Merger Arbitrage Mondays – April 18, 2011

20.62%

11.30%

5.14%

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.

Expected to close in the latter part of the second quarter of 2011. Upon completion of the merger, Cascade Financial shareholders will receive approximately $0.45 per share in cash. 

Opus Bank will pay approximately $16.25 million to retire Cascade Financial's $39 million in preferred stock and associated warrants issued to the United States Department of the Treasury under the Treasury's Capital Purchase Program, and $5.5 million in cash to the holders of Cascade Financial's common stock.

Expected to close by the end of the year for a closing value of $3.4 billion. On the completion of the merger Grifols will pay $19 in cash and 0.641 newly issued, nonvoting shares for each share of Talecris.

Update Nov 04, 2010: The ratio was increased to 0.6485 on November 4, 2010.

Update Nov 15, 2010: U.S. antitrust regulators might seek to block Grifols's purchase of Talecris. The expected completion date has been updated to 3/31/2011.

Update March 04, 2011:Grifols and Talecris Announce the Outside Date of Their Merger Agreement has been Extended to June 30, 2011

7.06%

Expected to close before the end of the year for a closing value of $3 billion. Upon completion of the merger, Global Crossing shareholders will receive 16 shares of Level 3 common stock for each share of Global Crossing common stock or preferred stock that is owned at closing.

Expected to close by the second quarter of 2011 for a closing value of $130 million. On the completion of the merger, Shamir Optical Industry shareholders will receive $14.50 per share in cash.

Expected to close in the second half of 2011 for a closing value of $485 million in an all stock deal. On the completion of the merger, Hypercom shareholders will receive 0.23 shares of VeriFone stock for each Hypercom share they own.

Expected to close for a closing value of $1.1 billion. Upon completion of the merger, Verigy shareholders will receive $15.00 per share in cash.

Expected to close in the first quarter of 2011 for a closing value of $1.4 billion. On the completion of the merger, AirTran Holdings Shareholders will receive $3.75 per share in cash and 0.321 share of Southwest stock for each share of AirTran held. Update Nov 2, 2010: The ratio of Southwest shares issued changes based on the price of Southwest's stock and the deal value also varies from $7.25 to $7.75. Specifically as stated in the press release,

“The number of shares to be issued by Southwest Airlines is subject to adjustment if the average of Southwest Airlines closing prices for the 20 trading days ending three trading days prior to closing is below $10.90 or above $12.46. This adjustment mechanism is intended to provide at least $7.25 in value and up to $7.75 in value per share of AirTran common stock. If the average closing price noted above exceeds $12.46, the value will be $7.75 with fewer shares of Southwest common stock issued. If the average closing price noted above is less than $10.90, the value will be $7.25 with additional shares of Southwest common stock issued. Additionally, Southwest Airlines has the option of substituting cash in lieu of issuing incremental shares if the average closing stock price is less than $10.90.”

Update(s)

March 23, 2011: AirTran Stockholders Approve Southwest Merger which is currently expected to close in the second quarter of 2011

Expected to close by late second quarter or early third quarter of 2011 for a closing value of $157 million in an all-stock deal.

Pursuant to the terms of the merger agreement, at the effective time of the merger, TGC shareholders will receive 0.188 shares of Dawson stock for every one share of TGC stock, provided that the average of the volume weighted average price of Dawson common stock on the NASDAQ during the ten consecutive trading days ending on the second business day prior to the date of the shareholders' meetings of Dawson and TGC to be called for the purpose of approving the transaction is equal to or greater than $32.54 but less than or equal to $52.54. In the event that the average of the volume weighted average price of Dawson's common stock is outside of that range, then the parties, at their respective option, shall be entitled to terminate the transaction following good faith negotiations to determine a modified, mutually acceptable exchange ratio.

Expected to close in early second quarter of 2011 for a closing value of $1.5 billion. On the completion of the merger, New Alliance shareholders will receive either 1.1 shares of FNFG stock, all cash or cash plus stock. NAL mentioned that the “aggregate consideration is 86% in stock and 14% in cash”.

The exchange ratio is however fixed at 1.1 shares of FNFG per share of NAL and worked out to $14.09 per share upon announcement of the deal.

