Merger Arbitrage Mondays – September 26, 2011
Merger activity decreased last week with two new deals announced and one closing. You can find all the active deals listed below in our Merger Arbitrage Tool that automatically updates itself during market hours. Deal Statistics: Total Number of Deals Closed in 2011 153 Total Number of Deals Not Completed in 2011 2 Total Number of Pending Deals Cash Deals 34 Stock Deals 22 Stock & Cash Deals 8 Total Number of Pending Deals 64 New Deals: The acquisition of Goodrich Corporation ( GR ) by United Technologies ( UTX ) for $18.4 billion or $127.50 per share in cash. The acquisition of American Medical Alert Corp. ( AMAC ) by Tunstall Healthcare Group Limited for $82.3 million or $8.55 per share in cash. Deal Updates: On September 23, 2011, Transatalntic Holdings ( TRH ) entered into a confidentiality agreement with Validus Holdings ( VR ). Closed Deals: The acquisition of National Semiconductor ( NSM ) by Texas Instruments ( TXN ) on September 23, 2011. Top 10 deals with largest spreads: Symbol Announced Date Acquiring Company Closing Price Last Price Closing Date Profit Annualized Profit GRAN 04/27/2011 FNB United Corp ( FNBN ) $1.38 $0.701 09/30/2011 97.40% 8887.44% AATI 05/26/2011 Skyworks Solutions, Inc. ( SWKS ) $5.50 $4.16 09/30/2011 32.32% 2948.95% MHS 07/21/2011 Express Scripts, Inc. ( ESRX ) $60.16 $47.93 06/30/2012 25.51% 33.49% HRBN 06/20/2011 Tech Full Electric Company Limited (N/A) $24.00 $19.90 12/31/2011 20.60% 78.33% TAM 01/19/2011 LAN Airlines S.A. ( LFL ) $21.25 $18.37 12/31/2011 15.67% 59.59% ABVA 07/27/2011 Eagle Bancorp, Inc. ( EGBN ) $5.21 $4.89 12/31/2011 6.64% 25.26% LOOP 04/27/2011 CoStar Group ( CSGP ) $18.39 $17.29 12/31/2011 6.34% 24.11% NXG 08/29/2011 AuRico Gold Inc. ( AUQ ) $3.51 $3.30 10/31/2011 6.29% 65.62% ORCH 04/06/2011 Laboratory Corporation of America Holdings ( LH ) $2.80 $2.64 07/31/2011 6.06% -38.81% MMI 08/15/2011 Google ( GOOG ) $40.00 $37.90 01/31/2012 5.54% 15.92% List of all pending deals: Symbol Announced Date Acquiring Company Deal Type Closing Value Closing Price Last Price Volume Closing Date Profit Annu. Profit + GRAN 04/27/2011 FNB United Corp ( FNBN ) All Stock N/A $1.38 $0.701 46,316 09/30/2011 97.40% 8887.44% Details of Bank of Granite corporation Expected to close in the third quarter of 2011 in an all-stock deal. Upon completion of the merger, Bank of Granite shareholders will receive 3.375 shares of FNB's common stock in exchange for each share of Bank of Granite common stock they own. As part of this transaction, The Carlyle Group and Oak Hill Capital Partners, have each entered into definitive agreements with FNB United to invest $77.5 million in the common stock of FNB United subject to the conditions set forth in the agreements as part of a $310 million private placement of FNB United's common stock. The Carlyle Group and Oak Hill Capital Partners will each receive approximately 484 million shares of common stock at the closing not to exceed 24.9 percent of the then-outstanding shares of common stock, valued at $0.16 a share. + AATI 05/26/2011 Skyworks Solutions, Inc. ( SWKS ) Cash Plus Stock $258.6 million $5.50 $4.16 1,300,006 09/30/2011 32.32% 2948.95% Details of Advanced Analogic Technologies, Inc. Expected to close in the third quarter of 2011 for a closing value of $258.6 million in an all stock deal. Upon completion of the merger, Advanced Analogic Technologies shareholders will receive $3.68 in cash and 0.08725 of Skyworks Solutions common stock for each Advanced Analogic Technologies share held. The stock component of the price has a nominal value of $2.45 for a total value of $6.13. The cash portion will be adjusted higher or reduced at closing based on the stock portion to maintain a total value of $6.13. So for all practical purposes this could be considered an all cash deal. + MHS 07/21/2011 Express Scripts, Inc. ( ESRX ) Cash Plus Stock $29.1 billion $60.16 $47.93 3,039,059 06/30/2012 25.51% 33.49% Details of Medco Health Solutions Expected to close in the first half of 2012 for a closing value of $29.1 billion. Upon completion of the merger, Medco shareholders will receive $28.80 in cash and 0.81 shares for each Medco share they own. + HRBN 06/20/2011 Tech Full Electric Company Limited (N/A) All Cash N/A $24.00 $19.90 1,366,740 12/31/2011 20.60% 78.33% Details of Harbin Electric Expected to close in the fourth quarter of 2011. Upon completion of the merger, Harbin Electric shareholders will receive $24.00 per share in cash. + TAM 