These disclosures are from 13Ds filed with the Securities and Exchange Commission. 13Ds are filed within 10 days of an entity’s attaining more than 5% in any class of a company’s securities. Subsequent changes in holdings or intentions must be reported in amended filings. This material is from Aug. 17 through Aug. 23, 2023. Source: VerityData
Activist Holdings
LL Flooring Holdings
(LL)
F9 Investments reported holding 2,698,907 shares of the flooring retailer, equal to 8.8% of the outstanding stock. On May 26, F9 Investments, in conjunction with its wholly owned Cabinets to Go, made an unsolicited cash offer to acquire LL Flooring for $5.76 per share. F9 Investments withdrew that offer on Aug. 17, “in light of LL’s deteriorating financial and operational performance and eroding value, as disclosed in LL’s second-quarter 2023 results.”
LL Flooring’s board had already rejected the offer on June 26, believing that it “undervalued the worth” and the potential of the company.
Investors soured on LL Flooring after it reported year-over-year drops of 20.9% and 22.2% in second-quarter net sales and comparable-store sales, respectively, on Aug. 9. Shares have since whipsawed, surging higher after LL Flooring’s board announced on Aug. 14 that it was exploring strategic alternatives, only to falter after F9 Investments’ offer withdrawal three days later. F9 Investments is LL Flooring’s largest shareholder.
LL Flooring stock has dropped nearly 40% this year. Last month, the company named Robert L. Madore chief financial officer, effective on July 10. Madore was previously CFO of cannabinoid firm
Cronos Group
(CRON), and of retailers
American Eagle Outfitters
(AEO) and
Ralph Lauren
(RL). His predecessor at LL Flooring, Nancy Walsh, left in December.
Earthstone Energy
(ESTE)
Post Oak Energy Capital disclosed a position of 11,167,213 shares of the oil-and-gas explorer, equal to 10.5% of the outstanding stock. Post Oak Energy, through two affiliates, and Earthstone Energy entered into a voting and support agreement on Aug. 21 whereby Post Oak will vote all of its eligible Earthstone shares in favor of
Permian Resources
’ (PR) all-stock acquisition of Earthstone, announced that same day.
As part of the agreement, Post Oak will refrain from selling or transferring any Earthstone shares. The merger is expected to close by year end.
Decreases in Holdings
Alight
(ALIT)
Blackstone Group
(BX) cut its stake in the payroll-and-benefits technology firm to 47,751,475 shares. Affiliates of Blackstone, BX Tempo ML Holdco I and BX Tempo ML Holdco II, sold a combined 13,928,840 Alight shares through a secondary offering that priced the stock with the underwriters’ discount at $7.98 apiece.
The same Blackstone affiliates sold another 775,763 shares to Alight under an Aug. 15 repurchase agreement at the same price that was contingent on the offering’s close.
Both transactions closed on Aug. 22 and leave Blackstone with a 9.1% interest in Alight.
Wendy’s
(WEN)
Trian Fund reduced its position in the burger chain to 33,736,431 shares, including those owned by Nelson Peltz. Two Trian affiliates sold 2,905,569 Wendy’s shares “for portfolio management purposes” on Aug. 22, priced at $20.30 each. Trian Fund now holds 16.1% of the company’s tradable stock.
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