to January 31, 2023.
  3. Canada’s antitrust regulator plans to appeal a decision by a Canadian court that allowed a proposed merger between Rogers Communications (RCI) and Shaw Communications (SJR) to proceed. The Competition Bureau has filed a notice to appeal the decision with a Canadian appellate court. The companies reported that they remain committed to pro-competitive transactions.
  4. Farmers National Banc Corp. (FMNB) completed the acquisition of Emclaire Financial (EMCF)
  5. According to Reuters, a judge has set January 3, 2023, for the first pre-trial hearing in the Biden administration’s case against Microsoft (MSFT) over its bid to take over Activision Blizzard (ATVI).
  6. Brookline Bancorp (BRKL) completed the acquisition of PCSB Financial Corporation (PCSB).
  7. Horizon Therapeutics Public Limited Company (HZNP) and Amgen (AMGN), each filed a notification and report form with respect to the transaction with the DOJ and the FTC under the HSR Act on December 29, 2022. The waiting period under the HSR Act is scheduled to expire on January 30, 2023, unless extended or earlier terminated.

Deals In The Works

  1. Hale J. Hoak, on behalf of Hoak & Co, sent a letter to the Board of Directors of Natural Gas Services Group (NGS) to cease any search process for a new chief executive officer and to commence a review of strategic alternatives.
  2. Swvl Holdings Corp (SWVL), a global provider of transformative tech-enabled mass transit solutions, announced the formation of a special committee comprised of independent directors of the Company’s Board of Directors to explore and evaluate potential strategic alternatives that may be available to the company.
  3. Bright Scholar Education Holdings Limited (BEDU), announced that it has received a letter dated December 29, 2022 from Huiyan Yang and Meirong Yang , informing the company the decision of the Buyer Group to withdraw the non-binding going private proposal dated April 29, 2022 and forego the Proposal to privatize the company.

You can check out new deals, all deal updates and spreads on active deals in our Merger Arbitrage Tool for premium members here.

Insider Purchases

  1. Hill Path Capital Partners purchased 214,588 shares of entertainment company Dave & Buster’s Entertainment, Inc. (PLAY) at an average price of $34.93 totaling $7.5 million.
  2. Bryant R. Riley, the Chairman and Co-CEO of mid-market investment bank B. Riley Financial, Inc. (RILY), purchased 26,564 shares at an average price of $33.24 totaling $883,113. A Director also purchased 625 shares for a total of $20,006.
  3. Bill Ackman, a Director of real estate owner and developer Howard Hughes Corp (HHC), purchased 6,154 shares at an average price of $74.66 totaling $459,478. These shares were purchased indirectly through Pershing Square Capital Management.
  4. Glenna Mileson, the CFO of biopharmaceutical company Athira Pharma, Inc. (ATHA), purchased 50,000 shares at an average price of $2.85 totaling $142,250.
  5. Thomson Leighton, the CEO of digital solutions company Akamai Technologies Inc. (AKAM), purchased 894 shares at an average price of $84.04 totaling $75,129.
  6. Troy C. Schrenk, the CCO (Chief Commercial Officer) of facilities management and hospitality company Target Hospitality Corp. (TH), purchased 4,609 shares at an average price of $14.77 totaling $68,075.
  7. Murray Stahl, a Director of Texas landowner Texas Pacific Land Corp (TPL), purchased 21 shares at an average price of $2,370.54 totaling $49,781.
  8. David Michael Johnson, a Director of biotech company Aura Biosciences, Inc. (AURA), purchased 4,000 shares at an average price of $9.75 totaling $39,000.
  9. Douglas K. Mellinger, a Director of cryptocurrency miner Marathon Digital Holdings, Inc. (MARA), purchased 10,000 shares at an average price of $3.27 totaling $32,700.
  10. Meera R. Modi, a Director of regional bank Orrstown Financial Services Inc. (ORRF), purchased 1,000 shares at an average price of $26.79 totaling $26,795. Please note that this purchase was made on December 9th, 2022, but the form 4 was filed on December 30th, 2022.

Spinoffs

  1. Castor Maritime Inc. (CTRM), announced that its Board of Directors has decided to amend certain terms of the proposed spin-off of the whole of its tanker fleet comprising six Aframax/LR2 and two Handysize tankers to be held by its current subsidiary, Toro Corp. In the proposed spin-off, Castor shareholders will receive one common share of Toro for every ten Castor common shares held at the close of business on December 6, 2022.

SPACs

  1. Prime Number Acquisition I Corp. (PNAC) entered into a business combination with Noco-Noco.
  2. AlphaTime Acquisition Corp (ATMCU) announced the pricing of its $60 million initial public offering.

C-Suite Transitions

Appointments

  1. LexinFintech (LX): appoints James Xigui Zheng as the Chief Financial Officer, effective on January 1, 2022.
  2. SM Energy Company (SM): announces that James Lebeck will take the position of Senior Vice President and General Counsel.
  3. NaaS Technology (NAAS): announces that the company has appointed Alex Wu as its Chief Financial Officer, effective January 15, 2023.

Departures

  1. SM Energy Company (SM): announced that David Copeland, its Executive Vice President, and General Counsel, has informed his intention to resign from his current position effective December 31, 2022.
  2. Kiromic BioPharma (KRBP): Dan Clark, Chief Financial Officer notified the company of his decision to resign from his position.
  3. LexinFintech (LX): announced that Sunny Rui Sun had resigned as the Chief Financial Officer and director for personal reasons.

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.