Expected to close in six to nine months for $6.5 billion. On the completion of the merger, National Semiconductor shareholders will receive $25.00 per share in cash.

Progress Energy's shareholders will receive 2.6125 shares of common stock of Duke Energy in exchange for each share of Progress Energy common stock. Based on Duke Energy's closing share price on Jan. 7, 2011, Progress Energy shareholders would receive a value of $46.48 per share, or $13.7 billion in total equity value.

Expected to close in the third quarter of 2011 for a closing value of $26.2 million. Upon completion of the merger, GS Financial Corp shareholders will receive $21.00 per share in cash.

Expected to close in the first quarter of 2011 for a closing value of $1.1 billion. On the completion of the merger, ID shareholders will receive $12 per share in cash.

1.90%

Expected to close in the third quarter of 2011 for a closing value of $2.9 billion. Upon completion of the merger, American Medical Systems shareholders will receive $30.00 per share in cash.

Upon completion of the merger, Duncan Energy Partners shareholders will receive 0.9545 Enterprise common units for each issued and outstanding publicly-held Duncan Energy Partners common unit.

Expected to close in the third quarter of 2011 for a closing value of $1 billion in an all-stock deal. Upon completion of the merger, optionsXpress stockholders will receive 1.02 shares of Schwab stock for each share of optionsXpress stock.

Expected to close by the end of this year or the first quarter of 2011 for a closing value of $98 million. On the completion of the merger, Monroe Bancorp shareholders Monroe shareholders will receive 0.0846 shares of Magnum Hunter Resources Corp. for every share held.

Expected to close by June 30, 2011 for a closing value of $251 million. Upon completion of the merger, Animal Health International shareholders will receive $4.25 per share in cash.

Expected to close by the end of June 2011. Upon completion of the merger, Rural/Metro shareholders will receive $17.25 per share in cash.

Expected to close in the second quarter or the beginning of the third quarter of calendar 2011 for a closing value of $277 million in a cash plus stock deal. Upon completion of the merger, TomoTherapy shareholders will receive $3.15 in cash and 0.1648 shares of Accuray common stock per share of TomoTherapy common stock. 

Expected to close in the second half of this year for a closing value of $4.1 billion. Upon completion of the merger, Graham Packaging shareholders will receive $19.56 per share in a cash plus stock deal. Graham shareholders will receive $4.75 in cash and 0.402 shares of Silgan common stock.

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.

Expected to close in late June 2011 for a closing value of $340 million. Upon completion of the merger, LaBarge shareholders will receive $19.25 per share in cash.

Expected to close in the second quarter of 2011 for a closing value of $250 million. Upon completion of the merger, America Service Group shareholders will receive $26.00 per share in cash.

Expected to close in the second quarter of 2011 for a closing value of $1.5 billion. On the completion of the merger, Whitney Holding Corporation shareholders will receive 0.418 shares of Hancock Holding Company common stock in exchange for each share of Whitney common stock in an all stock deal.

Expected to close by mid-year 2011 for a closing value of $1.027 billion. According to the terms of the deal, each outstanding share of Sterling common stock will be exchanged for 0.2365 shares of Comerica common stock upon closing.

Expected to close in the third quarter of 2011 for a closing value of $270 million. Upon completion of the merger, Spectrum Control shareholders will receive $20.00 per share in cash.

Expected to close within three months for a closing value of $61 million. On the completion of the merger, XETA Technologies shareholders will receive $5.50 per share in cash.

Expected to close in the third quarter of 2011 for a closing value of $4.17 billion. On the completion of the merger, NSTAR shareholders will receive 1.312 Northeast Utilities common shares for each NSTAR held.

Expected to close in the third quarter of 2011 for a closing value of $9.7 billion. Upon completion of the merger, Lubrizol Corporation shareholders will receive $135 per share in cash.

Expected to close in the fourth quarter of 2010 for a closing value of $3.7 billion. On the completion of the merger, Albert Culver shareholders will receive $37.50 per share in cash.

Expected to close by the end of June, 2011 for a closing value of $409 million. Upon completion of the merger, Drugstore.com shareholders will receive $3.80 per share in cash.