Merger Arbitrage Mondays – December 20, 2010

Expected to close in the second half of 2011 for a closing value of $422 million. On the completion of the merger, LTX – Credence Corporation shareholders will receive 0.96 Verigy shares or Holdco stock for each LTX-Credence share.

The ratio was increased to 0.6485 on November 4, 2010.

Update Nov 15: 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 10/1/2010: Dollar Thrifty shareholders rejected the Hertz deal yesterday. DTG has indicated its willingness to work with Avis's offer of nearly $53 per share ($45.79 in cash plus 0.6543 shares of Avis) but has asked the company to hold off on making a formal offer.

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 third quarter of 2011 for a closing value of $138 million. On the completion of the merger, Pennichuck shareholders will receive $29.00 per share in cash.

5.07%

Expected to close before the end of July 2011 for a closing value of $4.1 billion. On the completion of the merger, Marshall and Ilsley shareholders will receive 0.1257 shares of Bank of Montreal per share held.

4.17%

Expected to close in the first quarter of 2011 for a closing value of $2.41 billion. On the completion of the merger Crucell NV shareholders will receive Euro 24.75 per share in cash (approximately $34 at the time of announcement).

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 the first half of 2011 for a closing value of $12.9 billion. On the completion of the merger, Alcon Inc. shareholders will receive $168 per share in cash.

Update Oct 29, 2010: Following the release of third quarter results by McAfee, CEO Dave DeWalt reiterated that the Intel deal is ?on track? to close by mid-2011. We have updated the closing date to 6/30/2011 from 12/31/2010.

3.23%

Expected to close in the first quarter of 2011 for a closing value of $37 million. On the completion of the merger, VCG Holdings shareholders will receive $2.25 per share in cash.

Expected to close in the first quarter of 2011. On the completion of the merger, Optelecom-NKF shareholders will receive $2.45 per share in cash.

Expected to close in the second quarter of 2011 for a closing value of $583 million. On the completion of the merger, Eurand N.V. shareholders will receive $12.00 per share in cash.

1.65%

Expected to close in the first quarter of 2011 for a closing value of $4 billion. On the completion of the merger, Del Monte Foods shareholders will receive $19 per share in cash.

1.16%

Expected to close in the first quarter of 2011 for a closing value of $39 million. On the completion of the merger, Rock of Ages shareholders will receive $5.25 per share in cash.

1.14%

Update 12/17/2010: Pfizer extended its tender offer to 1/21/2011. The merger has been delayed as the companies await approval from U.S. regulators. They expect the merger to close in the first quarter of 2011.

Expected to complete in the fourth quarter of this year or first quarter of 2011 for $171 million. On the completion of the merger, Occam Networks shareholders will receive approximately $7.75 per share. The deal is a cash plus stock deal with Occam shareholders receiving $3.8337 in cash and 0.2925 shares of Calix.

0.86%

Expected to close in the fourth quarter of 2010 for a closing value of $450 million. On the completion of the merger, Hess will issue 0.1373 shares of its stock for each outstanding share of American Oil & Gas.

0.78%

Expected to close for a closing value of $525 million. On the completion of the merger, CPI International shareholders will receive $19.50 per share in cash. The transaction is subject to CPI stockholder approval, and is also subject to a number of customary regulatory and other closing conditions.

Expected to close in the fouth quarter of 2010 for a closing value of $130 million. On the completion of the merger, Nu Horizons Electronics shareholders will receive $7.00 per share in cash.

Expected to close by the end of the year 2010 for a closing value of $84.8 million. On the completion of the merger, Comforce corp shareholders will receive $2.50 per share in cash.

Expected to close in the first quarter of 2011 for a closing value of $2.1 billion. On the completion of the merger, Dionex shareholders will receive $118.50 per share in cash.

0.08%

Expected to close by the end of 2010 for a closing value of $75.7 million. The cash deal is @ $45 per share

Expected to close in the fourth quarter of 2010 for a closing value of $70 million. On the completion of the merger Comm Bancorp shareholders will receive 3.4545 shares of F.N.B. common stock and $10.00 in cash for each share of Comm Bancorp held.

Based on Atlas Pipeline Holdings' closing price on November 8, these units have a value of $5.09 per Atlas Energy share.

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.

If the Community Bank System Market Price is equal to or greater than $19.71, or equal to or less than $25.35, then the ratio will be determined by a quotient (rounded to the nearest one-thousandth) obtained by dividing $9.50 by the Community Bank System Market Price.
If the Community Bank System Market Price is greater than $25.35, then the quotient is 0.3748.
If the Community Bank System Market Price is less than $19.71, then the quotient is 0.4820.

Expected to close in the first quarter of 2011 for a closing value od $665 million. On the completion of the merger, Dynegy shareholders will receive $5.50 per share in cash.

Expected to close in the first quarter of 2011 for a closing value of $23.8 million in an all-stock deal. On the completion of the merger, Cadence shareholders will receive receive 0.097 shares of Trustmark common stock for each share of Cadence they hold.
Revision on 10/06/2010: Cadence Financial agreed to be acquired by Community Bancorp for $38 million at $2.50 per share in cash, after terminating its previously announced agreement with Trustmark Corporation

Expected to close by the end of the year 2010 for a closing value of $890 million. On the completion of the merger, Allis-Chalmers shareholders will get $4.25 in cash or 1.15 Seawell shares for each shares of Allis-Chalmers, subject to proration if more than 35% of the shares elect to receive cash. Seawell Ltd is registered in the Norwegian OTC system, ticker symbol SEAW.