Monthly Archives: June 2014

Sandell Asks for a Dutch Tender at Meritor

On June 24, 2014 the Reporting Persons contacted the Issuer’s management to express disappointment in the settlement outcome of the antitrust lawsuit between Eaton and subsidiary of the Issuer, ZF Meritor LLC, and the Issuer’s management’s decision to allocate the proceeds of such settlement to pre-fund future pension obligations. The Reporting Persons expressed their belief…

Aware Inc to Pay Large Special Dividend

Aware, Inc., a supplier of biometrics software and services has declared a special cash dividend of $1.75 per share, or approximately $40 million in total.  The special cash dividend will be paid on July 24, 2014 to shareholders of record as of July 10, 2014. The Board of Directors has determined that the company’s current…

Relational Looking for a Manitowoc Spin

(Market Cap $4B; Relational owns 8.52% at a a cost of $25.05 per share)   The Manitowoc Company, Inc. (the “Company”) consists of two core, yet incongruent businesses – the food business segment (the “Food business”) and the remaining business segment (the “Crane business”).  These two businesses differ materially in their operating metrics and cyclical characteristics,…

JEC Capital Demands Synacor Look for Buyer

(Market Cap $70M; EV $40M) Dear Board of Directors: We would like to thank your Chairman, Jordan Levy, for the dialogue over the past few days. Unfortunately, the only thing Mr. Levy said that we ultimately agreed with is that the Board is not proud of the poor operating results and that those results have…

Barnes & Noble to Spin Off Nook

(Market Cap $1.3B) Board Authorization For NOOK Media Separation With the objective of optimizing shareholder value, the Company’s Board of Directors has authorized management of the Company to take steps to separate the Barnes & Noble Retail and NOOK Media businesses into two separate public companies. The Company’s objective is to take the steps necessary…

NorthStar Sets Spin-Off Date & Terms

(Market Cap $5.4B) NorthStar Realty Finance Corp. has declared a record date and distribution date of June 30, 2014 for the distribution of all the outstanding common stock of NorthStar Asset Management Group Inc. to the holders of NRF common stock. In connection with the distribution, NorthStar Realty is conducting an internal corporate reorganization and…

Legion Partners Deems 1347 Prop Ins Undervalued

(Market Cap $52M; Legion owns 7.2% at an average cost of $8.13 per share) Purpose of Transaction.   The Reporting Persons have acquired the Shares for investment purposes.  The Reporting Persons intend to communicate, directly or through intermediaries, with members of the Issuer’s management and board of directors concerning options for enhancing shareholder value and other…

Carlson Capital Offers to Backstop a RO at SWKH

(Market Cap $48M) June 20, 2014 SWK Holdings Corporation 15770 North Dallas Parkway, Suite 1290 Dallas, Texas 75248 Attention: Special Committee of the Board of Directors Gentlemen: As you know, on May 16, 2014, Carlson Capital, L.P. made a non-binding offer to acquire 80 million shares of newly issued common stock of SWK Holdings Corporation at a price…

Icahn Wants Family Dollar Sold

(Market Cap $7.8B) Mr. Howard Levine Family Dollar Stores, Inc. 10401 Monroe Road Matthews, North Carolina 28105   Dear Howard:   Although we appreciated the cordial nature of our discussion at last night’s dinner, it was apparent that we have a strong difference of opinion as to the future of our company.   Family Dollar…

Nierenberg Investment Has a Lot of Advice for Rosetta Stone

(Market Cap $214M; Nierenberg owns 8%) Purpose of Transaction The Reporting Persons purchased the Shares reported herein based on the Reporting Persons’ belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at…

Newcastle Formally Announces Senior Housing Spin Off

(Market Cap $1.7B; Dividend yield 8.2%) Newcastle Investment Corp. is spinning off its senior housing business. Newcastle intends to effect the spin-off by distributing shares of its subsidiary, New Senior Investment Group Inc, which will be listed ont he NYSE under the symbol SNR. New Senior will be a publicly traded real estate investment trust…

ION Asset Mgmt Wants Changes at Orbotech

(Market Cap $649M) The Management Company’s Letter to the Board of Directors and Appendices   June 9th, 2014   Via Email (michael.havin@orbotech.com) and Messenger The Board of Directors Orbotech Ltd. 7 Sanhedrin Boulevard North Industrial Zone Yavne 8110101 Israel   Re: 2014 Annual General Meeting of Shareholders of Orbotech Ltd. (the “Company”)   Dear Board…

Doucet Capital Wants AdCare Health Sold

June 9, 2014 Sent Via Certified Mail AdCare Health Systems Inc. Board of Directors 1145 Hembree Road Roswell, GA 30076-1122 Dear Board of Directors, As a point of introduction, my name is Chris Doucet and I am CEO and managing partnerof Doucet Asset Management. Doucet Asset Management has control of 1,383,229 sharesof ADK stock through its holdings of…

B/E Aerospace to Split via Spin-Off

B/E Aerospace, Inc., a manufacturer of aircraft cabin interior products and aerospace fasteners, consumables and logistics services, has commenced a process to separate its businesses into two independent, publicly traded companies — one focused on aircraft cabin interior equipment – design, development, manufacturing, certification and direct sales on a global basis (“Manufacturing Co.”), and the other…

JANA Files 13D on Recent Spin Civeo

PURPOSE OF TRANSACTION. The Reporting Person acquired the Shares in a spin-off of the Issuer from Oil States and believes that the Shares are undervalued and represent an attractive investment opportunity. The Reporting Person has had and may continue to have discussions with the Issuer’s management regarding a potential REIT conversion, the Issuer’s capital structure…

Carl Icahn Participates in Micro-Cap Kadus’ RO

(Market Cap $20M; Icahn owns 67.8%) Purpose of Transaction   Item 4 of the Schedule 13D is hereby amended by adding the following:   On June 6, 2014, the Reporting Persons acquired an aggregate of 12,563,840 Shares, at a price per Share of $1.53, upon exercise of the basic subscription rights and oversubscription rights allocated…

Lioneye Capital Ups Stake in Wausau Paper

Purpose of Transaction. The Reporting Persons purchased the Shares based on the Reporting Persons’ belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity.  Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase or sale of…

Meritor’s Litigation with Eaton Prompts 13D Filing

  PURPOSE OF TRANSACTION     The shares of Common Stock reported in this Schedule 13D have been purchased and held for investment in the ordinary course of business.  The Reporting Persons initially invested in the Issuer because they believed the stock was undervalued and represented a potentially profitable investment opportunity. As a result of a…

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