Monday, November 25, 2013

Merger Arbitrage Mondays – November 25, 2013

There were no new deals announced last week. Three pending deals closed.

You can find all the active deals listed below in our Merger Arbitrage Tool that automatically updates itself during market hours.

Deal Statistics:

If you are new to Merger Arbitrage or need a refresher, check out the section Merger Arbitrage and the Pfizer – Wyeth Deal from our March 2009 newsletter.

Total Number of Deals Closed in 2013 160
Total Number of Deals Not Completed in 2013 5
Total Number of Pending Deals
Cash Deals 39
Stock Deals 14
Stock & Cash Deals 10
Total Number of Pending Deals 63
Total Deal Size $375.64 billion

Closed Deals:

  1. The acquisition of Nash Finch (NAFC) by Spartan Stores (SPTN) on November 19, 2013. It took 120 days for this deal to be completed.
  2. The acquisition of Edgen Group (EDG) by Sumitomo Corporation of America on November 20, 2013. It took 50 days for this deal to be completed.
  3. The acquisition of National Technical Systems (NTSC) by Aurora Capital Group on November 22, 2013. It took 98 days for this deal to be completed.

Top 10 deals with largest spreads:

Symbol Announced

Date

Acquiring

Company

Closing

Price

Last

Price

Closing

Date

Profit Annualized

Profit

CTB 06/12/2013 Apollo Tyres Ltd (N/A) $35.00 $24.40 12/31/2013 43.44% 440.46%
ISS 06/06/2013 Mr. Tianwen Liu, the Company’s CEO and the chairman of its Board of Directors, and ChinaAMC Capital Management Limited (N/A) $5.85 $5.00 09/30/2013 17.00% -110.80%
WH 02/21/2013 WSP OCTG GROUP Ltd. (N/A) $3.20 $2.77 12/31/2013 15.52% 157.39%
HOME 10/23/2013 Cascade Bancorp (CACB) $16.86 $15.21 03/31/2014 10.84% 31.41%
YONG 09/23/2013 Full Alliance International Limited (N/A) $6.69 $6.28 03/31/2014 6.53% 18.91%
CITZ 05/13/2013 First Merchants Corporation (FRME) $13.23 $12.52 12/31/2013 5.65% 57.29%
CIS 09/18/2013 Camelot Employee Scheme Inc. (N/A) $2.05 $1.95 01/15/2014 5.13% 36.70%
HCBK 08/27/2012 M&T Bank Corporation (MTB) $9.75 $9.30 01/31/2014 4.86% 26.46%
CAFI 10/10/2013 Huntington Bancshares Incorporated (HBAN) $6.64 $6.36 06/30/2014 4.39% 7.39%
ROMA 12/19/2012 Investors Bancorp Inc. (ISBC) $20.61 $19.75 11/30/2013 4.36% 318.41%

List of all pending deals:

Symbol Announced

Date

Acquiring

Company

Deal

Type

Closing

Value

Closing

Price

Last

Price

Volume Closing

Date

Profit Annu.

Profit

CTB 06/12/2013 Apollo Tyres Ltd (N/A) All Cash $2.5 billion $35.00 $24.40 100 12/31/2013 43.44% 440.46%
Details of Cooper Tire & Rubber Co.

Expected to close in the second half of 2013 for a closing valu of $2.5 billion. Upon completion of the merger, shareholders of Cooper Tire & Rubber Co. will receive $35.00 per share in cash.

ISS 06/06/2013 Mr. Tianwen Liu, the Company’s CEO and the chairman of its Board of Directors, and ChinaAMC Capital Management Limited (N/A) All Cash N/A $5.85 $5.00 N/A 09/30/2013 17.00% 0.00%
Details of iSoftStone Holdings Limited

Upon completion of the merger, shareholders of iSoftStone Holdings will receive $5.85 per share in cash.

WH 02/21/2013 WSP OCTG GROUP Ltd. (N/A) All Cash $893.6 million $3.20 $2.77 N/A 12/31/2013 15.52% 157.39%
Details of WSP Holdings Ltd.

