Monthly Archives: December 2015

New Senior to Conduct Dutch Auction for Shares

New Senior Investment Group Inc.  announced today the commencement of a modified “Dutch auction” self-tender offer to repurchase up to $30,000,000 in cash of shares of its common stock at a price per share within the range of $9.00 to $10.00, less applicable withholding taxes and without interest. The NYSE closing price of New Senior’s…

Scholastic to Conduct Dutch Auction for Shares

Scholastic Corporation, a publishing, education and media company, today announced that its Board of Directors has authorized the repurchase of up to $200 million of the Company’s common stock through a modified “Dutch Auction” tender offer and has approved a plan to generate more rental income from retailers from the lower floors of its headquarters…

Wintergreen Accuses CTO of Deception

December 17, 2015 Consolidated-Tomoka Land Co. c/o William L. Olivari, Audit Committee Chairman 8 Creekview Way Ormond Beach, FL 32174 Memorandum to: Consolidated-Tomoka Land Co. Independent Directors Subject: Possible Violations of Federal Securities Laws On November 13, 2015, Wintergreen Advisers, LLC sent the independent directors of Consolidated-Tomoka Land Co. (“CTO” or the “Company”) a letter…

DC Cap Again Offers to Buy Hill Int’l

Mr. David L. Richter President and Chief Executive Officer Hill International, Inc. One Commerce Square 2005 Market Street, 17th Floor Philadelphia, PA 19103 Dear David: As a shareholder, we appreciate your efforts to improve the financial performance of the company, but we remain disappointed in the results. During the First Quarter Earnings call, commitments were…

Shah Capital Files 13D on China Yuchai

Reason for transaction: The Reporting Person acquired the Shares because it believes the Shares are undervalued and represent an attractive investment opportunity. The reporting person intends to review its investment in the Issuer on a continuing basis and in connection therewith, had engaged in discussions with the Board of Directors, members of management, and/or other…

Clover Pushes for Sale of FISI

  MHC Mutual Conversion Fund 100 Crescent Court, Suite 575, Dallas, TX  75201   December 16, 2015 Board of Directors of Financial Institutions, Inc. c/o Sonia M. Dumbleton, Corporate Secretary 220 Liberty Street Warsaw, New York 14569 Board of Directors of Financial Institutions Group Inc. (FISI), I am writing to inform you that Clover Partners, L.P….

Wolverine Asset to Reconstitute JMI Board

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…

Gabelli Sends JMG a List of RE Holdings

On December 14, 2015 GAMCO’s CEO disseminated a spreadsheet showing the appraised values of a selection of the Issuer’s real estate portfolio (attached as Exhibit A).  GAMCO identified these properties through public records searches and does not believe Gannett’s current acquisition price adequately takes into account the Issuer’s real estate portfolio.  GAMCO previously noted that…

PL Capital Reiterates Concerns Re BANC

Purpose of Transaction. This is the PL Capital Group’s sixth amendment to its initial Schedule 13D filing.  In the aggregate, the PL Capital Group owns 5.9% of the Company’s Common Stock, based upon the Company’s outstanding shares as of October 30, 2015.  The PL Capital Group acquired the Common Stock because it believes the Common Stock is…

Lloyd Miller Pushes for MSN Sale

Purpose of the Transaction Item 4 is hereby amended and restated in its entirety as follows: The Shares covered by this Schedule 13D were acquired by Mr. Miller for investment purposes in the ordinary course of his business as an investor. Late filings of reports with the Securities and Exchange Commission. Mr. Miller believes that…

Sessa Cap Getting Impatient with Ashford

SESSA CAPITAL 1350 Avenue of the Americas, Suite 3110 New York, NY 10019 212-257-4410 December 10, 2015 Board of Directors c/o Mr. Curtis B. McWilliams, Lead Director Ashford Hospitality Prime, Inc. 14185 Dallas Parkway, Suite 1100 Dallas, TX 75254 Members of the Ashford Hospitality Prime Board of Directors, Sessa Capital is the third largest holder of Ashford Hospitality…

Lucas Advisors Calls for Capital Senior Sale

December 10, 2015 Capital Senior Living Corporation 14160 Dallas Parkway Suite, 300 Dallas, Texas 75254 Attention: Board of Directors Ladies and Gentlemen: Lucus Advisors LLC (“Lucus”), through its affiliated funds and managed accounts, currently owns approximately 5.6% of Capital Senior Living Corporation (“CSU” or the “Company”).  Lucus believes that CSU is deeply undervalued, and that…

Perpetual Energy to Distribute Rights

Perpetual Energy Inc. herein announces that, further to its November 20, 2015 press release, it has filed a final short form prospectus dated December 7, 2015 with the securities regulatory authorities in each of the provinces and territories of Canada in connection with its previously announced rights offering to acquire common shares of the Company for gross proceeds…

Insperity to Dutch Tender for Shares

Insperity, Inc., a leading provider of human resources and business performance solutions for America’s best businesses, today announced that it is commencing a modified “Dutch auction” tender offer to repurchase shares of its common stock up to an aggregate purchase price of $125 million. “Our confidence in our long-term financial outlook, the strength of our…

Cove Street Thinks Avid Shares are Undervalued

Cove Street disclosed a 5.4% ownership  The Securities reported in this filing have been purchased and held for investment purposes on behalf of client accounts in which CSC has discretionary investment and voting power. CSC believes this is an attractive investment opportunity and may engage in a constructive dialogue with officers, directors and other representatives…

Red Mountain Gives iRobot an Earful

On December 1, 2015, Red Mountain delivered a letter to Colin Angle, iRobot’s Chairman and Chief Executive Officer, and iRobot’s board of directors (the “Board”). In the letter, Red Mountain describes, among other things, iRobot’s history of poor stock price performance, lack of capital allocation discipline and shareholder unfriendly corporate governance practices and outlines a value…

Dalton Lays Out Plan for Eros

As contemplated by the Schedule 13D, Dalton and RCM are seeking to engage in constructive discussions with the Issuer’s management. In connection with such objective, Mr. Rosenwald, on behalf of Dalton and RCM, visited with the Issuer to discuss certain corporate governance matters, including the recommendation of a six-point action plan intended to improve the issuer’s…

Land & Building Sees ARPI as Undervalued

Land & Buildings Investment Management, LLC disclosed a 7.4% ownership in ARPI. 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…

Appaloosa Questions TerraForm’s Strategy

November 25, 2015 TerraForm Power 7550 Wisconsin Avenue, 9th Floor Bethesda, MD 20814 Attention: Board of Directors Gentlemen: We write in respect of Appaloosa Management LP’s (“AMLP”) holdings of TerraForm Power, Inc. (“TERP”) common equity and senior notes.  We note with interest this week’s announced changes to the TERP management team and Board of Directors.  …

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