Juniper Networks reached a settlement agreement with Elliott by appointing two new independent directors to its board
Paul Singer’s activist hedge fund, Elliott increased its position in Informatica Corporation and reduced its stake in Juniper Networks based on its latest 13D filings with the Securities and Exchange Commission (SEC).
Details of Elliott’s investment in Informatica
Elliott and its affiliates collectively own 9.4% of the outstanding shares of Informatica Corporation. The activist hedge fund’s previous filing showed an 8% stake in the company.
Last month, Elliott believed that the shares of Informatica are “significantly undervalued,” and the firm initiated a discussion with the leadership of the company regarding measures to maximize shareholders value.
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Based on its latest filing, Elliott and Elliott International entered into notional principal amount derivatives agreement in the form of cash settle swaps with respect to 1,445,000 shares and 2,800,000 shares of Informatica, respectively.
The derivative agreements held by Elliott and Elliott International account for an economic exposure of approximately 3.9% of the outstanding common stock of the company. The firms disclaim beneficial ownership in the subject shares.
The filing also indicate that Elliott bought calls options that carry the right to call as much as 1,263,900 shares for $15 per share from counterparties , if such right is exercised before or on April 18, 2015.
Elliott International also purchased call options that carry the right to call 2,358,400 shares from counterparties for $15 per share, if such right is exercised prior to or on April 18, 2015.
Elliott’s settlement agreement with Juniper Networks
On the other hand, Elliott, Elliott International and EICA collectively and beneficially own 39,241,000 shares or 9.6% of the outstanding common stock of Juniper Networks based on its filing.
Since last year, Elliott has been demanding board seats from Juniper Networks, and even threatened to launch a proxy fight if the company does not take steps to be able to deliver long-term value to shareholders. At the time, the board of the company said it would evaluate the proposals submitted by the activist hedge fund.
Based on the filing, Juniper Networks reached a settlement agreement. The board of directors of the company agreed to to appoint Jim Dolce and Rahul Merchant as new independent directors effective March 1, 2015.
Juniper Networks also agreed to nominate up to 11 individuals for election including the new independent directors together with Gary Daichendt and Kevin DeNuccio during the 2015 annual meeting of shareholders. The company agreed that the size of the board will not be more than 11 directors until the termination of the restricted period as defined by the settlement agreement.