Expected to close in the second quarter of 2013 for a closing value of $893.6 million. Upon completion of the merger, shareholders of WSP Holdings will receive $3.20 per share in cash.

Update(s): On August 15, 2013, WSP Holdings Private Limited announced that the parties to the going private transaction of the Company have amended the Agreement and Plan of Merger (the “Merger Agreement”) to extend the termination date to December 31, 2013.

HOME 10/23/2013 Cascade Bancorp (CACB) Cash Plus Stock $265.7 million $16.86 $15.21 N/A 03/31/2014 10.84% 31.41%
Details of Home Federal Bancorp Inc.

Expected to close in the first quarter of 2014 for a closing value of $265.7 million in a cash plus stock deal. Under the terms of the agreement, Home Federal Bancorp shareholders will receive approximately $8.3368 in cash and 1.6776 shares of Cascade Bancorp common stock per share held.

YONG 09/23/2013 Full Alliance International Limited (N/A) All Cash $339 million $6.69 $6.28 N/A 03/31/2014 6.53% 18.91%
Details of Yongye International, Inc.

Expected to close before the first fscal quarter of 2014 for a closing value of $339 million. Upon completion of the merger, shareholders of Yongye International will receive $6.69 per share in cash.

CITZ 05/13/2013 First Merchants Corporation (FRME) All Stock 114.7 million $13.23 $12.52 N/A 12/31/2013 5.65% 57.29%
Details of CFS Bancorp Inc.

Expected to close in the fourth quarter of 2013 for a closing value of $114.7 million in an all stock deal. Upon completion of the merger, shareholders of CFS Bancorp Inc. will receive 0.65 shares of First Merchants common stock for each share of CFS common stock owned.

CIS 09/18/2013 Camelot Employee Scheme Inc. (N/A) All Cash N/A $2.05 $1.95 N/A 01/15/2014 5.13% 36.70%
Details of Camelot Information Systems Inc.

Expected to close in early 2014. Upon completion of the merger, shareholders of Camelot Information Systems will receive $2.05 per American Depositary Shares, each representing four (4) Shares (an “ADS”).

HCBK 08/27/2012 M&T Bank Corporation (MTB) All Stock $3.7 billion $9.75 $9.30 N/A 01/31/2014 4.86% 26.46%
Details of Hudson City Bancorp, Inc.

Expected to close early in the first quarter of 2014 for a closing value of $3.7 billion in an all stock deal. Under the terms of the agreement, shareholders of Hudson City Bancorp will receive consideration valued at 0.08403 of an M&T share in the form of either M&T stock or cash.

CAFI 10/10/2013 Huntington Bancshares Incorporated (HBAN) All Stock $97 million $6.64 $6.36 N/A 06/30/2014 4.39% 7.39%
Details of Camco Financial Corp.

Expected to close in the first half of 2014 for a closing value of $97 million in a stock or cash deal. Upon completion of the merger, shareholders of Camco Financial will receive 0.7264 shares of Huntngton bancshares, or $6.00 in cash, for each share of Camco Financial common stock, subject to proration provisions specified in the merger agreement. Since the targeted aggregate split of total consideration is 80% common stock and 20% cash, we are treating this as an all stock deal.

ROMA 12/19/2012 Investors Bancorp Inc. (ISBC) All Stock $113.5 million $20.61 $19.75 N/A 11/30/2013 4.36% 318.41%
Details of Roma Financial Corp.

Expected to close in the second quarter of 2013 for a closing value of $113.5 million in an all stock deal. Under the terms of the agreement, each outstanding share of Roma Financial common stock, including shares owned by Roma MHC, will be converted into 0.8653 shares of Investors Bancorp common stock upon completion of the merger.

Update(s)

September 27, 2013: Investors Bancorp, Inc. and Roma Financial Corporation agreed to extend the date after which either party may elect to terminate the merger agreement if the merger has not yet been completed from September 30, 2013 to November 30, 2013.

PACT 10/17/2013 Blackstone (N/A) All Cash $625 million $7.30 $7.06 200 03/31/2014 3.40% 9.85%
Details of Pactera Technology International Ltd.

