On Friday, Time Warner Cable Inc (NYSE:TWC)’s shares inclined 0.65% to $178.06.
Time Warner Cable Inc (TWC) merger and the MAC clause
The MAC (material adverse change) clause is one of the first things that arbitrageurs look at. In the case of the deal between Time Warner Cable (TWC) and Charter Communications (CHTR), the MAC clause lays out the circumstances under which Charter can back out of its deal with Time Warner Cable. Let’s take a look at the specific conditions that could stop this deal.
The MAC clause, paraphrased
As a general rule, MAC clauses follow a similar format. Pretty much anything that has a material adverse effect on the company will be considered a MAC, but there are exceptions to that rule.
Please note that the MAC clause has been paraphrased here to limit the legalese, with added comments in italics. You should still read and understand the actual language in the merger agreement.
A Company Material Adverse Effect means a material adverse effect on (i) the condition—financial or otherwise, business, assets, or results of operations of the Company and its Auxiliaries, taken as a whole, or (ii) the Company’s ability to consummate the transactions contemplated by this Agreement. Note that this is the standard MAC language. The carve-outs follow.
In this case, note that there’s a disproportionate effect clause. So, if these carve-outs impact Time Warner Cable in a disproportionate way relative to other cable TV companies, then it’s still a MAC.
Time Warner Cable Inc., together with its auxiliaries, provides video, high-speed data, and voice services in the United States. It operates in three segments: Residential Services, Business Services, and Other Operations. The Residential Services segment offers video services, counting video on demand, digital video recorder, and start over and look back services; high-speed data services that comprise communication tools and personalized services, such as email, PC security, parental controls, and online radio services; voice services that comprise unlimited calling in the United States, Canada, Puerto Rico, and Mexico; and IntelligentHome, a security and home administration service.
Quanta Services Inc (NYSE:PWR)’s shares gained 0.75% to $29.40.
Quanta’s presentation for the Credit Suisse Engineering & Construction Conference will be broadcast live over the Internet. Live webcast links will be accessible on Quanta’s website at www.quantaservices.com and will also be archived for replay on the website and through the Quanta Services Investor Relations app for iPhone, iPad and Android devices.
Quanta Services Inc (PWR) declared that company administration will present at the Credit Suisse Engineering & Construction Conference to be held June 4, 2015, in New York City. Jim O’Neil, president and chief executive officer and Derrick Jensen, chief financial officer, will present at the Credit Suisse Engineering & Construction Conference on Thursday, June 4, 2015, at 10:10 a.m. eastern time.
Quanta Services, Inc. provides specialty contracting services to the electric power, and oil and gas industries in North America and internationally. The companys Electric Power Infrastructure Services segment provides network solutions comprising design, installation, upgrade, repair, and maintenance of electric power transmission and distribution infrastructure, and substation facilities. It also provides emergency restoration services, counting the repair of infrastructure. In addition, this segment designs, installs, and maintains renewable energy generation facilities comprising solar, wind, and various types of natural gas generation facilities.
At the end of Friday’s trade, Fidelity National Information Services (NYSE:FIS)‘s shares surged 0.68% to $62.20.
Fidelity National Information Services (FIS) a global leader in banking and payments technology as well as consulting and outsourcing solutions, continues to advance the automotive industry with disruptive innovation that has generated major, new business and earned multiple awards for quality.
FIS recently was selected by the finance company of one of the nation’s largest auto makers to provide core servicing, collections and customer service for the United States and Canada through its AutoSuite solution. Already supporting 13 of the top 25 auto lenders in the U.S., FIS solutions will allow the auto maker to provide full-service lending services to customers, counting commercial and personal loans and leases.
Fidelity National Information Services, Inc. provides banking and payments technology, consulting, and outsourcing solutions worldwide. Its Financial Solutions Group segment offers core processing software applications to run banking processes; retail banking delivery applications that enable financial institutions to integrate and streamline customer-facing operations and back-office processes; fraud, risk management, and compliance solutions; syndicated loan applications that support wholesale and commercial banking operations; and onshore and offshore commercial services, such as consulting engagements, application development projects, operations support, and infrastructure management, as well as integrated consulting and advisory, technology, and IT transformation services.
Synergy Resources Corp (NYSEMKT:SYRG), ended its Friday’s trading session with 2.70% gain, and closed at $11.80.
Synergy Resources Corp (SYRG) declared that it successfully closed on the Sixth Amendment to its $500 million credit facility led by SunTrust Bank. The regular semi-annual redetermination provides for a borrowing base of $175 million. The facility presently bears interest at 2.5%, which is based upon LIBOR or Prime Rate plus a margin, with a floor interest rate of 2.5%.
Monty Jennings, CFO of Synergy Resources, stated that their borrowing base reflects the 25% growth of their proved reserves to over 40mm BOE as of February 28th, 2015 when contrast to our fiscal year end reserves at August 31, 2014. They appreciate receiving unanimous approval of the $175 million borrowing base from the eight banks participating in the credit facility. Accessible borrowings under the facility and the $183 million of cash on their balance sheet as of May 31st, 2015 provides about $217 million in liquidity to Synergy as they develop their Wattenberg assets with horizontal drilling and as they expand their footprint in the Greater Wattenberg Area through leasing and acquisition activities.
Synergy Resources Corporation engages in the acquisition, development, exploitation, exploration, and production of oil and natural gas properties primarily located in the Denver-Julesburg Basin in northeast Colorado. It holds interests in the Wattenberg field covering about 31,000 net developed and undeveloped acres located
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