InsideArbitrage Event Driven Monitor – February 1, 2023

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

Merger Arbitrage

1. Atlas Technical Consultants (ATCX) to be acquired by GI Partners for $1.05 billion or $12.25 per share in cash.
2. Chembio Diagnostic (CEMI) to be acquired by Biosynex SA for $17.2 million or $0.45 per share in cash.
3. OpenText (OTEX) completed the acquisition of Micro Focus International (MFGP).
4. Maxar Technologies (MAXR) and Advent International announced that the initial waiting period under the HSR Act expired on January 30, 2023.
5. Yamana Gold (AUY) announced that its shareholders approved the previously announced acquisition by Pan American Silver Corp. (PAAS) and to Agnico Eagle Mines Limited (AEM).
6. According to Bloomberg, Eagle Asset Management and Independent Franchise Partners, which owns about 4.8% of Ritchie shares (RBA), plans to vote in favor of RBA’s proposed acquisition of IAA Inc. (IAA).
7. Horizon (HZNP) and Amgen (AMGN) each received a request for additional information and documentary materials from the U.S. Federal Trade Commission in connection with the FTC’s review of Amgen’s proposed acquisition of Horizon.
8. Two investors sued KnowBe4 (KNBE) over fears that its planned sale to a private equity consortium led by Vista Equity Partners, which received preliminary shareholder approval Tuesday, would rip off public investors in a business exceeding its forecasts.
9. On January 31, 2023, the EC suspended the deadline of the review of Broadcom’s (AVGO) acquisition of VMware (VMW) under Article 11(3) with effect from 24 January.
10. Seacoast Banking Corporation of Florida (SBCF) completed the acquisition of Professional Holding Corp. (PFHD).
11. SD Biosensor and SJL Partners completed the acquisition of Meridian Bioscience (VIVO).

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

Deal In The Works

1. According to WSJ, Cvent Holding (CVT) is exploring a sale that could value the cloud-based event-software provider at upward of $4 billion. The company has attracted interest from private-equity firms including Blackstone according to people familiar with the matter.
2. Ancora Holdings, an investor sends a letter to Green Plains Inc (GPRE) regarding the need to explore a sale.
3. Kushner Cos. has reiterated its bid to purchase Veris Residential (VRE), which had been previously turned down two weeks ago for $18.50 per share.

Insider Purchases

1. Carlos M. Sepulveda, a Director of regional bank Triumph Financial, Inc. (TFIN), purchased 47,000 shares at an average price of $54.47 totaling $2.56 million. Numerous other Directors also purchased shares of this bank, with the next largest purchase coming from Director Todd C. Sparks, who purchased 9,500 shares for a total of $523,300.
2. Eric Andersen, a Director of biotech company Merrimack Pharmaceuticals Inc. (MACK), purchased 21,875 shares at an average price of $11.40 totaling $249,298.
3. David G. Ellison, a regional bank Southern First Bancshares Inc. (SFST), purchased 4,500 shares at an average price of $40.87 totaling $183,930.
4. Jack W. Schuler, a Director of biotech company Biodesix Inc. (BDSX), purchased 50,000 shares at an average price of $2.51 totaling $125,430. Mr. Schuler did make an additional purchase in mid-December, but only filed the Form 4 for that purchase today.
5. Wes Cummins, a Director of communication equipment company CalAmp Corp. (CAMP), purchased 25,000 shares at an average price of $4.52 totaling $112,970.
6. Van A. Dukeman, the President & CEO of regional bank First Busey Corp. (BUSE), purchased 4,500 shares at an average price of $22.86 totaling $102,870. Numerous other Directors and the Chief of Staff also purchased shares, with the next largest purchase coming from Director Cassandra R. Sanford, who purchased 1,000 shares for a total of $23,590.
7. Theodore W. Mowery, a Director of regional bank Mid Penn Bancorp Inc. (MPB), purchased 3,300 shares at an average price of $30.43 totaling $100,409.
8. Thomas J. Schuetz, the CEO of biotech company Compass Therapeutics, Inc. (CMPX), purchased 20,000 shares at an average price of $4.05 totaling $81,000.
9. Bogdan Nowak, a Director of regional bank Brookline Bancorp Inc. (BRKL), purchased 5,000 shares at an average price of $12.60 totaling $63,000. Another Director also purchased 4,000 shares for a total of $50,200.
10. Robert Rowe, the EVP and CRO of regional bank Blue Foundry Bancorp (BLFY), purchased 5,000 shares at an average price of $11.62 totaling $58,099.
11. Thomson Leighton, the CEO of security software and CDN services provider Akamai Technologies Inc. (AKAM), purchased 572 shares at an average price of $87.63 totaling $50,127. He has been buying shares recently under an established 10b5-1 plan.
12. John Schutte, a Director of regional bank Stock Yards Bancorp, Inc. (SYBT), purchased 750 shares at an average price of $58.00 totaling $43,500.
13. Murray Stahl, a Director of Texas landowner Texas Pacific Land Corp (TPL), purchased 21 shares at an average price of $2,000.93 totaling $42,020.
14. Snehal Patel, the CEO and CFO of biotech company Greenwich LifeSciences, Inc. (GLSI), purchased 2,000 shares at an average price of $19.35 totaling $38,700.
15. Michael Aubrey Jones, a Director of regional bank Origin Bancorp, Inc. (OBNK), purchased 1,000 shares at an average price of $37.00 totaling $37,000.
16. Gary L. Hinkle, a Director of regional bank Summit Financial Group Inc. (SMMF), purchased 1,450 shares at an average price of $25.49 totaling $36,953. The Chairman also purchased 700 shares for a total of $17,960.
17. Gavin A. Mohr, the EVP of regional bank Independent Bank Corp. (IBCP), purchased 1,600 shares at an average price of $21.68 totaling $34,688.