01/19/2011 LAN Airlines S.A. ( LFL ) All Stock N/A $21.25 $18.37 2,318,890 12/31/2011 15.67% 59.59% Details of TAM S.A. Completion of this transaction is expected to take between six to nine months. On the completion of merger TAM shareholders will receive 0.90 shares in LAN for each TAM share they hold. Shares of LAN Airlines SA of Chile and Brazilian carrier TAM SA fell sharply Monday, January 31, 2011, as investors reacted to the Chilean antitrust court's move late Friday to suspend their proposed merger. Update March 18, 2011: Chile's LAN Airlines ( LFL ) said a regulatory investigation into complaints about the merger could take between 6 to 9 months and the merger will most likely not complete before the fourth quarter. We have updated the closing date to 12/31/2011. + ABVA 07/27/2011 Eagle Bancorp, Inc. ( EGBN ) All Stock $31.2 million $5.21 $4.89 2,056 12/31/2011 6.64% 25.26% Details of Alliance Bankshares Corporation Expected to close in the fourth quarter of 2011 for a closing value of $31.2 million in an all stock deal. Upon completion of the merger, Alliance shareholders will receive 0.4317 shares (the “Conversion Ratio”) of Eagle common stock for each share of Alliance common stock subject to adjustment based upon certain factors set forth in the Agreement. I have analyzed some complex deals in the past but the lengthy list of factors that could affect the conversion ratio of this deal takes the cake. It is therefore not surprising that the spread on the deal is so large. You can find additional information about the adjustment to the “conversion ratio” in this 8-K form filed with the SEC. + LOOP 04/27/2011 CoStar Group ( CSGP ) Cash Plus Stock $860 million $18.39 $17.29 100,687 12/31/2011 6.34% 24.11% Details of LoopNet Expected to close by the end of the year in a cash plus stock deal. Upon completion of the merger, LoopNet shareholders will receive $16.50 in cash and 0.03702 shares of CoStar Group common stock per share held. + NXG 08/29/2011 AuRico Gold Inc. ( AUQ ) All Stock $1.46 billion $3.51 $3.30 4,074,684 10/31/2011 6.29% 65.62% Details of Northgate Minerals Corp. Expected to close in October 2011 for a closing value of $1.46 billion in an all stock deal where shareholders of Northgate Minerals will receive 0.365 AuRico common shares per Northgate common share. + ORCH 04/06/2011 Laboratory Corporation of America Holdings ( LH ) All Cash $85.4 million $2.80 $2.64 10,375 07/31/2011 6.06% 0.00% Details of Orchid Cellmark Expected to close in the second quarter of 2011 for a closing value of $85.4 million. Upon completion of the merger, Orchid Cellmark shareholders will receive $2.80 per share in cash. + MMI 08/15/2011 Google ( GOOG ) All Cash $12.5 billion $40.00 $37.90 3,620,719 01/31/2012 5.54% 15.92% Details of Motorola Mobility Holdings, Inc. Expected to close by the end of 2011 or early 2012 for a closing value of $12.5 billion. Upon completion of the merger, shareholders of Motorola Mobility Holdings will receive $40.00 per share in cash. + ENP 07/11/2011 Vanguard Natural Resources ( VNR ) All Stock $545 million $19.55 $18.57 150,062 12/31/2011 5.29% 20.12% Details of Encore Energy Partners Expected to close by the end of the year for a closing value of $545 million in an all stock deal, where Encore's public unitholders would receive 0.75 Vanguard common units in exchange for each Encore common unit they own. + BFSB 08/17/2011 Investors Bancorp, Inc. ( ISBC ) All Cash $10.3 million $0.80 $0.763 400 12/31/2011 4.85% 18.44% Details of Brooklyn Federal Bancorp Expected to close in the fourth quarter of 2011 for a closing value of $10.3 million. Upon completion of the merger, Brooklyn Federal Bancorp's shareholders will receive $0.80 per share in cash. + GR 09/21/2011 United Technologies Corp. ( UTX ) All Cash $18.4 billion $127.50 $121.75 9,055,705 12/31/2069 4.72% 0.08% Details of Goodrich Corp. Expected to close for a closing value of $18.4 billion. Upon completion of the merger, shareholders of Goodrich Corporation will receive $127.50 per share in cash. + KCI 07/13/2011 Consortium of Funds (N/A) All Cash $6.3 billion $68.50 $65.45 1,136,301 12/31/2011 4.66% 17.72% Details of Kinetic Concepts, Inc. Expected to close in the second half of 2011 in an all cash deal. Upon completion of the merger, Kinetic Concepts shareholders will receive $68.50 per share. + CEG 04/28/2011 Exelon Corporation ( EXC ) All Stock $7.9 billion $39.46 $37.95 2,438,351 01/31/2012 ...
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