Expected to close in the first quarter of 2014 for a closing value of $625 million. Upon completion of the merger, shareholders of Pactera Technology will receive $7.30 per share in cash.

BRY 02/21/2013 LinnCo, LLC (LNCO) All Stock $4.9 billion $52.85 $51.12 N/A 01/31/2014 3.39% 18.47%
Details of Berry Petroleum Co.

Expected to close in the third quarter of 2013 for a closing value of $4.3 billion in an all stock deal. Under the terms of the agreement, LinnCo has agreed to issue 1.25 common shares for each common share of Berry.

Deal Update(s)

November 4, 2014: LinnCo (LNCO) and Berry Petroleum (BRY) amended their merger agreement. Under the amended terms of the agreement, LinnCo has agreed to increase the number of common shares it is issuing to 1.68 common shares, from 1.25 common shares, for each common share of Berry outstanding prior to the merger for total consideration of approximately $4.9 billion.

EVAC 08/19/2013 Atlas Copco Group (N/A) All Cash $1.6 billion $10.50 $10.18 N/A 03/31/2014 3.14% 9.11%
Details of Edwards Group Limited

Expected to close in the first quarter of 2014 for a closing value of $1.6 billion. Upon completion of the merger, sharholders of Edwards Group Limited will receive $10.50 per share in cash. The $10.50 payment includes a fixed cash payment of $9.25 at closing and an additional payment of up to $1.25 per share post-closing, depending on Edwards’ achievement of 2013 revenue within the range of £587.5 million to £650 million and achievement of a related Adjusted EBITDA1 target within the range of £113.9 million to £145 million.

ICH 10/28/2013 RCS Capital Corporation (N/A) All Cash $52.5 million $7.25 $7.03 N/A 03/31/2014 3.13% 9.07%
Details of Investors Capital Holdings, Ltd.

Expected to close in the first quarter of 2014 for a closing value of $52.5 million. Upon completion of the merger, shareholders of Investors Capital Holdings will receive $7.25 per share in cash.

RDA 11/11/2013 Tsinghua Unigroup Ltd. (N/A) All Cash $910 million $18.50 $17.98 N/A 06/30/2013 2.89% 0.00%
Details of RDA Microelectronics, Inc.

Expected to close in the first half of 2014 for a closing value of $910 million. Upon completion of the merger, shareholders of RDA Microelectronics will receive $18.50 per share in cash.

ASIA 05/13/2013 CITIC Capital Partners (N/A) All Cash $890 million $12.00 $11.67 N/A 09/30/2013 2.83% 0.00%
Details of AsiaInfo-Linkage, Inc.

Expected to close for a closing value of $890 million. Upon completion of the merger, shareholders of AsiaInfo-Linkage, Inc. will receive $12.00 per share in cash

NTS 10/21/2013 Tower Three Partners LLC (N/A) All Cash $83 million $2.00 $1.96 N/A 03/31/2014 2.04% 5.91%
Details of NTS, Inc

Expected to close by the first quarter of 2014 for a closing value of $83 million. Upon completion of the merger, sharheolders of NTS will receive $2.00 per share in cash.

UBNK 11/15/2013 Rockville Financial Inc. (RCKB) All Stock $369 million $19.80 $19.42 N/A 06/30/2013 1.98% 0.00%
Details of United Financial Bancorp, Inc.

Expected to close by mid-year 2014 for a closing value of $369 million in an all stock deal. Upon completion of the merger, shareholders of United Financial Bancorp will receive 1.3472 shares of Rockville Financial common stock for each share of United Financial Bancorp.

BCSB 06/14/2013 F.N.B. Corporation (FNB) All Stock $79 million $26.44 $25.93 N/A 12/31/2013 1.95% 19.82%
Details of BCSB Bancorp, Inc.

Expected to close by the end of the year for a closing value of $79 million in an all stock deal. Under the terms of the agreement, shareholders of BCSB Bancorp will receive 2.08 shares of F.N.B. Corporation common stock for each common share of BCSB Bancorp.