SPACs

1. Cetus Capital Acquisition Corp. (CETUU) priced its $50 million IPO.
2. Lotus Technology and L Catterton Asia Acquisition Corp (LCAA) entered into a definitive agreement and plan of merger.
3. Tailwind Acquisition (TWND) and NUBURU, Inc. (BURU) announced the completion of their previously announced business combination.

Stock Buyback Announcements

1. Marathon Petroleum Corporation (MPC), approved an additional $5 billion share repurchase authorization. This represents around 8.3% of its market cap at announcement.
2. United Parcel Service, Inc. (UPS) approved a new $5 billion share repurchase authorization, replacing the company’s existing authorization. This represents around 3% of its market cap at announcement.
3. Covenant Logistics Group, Inc. (CVLG) amended its repurchase program by adding an incremental $37.5 million to the approximately $17.5 million that was currently remaining under the program. This represents around 8.4% of its market cap at announcement.
4. Obsidian Energy Ltd. (OBE) has approved a share buyback program for up to 10 percent of shares outstanding.
5. Silo Pharma, Inc. (SILO) has authorized a $1 million share repurchase program. This represents around 11.5% of its market cap at announcement.

Updates:

1. Victoria’s Secret & Co. (VSCO) plans to enter into an accelerated share repurchase agreement with Goldman Sachs & Co. LLC to repurchase $125 million of the Company’s common stock.

C-Suite Transitions

Appointments

1. Bsquare Corporation (BSQR): appoints Cheryl Wynne as Chief Financial Officer.
2. Central Valley Community Bancorp (CVCY): appoints Shannon R. Avrett as Executive Vice President and Chief Financial Officer effective February 14, 2023.
3. Rallybio Corp (RLYB): appoints Jonathan I. Lieber as Chief Financial Officer and Treasurer, effective February 1, 2023.
4. Old Dominion Freight Line (ODFL): appoints Kevin M. (“Marty”) Freeman as President and Chief Executive Officer effective July 1, 2023.
5. Mercury Systems (MRCY): appoints Michelle M. McCarthy as interim Chief Financial Officer and Treasurer effective February 17, 2023.
6. Allegiant Travel (ALGT): appoints Keny Wilper as interim Chief Operating Officer.
7. OptiNose (OPTN): appoints Dr. Ramy A. Mahmoud as Chief Executive Officer effective January 30, 2023.
8. Bio-Techne (TECH): appoints Shane Bohnen as General Counsel effective March 3, 2023.

Departures

1. Stoneridge (SRI): Jonathan B. DeGaynor stepped down from his role as President and Chief Executive Officer effective January 30, 2023.
2. BSquare Corp (BSQR): Christopher Wheaton, Chief Financial Officer resigns as effective February 16, 2023.
3. Central Valley Community Bancorp (CVCY): Dawn P. Crusinberry steps down as interim Chief Financial Officer.
4. Old Dominion Freight Line (ODFL): Greg C. Gantt, President and Chief Executive Officer notified his intention to retire effective June 30, 2023.
5. Mercury Systems (MRCY): Michael D. Ruppert, Executive Vice President, Chief Financial Officer departs effective February 17, 2023.
6. Allegiant Travel (ALGT): Scott Sheldon resigned as President and Chief Operating Officer effective April 1, 2023.
7. OptiNose (OPTN): Peter K. Miller stepped down as Chief Executive Officer.
8. Bio-Techne (TECH): Brenda Furlow General Counsel announced her intention to retire on March 3, 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.