These stocks were some of the biggest movers last week, all moving higher more than 30%.
OceanFreight (OCNFD) jumped 139% after it agreed to a buyout. DryShips (DRYS) and the company announced that the companies entered into a definitive agreement for DryShips to acquire the outstanding shares of OceanFreight for consideration per share of $19.85, consisting of $11.25 in cash and 0.52326 of a share of common stock of Ocean Rig UDW (OCNRF.PK), a global provider of offshore ultra deepwater drilling services that is 78% owned by DryShips. The Ocean Rig shares that will be received by the OceanFreight shareholders will be from currently outstanding shares held by DryShips. Under the terms of the transaction, the Ocean Rig shares will be listed on the Nasdaq Global Select Market upon the closing of the merger.
Based on the July 25 closing price of 89.00 NOK ($16.44) for the shares of Ocean Rig on the Norwegian OTC, the transaction consideration reflects a total equity value for OceanFreight of approximately $118 million and a total enterprise value of approximately $239 million, including the assumption of debt.
The transaction has been approved by the boards of directors of DryShips and OceanFreight, by the audit committee of the board of DryShips, which negotiated the proposed transaction on behalf of DryShips, and by a special committee of independent directors of OceanFreight established to negotiate the proposed transaction on behalf of OceanFreight.
Marshall Edwards (MSHL) rose 74% after one of its product candidates showed activity. The company announced the publication of results from a pre-clinical study of NV-128 showing activity in chemotherapy-resistant ovarian cancer stem cells. NV-128 is the prodrug of the company's investigational compound and lead mitochondrial inhibitor drug candidate, NV-344.
Previous studies conducted at Yale University showed that NV-128 is able to inhibit tumor growth in an ovarian cancer animal model without inducing significant toxicity, suggesting a sufficient therapeutic window that may allow compounds of this class to be safely administered to patients. Once administered, NV-128 is demethylated in vivo to NV-344, its active metabolite, which has been shown to be significantly more potent than NV-128 in pre-clinical research studies. Marshall Edwards plans to complete the required pre-clinical studies of NV-344 to submit an Investigational New Drug application to the FDA by the first quarter of 2012.
Seven Arts Pictures (SAPX) climbed 55% after it announced an agreement for one of its movies. The company announced an agreement with Prodigy Pictures to jointly produce and distribute Neuromancer, based on the best-selling science fiction novel by William Gibson. Prodigy hopes to arrange substantial financing for the film, which is expected to have a production budget of approximately $60 million. Prodigy's founder and CEO Jay Firestone will be the lead producer on Neuromancer and will supervise all elements of production for the film. Principal photography on the film is expected to begin in the first quarter of 2012.
Allied Healthcare International (AHCI) jumped 53% after it agreed to be acquired for $3.90/share. The company announced that it has entered into a definitive agreement to be acquired by Saga Group Limited for $3.90 per share, which represents a premium of 59% to Allied's closing price on July 28 of $2.45. The aggregate purchase price for all outstanding shares of Allied common stock, including outstanding options, will be approximately $175 million.
The terms of the agreement were unanimously approved by Allied's board. The transaction is not subject to a financing condition. Completion of the transaction is subject to the approval of Allied's shareholders and certain other terms and conditions customary for transactions of this type, including regulatory approvals. Completion of the transaction is expected to occur in the fourth calendar quarter of 2011.
S1 (SONE) jumped 34% after it received a takeover offer for $9.50/share. ACI Worldwide (ACIW), an international provider of payment systems, announced that it proposed to acquire all of the outstanding shares of S1 for per share consideration of $9.50 in a cash and stock transaction valued at approximately $540 million. ACI's proposal represents a 33% premium to S1's market price on July 25, the last trading day prior to this announcement, a 32% premium to the volume weighted average price of S1 shares over the last 90 days, and a 23% premium to the 52-week high of S1 shares. Under the ACI proposal, S1 shareholders could elect to receive cash and/or stock for their S1 shares, subject to proration such that in the aggregate 40% of the consideration is paid in ACI shares and 60% is paid in cash. ACI's proposal is structured so that the receipt of the stock portion of the consideration will be tax-free to S1 shareholders.
Upon completion of the transaction, and based on the most recent closing price of ACI's common stock, S1 shareholders would own approximately 15% of the combined company and ACI shareholders would own approximately 85% on a fully diluted basis. ACI has secured committed financing from Wells Fargo Bank, N.A. for the cash portion of the transaction. It is anticipated that the proposed transaction could close as early as the fourth quarter.
Disclosure: I have no positions in any stocks mentioned, and no plans to initiate any positions within the next 72 hours.