Thursday, July 17, 2008

Merger Arbitrage

*I generally don't post about specific stocks, but I haven't gotten around to some of the research I meant to do and something I am looking at is increasingly looking worthwhile.

Merger arbitrage is the art of buying companies that are getting acquired and selling companies that are acquiring. When the merger goes through, you collect the spread between them. If the merger doesn't go through, the spread widens and you lose money.

Alpha Natural Resources (ANR) is a coal stock and Cleveland-Cliffs (CLF) is an iron and coal stock. Cleveland-Cliffs announced on July 15th that it will purchase ANR for $22.23 and .95 shares of CLF. On the 16th, ANR opened up around 119 after trading around 95 the past few days and then proceeded to tank back down to a close of around 96 at the close of the 17th. CLF was trading around 110 prior to the announcement and has come down to about 97.25.

Based on current prices, 100 shares of ANR should be worth 22.23*100+97.25*95=$11,462 and only cost $9,580 on the market. Since the value of the ANR is dependent on the value of CLF, you would sell short the CLF in a merger arb situation. This way when you receive the 95 shares of CLF you can deliver them to whomever you borrowed the stock from.

For example, assuming the existing prices are where you buy and short and the merger closes, that means that ANR will be priced such that what you can buy equals 22.23*100+p*95, where p is the price of CLF. If CLF closes out at 100, ANR should be worth 117.23 per share. After your ANR shares are converted to CLF, you can close out your short (worth 95*100 dollars) and keep 2223 (22.23*100). The merger is supposed to complete at the end of the year and depending on how your margin account is handled, it looks like you could put up about 20k for an annualized return of about 20%.

That's not to say that this isn't risky. Merger arbitrage is a very risky business and it admittedly isn't mine. Given how that ANR has fallen fairly significantly since the announcement came out, the market is pricing (excluding shorting costs and TVM) that the stock is only worth three-quarters a share of CLF. I will be waiting for more details, particularly the proxy. Do your homework and certainly don't blindly follow me. I would have bought it on the open of 7/16 and have lost like 20 dollars a share already on ANR and not made it back on CLF. At these prices and this spread, I feel like it would be less risky given the potential gain.

SEC 8-K form
Press Release

edit: Harbinger Capital increased a position from 3/31 of about 8.73% to about 18.36% and announced in a 13D that they would oppose the merger.

1 comment:

AlphaSigma said...

From the definitive merger agreement (Section 7.3 (b)(y)) we learn that the deal can be terminated in case of no vote by CLF shareholders and the penalty for this is just $100m, less than 1% of deal value. CLF management has given its own shareholders a pretty cheap option to look at the market reaction before making the final decision.

On another note, wanted to ask "Kirzner Fervor", the author of this blog, if you have a email address. I wanted to ask you a couple of questions on day trading. My email is AlfredoNY@hotmail.com