PVR 10/10/2013 Regency Energy Partners LP (RGP) Cash Plus Stock $5.6 billion $25.45 $25.00 N/A 03/31/2014 1.81% 5.25%
Details of PVR Partners, L.P.

Expected to close in the first quarter of 2014 for a closing value of $5.6 billion. Under the terms of the agreement, shareholders of PVR Partners will receive 1.02 shares of Regency Energy Partners common stock and approximately $0.31 per share in cash per share held.


SCR 08/28/2013 Simcere Holding Limited (N/A) All Cash $495 million $9.66 $9.49 N/A 12/31/2013 1.79% 18.16%
Details of Simcere Pharmaceutical Group.

Expected to close by the end of the year for a closing value of $495 million. Upon completion of the merger, shareholders of Simcere Pharmaceutical Group will receive $9.66 per share in cash.

TOFC 09/10/2013 Old National Bancorp. (ONB) Cash Plus Stock $107.7 million $25.17 $24.76 N/A 03/31/2014 1.66% 4.80%
Details of Tower Financial Corporation

Expected to close in the first quarter of 2014 for a closing value of $107.7 million in a cash plus stock deal. Under the terms of the agreement, shareholders of Tower Financial Corporation will receive 1.20 shares of Old National Bancorp common stock and $6.75 in cash for each share of Tower Financial common stock.

FBMI 08/15/2013 Mercantile Bank Corp. (MBWM) Cash Plus Stock $151.5 million $19.37 $19.14 N/A 03/31/2014 1.20% 3.48%
Details of Firstbank Corporation

Expected to close in the first quarter of 2013 for a closing value of $151.5 million in a cash plus stock deal. Under the terms of the agreement, shareholders of Firstbank Corporation will receive a fixed ration of 1.00 share of Mercantile common stock for each share of Firstbank common stock.

In addition, Mercantile expects to pay a special cash dividend of $2.00 per share to Mercantile shareholders prior to the closing of the merger, subject to the satisfaction of the closing conditions in the merger agreement. In order to take this $2 special dividend into account, we are going to treat this as a cash plus stock deal with a cash value of negative $2.

COLE 10/23/2013 American Realty Capital Properties, Inc. (ARCP) All Stock $11.2 billion $14.28 $14.12 N/A 06/30/2014 1.16% 1.96%
Details of Cole Real Estate Investments, Inc.

Expected to close in the first half of 2014 for a closing value of $11.2 billion. Upon completion of the merger, shareholders of Cole may elect to receive 1.0929 shares of ARCP common stock (reflecting a fixed exchange ratio) or $13.82 cash for each share of Cole common stock.  In the event elections for payment in cash exceed 20% of Cole's outstanding shares, such elections would be prorated. ARCP will increase its annualized dividend $0.06 to $1.00 per share upon the close of the merger.

TPGI 09/05/2013 Parkway Properties Inc. (PKY) All Stock $1.2 billion $6.90 $6.82 N/A 12/31/2013 1.15% 11.70%
Details of Thomas Properties Group Inc.

Expected to close in the fourth quarter of 2013 for a closing value of $1.2 billion in an all stock deal. Under the terms of the agreement, shareholders of Thomas Properties Group will receive 0.3822 shares of newly issued Parkway common stock in exchange for each share of Thomas Properties common stock.

VPHM 11/11/2013 Shire plc (SHPG) All Cash $4.2 billion $50.00 $49.49 N/A 03/31/2014 1.03% 2.99%
Details of ViroPharma Inc.

Expected to close either in the last quarter of 2013 or first quarter of 2014 for a closing value of $4.2 billion. Upon completion of the merger, shareholders of ViroPharma will receive $50.00 per share in cash.

WBCO 10/23/2013 Heritage Financial Corp. (HFWA) Cash Plus Stock $265.1 million $17.59 $17.41 N/A 06/30/2014 1.01% 1.70%
Details of Washington Banking Co.

Expected to close in the first half of 2014 for a closing value of $265.1 million in a cash plus stock deal. Under the terms of the merger agreement, Washington Banking shareholders will receive 0.89000 shares of Heritage common stock and $2.75 in cash for each share of Washington Banking common stock.

HWG 06/05/2013 Hallwood Financial Limited (N/A) All Cash N/A $10.00 $9.90 N/A 09/30/2013 1.01% 0.00%
Details of The Hallwood Group Incorporated

Expected to close in the third quarter of 2013. Upon completion of the merger, shareholders of the Hallwood Group Incorporated will receive $10.00 per share in cash.

STSA 09/11/2013 Umpqua Holdings Corporation (UMPQ) Cash Plus Stock $2.0 billion $31.94 $31.63 N/A 06/30/2014 0.98% 1.65%
Details of Sterling Financial Corporation

Expected to close in the first half of 2014 for a closing value of $2 billion in a cash plus stock deal. Under the terms of the agreeement, shareholders of Sterling Financial Corporation will receive 1.671 shares of Umpqua common stock and $2.18 cash for each share of Sterling common stock.

VCBI 01/30/2013 United Bankshares Inc. (UBSI) All Stock $490.6 million $17.10 $16.96 N/A 09/30/2013 0.85% 0.00%
Details of Virginia Commerce Bancorp Inc.

Expected to close in the third quarter of 2013 for a closing value of $490.6 million in an all stock deal. Upon completion of the merger, shareholders of Virginia Commerce Bancorp will receive 0.5442 of United’s shares for each share of VCBI.

CGX 10/24/2013 R.R. Donnelley & Sons Company (RRD) Cash Plus Stock $620 million $63.02 $62.53 N/A 03/31/2014 0.78% 2.26%
Details of Consolidated Graphics, Inc.

Expected to close in the first quarter of 2014 for a closing value of $620 million in a cash plus stock deal. Under the terms of the transaction, Consolidated Graphics shareholders will receive a combination of $34.44 in cash and a fixed exchange ratio of 1.651 RR Donnelley shares for each outstanding share of Consolidated Graphics they own.

SPRD 07/12/2013 Tsinghua Unigroup Ltd. (N/A) All Cash $1.78 billion $31.00 $30.76 N/A 09/30/2013 0.78% 0.00%
Details of Spreadtrum Communications Inc.

Expected to close in the third quarter of 2013 for a closing value of $1.78 billion. Upon completion of the merger, shareholders of Spreadtrum Communications will recieve $31.00 per share in cash.

FLOW 09/25/2013 American Industrial Partners (N/A) All Cash $200 million $4.05 $4.02 N/A 01/31/2014 0.75% 4.07%
Details of Flow International Corporation

Expected to close early in 2014 for a closing value of $200 million. Upon completion of the merger, shareholders of Flow International Corporation will receive $4.05 per share in cash.

ELN 07/29/2013 Perrigo Company (PRGO) Cash Plus Stock $8.6 billion $18.17 $18.04 1,113 12/31/2013 0.72% 7.34%
Details of Elan Corporation, plc

Expected to close by the end of the calendar year 2013 for a closing value of $8.6 billion in a cash plus stock deal. Upon completion of the merger, shareholders of Elan will receive $6.25 per share in cash and 0.07636 shares of New Perrigo for each Elan share.

CSE 07/22/2013 PacWest Bancorp (PACW) Cash Plus Stock $2.3 billion $14.05 $13.95 N/A 03/31/2014 0.70% 2.03%
Details of CapitalSource Inc.

Expected to close in the first quarter of 2014 for a closing value of $2.3 billion in a cash plus stock deal. Upon completion of the merger, shareholders of CapitalSource will receive $2.47 in cash and 0.2837 shares of PacWest stock.

HITK 08/27/2013 Akorn, Inc. (AKRX) All Cash $640 million $43.50 $43.29 N/A 03/31/2014 0.49% 1.41%
Details of Hi-Tech Pharmacal Co., Inc.

Expected to close in the first quarter of 2014 for a closing value of $640 million. Upon completion of the merger, shareholders of Hi-Tech Pharmacal will receive $43.50 per share in cash.

LIFE 04/15/2013 Thermo Fisher Scientific, Inc. (TMO) All Cash $13.6 billion $76.00 $75.68 N/A 01/31/2014 0.42% 2.30%
Details of Life Technologies Corporation

Expected to close early in 2014 for a closing value of $13.6 billion plus the assumption of net debt at close ($2.2 billion as of uear end 2012). Upon completion of the merger, shareholders of Life Technologies will receive $76.00 per share in cash.

TLAB 10/21/2013 Marlin Equity Partners (N/A) All Cash $891 million $2.45 $2.44 9,185 12/31/2013 0.41% 4.16%
Details of Tellabs Inc.

Expected to close in the fourth quarter of 2013 for a closing value of $891 million. Upon completion of the merger, shareholders of Tellabs will receive $2.45 per share in cash.

MSPD 11/05/2013 M/A-Com Technology Solutions Holdings, Inc. (MTSI) All Cash N/A $5.05 $5.03 2,000 12/31/2013 0.40% 4.03%
Details of Mindspeed Technologies Inc.

Expected to close by the end of the calendar year 2013. Upon completion of the merger, shareholders of Mindspeed Technologies will receive $5.05 per share in cash.

ANEN 11/04/2013 an affiliate of The Veritas Capital Fund IV, L.P. (N/A) All Cash $381 million $28.00 $27.89 N/A 03/31/2014 0.39% 1.14%
Details of Anaren, Inc.

Expected to close for a closing value of $381 million. Upon completion of the merger, shareholders of Anaren will receive $28.00 per share in cash.

ZOLT 09/26/2013 Toray Industries, Inc. (N/A) All Cash $584 million $16.75 $16.69 461 01/31/2014 0.36% 1.96%
Details of Zoltek Companies Inc.

Expected to close by late 2013 or early 2014 for a closing value of $584 million. Upon completion of the merger, shareholders of Zoltek will receive $16.75 per share in cash.

GCOM 08/26/2013 an affiliate of Wasserstein & Co. (N/A) All Cash $340 million $14.15 $14.11 N/A 12/31/2013 0.28% 2.87%
Details of Globecomm Systems Inc.

Expected to close in the fourth quarter of 2013 for a closing value of $340 million. Upon completion of the merger, shareholders of Globecomm Systems will receive $14.15 per share in cash.

STEL 06/10/2013 Union First Market Bankshares Corporation (UBSH) All Stock $445.1 million $24.41 $24.34 N/A 01/01/2014 0.27% 2.67%
Details of StellarOne Corporation

Expected to close on or around January 1, 2014 for a closing value of $445.1 million. Upon completion of the merger, shareholders of StellarOne Corporation will receive 0.9739 shares of Union common stock for each share of StellarOne.

SHFL 07/16/2013 Bally Technologies, Inc. (BYI) All Cash $1.3 billion $23.25 $23.19 N/A 06/15/2014 0.26% 0.47%
Details of SHFL entertainment, Inc.

Expected to close no later than June 15, 2014 for a closing value of $1.3 billion. Upon completion of the merger, shareholders of SHFL entertainment will receive $23.25 per share in cash

MAKO 09/25/2013 Stryker Corporation (SYK) All Cash $1.65 billion $30.00 $29.93 N/A 12/31/2013 0.23% 2.37%
Details of MAKO Surgical Corp.

The transaction is subject to customary closing conditions. Upon completion of the merger, shareholders of MAKO Surgical will receive $30.00 per share in cash.

STEI 05/29/2013 Service Corp. International (SCI) All Cash $1.4 billion $13.25 $13.22 N/A 10/16/2013 0.23% 0.00%
Details of Stewart Enterprises Inc.

Expected to close for a closing value of $1.4 billion. Upon completion of the merger, shareholders of Stewart Enterprises will receive $13.25 per share in cash.

TAYC 07/15/2013 MB Financial Inc. (MBFI) Cash Plus Stock $680 million $24.32 $24.27 N/A 06/30/2014 0.22% 0.38%
Details of Taylor Capital Group Inc.

Expected to close in the first half of 2014 for a closing value of $680 million in a cash plus stock deal. Under the terms of the agreement, shareholders of Taylor Capital will receive 0.64318 shares of MB Financial common stock and $4.08 per share in cash.

BLC 06/13/2013 Gannett Co., Inc. (GCI) All Cash $2.2 billion $13.75 $13.72 N/A 12/31/2013 0.22% 2.22%
Details of Belo Corp.

Expected to close by the end of the year 2013 for a closing value of $2.2 billion. Upon completion of the merger, shareholders of Belo Corp. will receive $13.75 per share in cash.

CRTX 09/16/2013 Chiesi Farmaceutici (N/A) All Cash N/A $9.50 $9.48 N/A 03/31/2014 0.21% 0.61%
Details of Cornerstone Therapeutics Inc.

Expected to close in the first quarter of 2014. Upon completion of the merger, shareholders of Cornerstone Therapeutics will receive $9.50 per share in cash.

ANLY 08/28/2013 ACS Motion Control, Ltd. (ACSEF) All Cash $35 million $6.45 $6.44 N/A 12/31/2013 0.16% 1.57%
Details of Analysts International Corp.

Expected to close by the end of the year for a closing value of $35 million. Upon completion of the merger, shareholders of Analysts International will receive $6.45 per share in cash.

TUC 10/15/2013 CSC ServiceWorks, Inc. (N/A) All Cash $524 million $21.25 $21.22 N/A 06/30/2014 0.14% 0.24%
Details of Mac-Gray Corp.

Expected to close in the first half of 2013 for a closing value of $524 million. Upon completion of the merger, shareholders of Mac-Gray will receive $21.25 per share in cash.

SNTS 11/07/2013 Salix Pharmaceuticals Ltd. (SLXP) All Cash $2.6 billion $32.00 $31.97 N/A 03/31/2014 0.09% 0.27%
Details of Santarus, Inc.

Expected to close in the first quarter of 2014 for a closing value of $2.6 billion. Upon completion of the merger, shareholders of Satarus will receive $32.00 per share in cash.

EIHI 09/24/2013 ProAssurance Corporation (PRA) All Cash $205 million $24.50 $24.49 N/A 01/01/2014 0.04% 0.40%
Details of Eastern Insurance Holdings, Inc.

Expected to close by January 1, 2014 for a closig value of $205 million. Upon completion of the merger, shareholders of Eastern Insurance Holdings will receive $24.50 per share in cash.

SYMM 10/21/2013 Microsemi Corporation (MSCC) All Cash $230 million $7.18 $7.18 N/A 12/29/2013 0.00% 0.00%
Details of Symmetricom Inc.

Expected to close in Microsemi’s Fiscal first quarter ending December 29, 2013 for a closing value of $230 million. Upon completion of the merger, shareholders of Symmetricom will receve $7.18 per share in cash.

PNG 10/22/2013 Plains All American Pipeline, L.P. (PAA) All Stock $2 billion $23.12 $23.12 N/A 12/31/2013 -0.01% -0.10%
Details of PAA Natural Gas Storage, L.P.

Expected to close in the latter half of the fourth quarter of 2013 for a closing value of $2 billion in an all stock deal. Under the terms of the agreement, shareholders of PAA Natural Gas Storage will receive 0.445 common units of PAA per PNG common unit.

HTSI 07/09/2013 The Kroger Co. (KR) All Cash $2.5 billion $49.38 $49.42 N/A 12/31/2013 -0.08% -0.82%
Details of Harris Teeter Supermarkets, Inc.

Expected to close by the end of thhe year for a closing value of $2.5 billion. Upon completion of the merger, shareholders of Harris Teeter Supermarkets will receive $49.38 per share in cash.

MOLX 09/09/2013 Koch Industries, Inc. (N/A) All Cash $7.2 billion $38.50 $38.57 N/A 12/31/2013 -0.18% -1.84%
Details of Molex Incorporated

Expected to close by the end of the year for a closing value of $7.2 billion. Upon completion of the merger, shareholders of Molex Incorporated will receive $38.50 per share in cash.

NVE 05/29/2013 MidAmerican Energy Holdings Company (N/A) All Cash $10 billion $23.75 $23.83 N/A 03/31/2014 -0.34% -0.97%
Details of NV Energy, Inc.

Expected to close in the first quarter of 2014 for a closing value of $10 billion. Upon completion of the merger, shareholders of NV Energy will receive $23.75 per share in cash.

TSRX 07/30/2013 Cubist Pharmaceuticals Inc. (CBST) All Cash $707 million $13.50 $13.63 N/A 12/31/2013 -0.95% -9.67%
Details of Trius Therapeutics, Inc.

Expected to close by the end of the year for a closing value of $707 million. Upon completion of the merger, shareholders of Trius Therapeutics will receive $13.50 per share in cash.

In addition to the upfront cash payment, each Trius
stockholder will receive one Contingent Value Right (CVR), entitling the holder to receive an additional
cash payment of up to $2.00 for each share they own if certain commercial sales milestones are
achieved

In addition to the upfront cash payment, each Trius stockholder will receive one Contingent Value Right (CVR), entitling the holder to receive an additional cash payment of up to $2.00 for each share they own if certain commercial sales milestones are achieved.

PSE 08/12/2013 Pioneer Natural Resources Company (PXD) All Stock $1.46 billion $42.57 $43.26 1,000 12/31/2013 -1.59% -16.15%
Details of Pioneer Southwest Energy Partners L.P.

Expected to close in the fourth quarter of 2013 for a closing value of $1.46 billion in an all stock deal. Under the terms of the agreement, shareholders of Pioneer Southwest Energy Partners will receive 0.2325 of a share of a common stock of Pioneer Natural Resources.

LPS 05/28/2013 Fidelity National Financial, Inc. (FNF) All Cash $2.9 billion $33.25 $34.57 N/A 12/31/2013 -3.82% -38.71%
Details of Lender Processing Services, Inc.

Expacted to close in the fourth quarter of 2013 for a closing value of $2.9 billion. Upon completion of the merger, shareholders of Lender Processing Services will receive $33.25 per share in cash.

Under the terms of the agreement, FNF’s shares of common stock have been valued at $25.489 per share (the “Reference Price”), representing a fixed exchange ratio of 0.65224 shares of FNF common stock for each share of LPS common stock. At closing, if FNF's average common stock price is greater than $24.215, the exchange ratio remains fixed at 0.65224 per share of FNF common stock.

If FNF's average common stock price at closing is between $20.00 and $24.215 per share, FNF will increase the number of shares of FNF common stock to be received by LPS stockholders such that LPS stockholders receive a minimum of $15.794 per share in value on the stock portion of the consideration, or $32.419 per share in total. If FNF's average common stock price at closing is less than $20.00, the exchange ratio will be fixed at 0.7897 per share of FNF common stock, in which event LPS will have a right to terminate the transaction. Additionally, on or before three trading days prior to the anticipated date of effectiveness of FNF's registration statement on Form S-4, FNF has the option to increase the cash portion of the consideration from $16.625 per share of LPS common stock up to $33.25 per share of LPS common stock with a corresponding decrease in the stock portion of the merger consideration as provided for under the terms of the merger agreement, in which case the exchange ratio will be adjusted to reflect the new consideration mix. However, if FNF elects to increase the cash portion of the consideration and FNF's average common stock price at closing is greater than $26.763, then the exchange ratio will be adjusted to reflect the increased value that would have been received at closing without any change in consideration mix.

LEAP 07/12/2013 AT&T, Inc. (T) All Cash $1.19 billion $15.00 $16.44 N/A 03/31/2014 -8.76% -25.37%
Details of Leap Wireless International Inc.

Expected to close in the first quarter of 2014 for a closing value of $1.19 billion. Upon completion of the merger, shareholders of Leap Wireless International will receive $15.00 per share in cash.

VRTA 05/31/2012 Vestin Realty Mortgage II, Inc. (VRTB) All Stock N/A $1.48 $1.62 N/A 03/31/2013 -8.89% 13.58%
Details of Vestin Realty Mortgage I, Inc

Expected to close in the fourth quarter of 2012 in an all stock deal. Under the terms of the agreement, stockholders of VTRA (other than VRTB) will receive a fixed ratio of 0.82 share of VRTB common stock for each share of VRTA common stock they own.



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