18 Sept 2018director interest notice● Neutral
STR Sub Inc. 10%+ owner Jana Partners LLC sold 803,393 shares.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
10 Sept 2018securities registration● Neutral
STR Sub Inc. registered a securities offering with the SEC using its shelf eligibility.
5 Sept 2018substantial holder notice● Neutral
Royal Resources L.P, Royal Resources GP L.L.C, Blackstone Energy Management Associates L.L.C, Blackstone Management Associates VI L.L.C, Blackstone EMA L.L.C, BMA VI L.L.C, Blackstone Holdings III L.P, Blackstone Holdings III GP L.P, Blackstone Holdings III GP Management L.L.C, The Blackstone Group L.P, Blackstone Group Management L.L.C, Stephen A. Schwarzman disclosed a new substantial STR Sub Inc. shareholding (43.40% of votes).
4 Sept 2018director interest notice● Neutral
David Foley became a STR Sub Inc. director and company insider (initial ownership filing).
4 Sept 2018director interest notice● Neutral
Angelo G Acconcia became a STR Sub Inc. director and company insider (initial ownership filing).
4 Sept 2018director interest notice● Neutral
William David Anderson became a STR Sub Inc. director and company insider (initial ownership filing).
4 Sept 2018director interest notice● Neutral
Adam M Jenkins became a STR Sub Inc. director and company insider (initial ownership filing).
4 Sept 2018director interest notice● Neutral
Jana Partners LLC became a STR Sub Inc. 10%+ owner and company insider (initial ownership filing).
4 Sept 2018director interest notice● Neutral
Jonathan R Hamilton became a STR Sub Inc. director and company insider (initial ownership filing).
4 Sept 2018substantial holder notice● Neutral
JANA PARTNERS LLC reported a STR Sub Inc. shareholding of 6,487,787 shares (13.40% of votes) in a periodic institutional filing.
4 Sept 2018substantial holder notice● Neutral
Eric M. Mindich, Everblue Osprey disclosed a new substantial STR Sub Inc. shareholding (5.45% of votes).
4 Sept 2018director interest notice● Neutral
Blackstone Holdings III L.P. became a STR Sub Inc. 10%+ owner and company insider (initial ownership filing).
4 Sept 2018director interest notice● Neutral
Resources L.P. Royal became a STR Sub Inc. 10%+ owner and company insider (initial ownership filing).
29 Aug 2018business combination● NeutralMajor
The Royal Resources deal agreed on June 3, 2018 closed on August 23, 2018, and Osprey Energy Acquisition Corp. is now Falcon Minerals Corporation, holding its business through Falcon Minerals Operating Partnership (Opco) in an 'Up-C' structure. At closing the company set up an 11-seat board (six Blackstone designees, two Osprey Sponsor, three independent), adopted a 2018 incentive plan reserving 8,600,000 Class A shares (approved by stockholders at the special meeting), and Opco signed a Citibank credit facility of up to $500.0 million with an initial $115.0 million borrowing base, of which $38.0 million was drawn at closing. This resolves the open thread on the vote, closing and name change; the filing text provided does not show the final redemption level.
24 Aug 2018director interest notice● Neutral
STR Sub Inc. CFO, Chief Legal Officer & Sec Jeffrey F Brotman bought 25,000 shares on the open market at $10.00.
24 Aug 2018director interest notice● Neutral
STR Sub Inc. director Steven R Jones bought 30,000 shares on the open market at $10.00.
24 Aug 2018director interest notice● Neutral
STR Sub Inc. Executive Chairman Edward E Cohen bought 750,000 shares on the open market at $10.00.
23 Aug 2018listing compliance notice● NeutralMajor
STR Sub Inc.'s exchange filed to remove a class of its securities from listing.
16 Aug 2018substantial holder notice● Neutral
Integrated Assets II LLC, Millennium Management LLC, Millennium Group Management LLC, Israel A. Englander disclosed a new substantial STR Sub Inc. shareholding (6.30% of votes).
10 Aug 2018quarterly activities report● Neutral
STR Sub Inc. reported quarterly revenue of $26.3 million and net income of $17.0 million for the period ended 2018-06-30.
3 Aug 2018business combination● NeutralMajor
Osprey filed the definitive version of its proxy statement for the special meeting on the Royal Resources deal, with the same proposals as the June preliminary version. It now states the post-closing symbols would be FLMN (shares) and FLMNW (warrants), with a NYSE listing to be applied for. Redemption rights are unchanged (illustrative about $10.06 per share, 15% cap, tender at least two business days before the vote). The vote itself has not happened yet.
14 June 2018business combination● NeutralMajor
Osprey filed a preliminary proxy statement asking stockholders to vote on the Royal Resources deal ($800 million, per the June 3, 2018 agreement), a charter change creating Class C stock, share issuances including 11,480,000 Class A shares sold for $114,800,000 to fund part of the cash payment, and a 2018 incentive plan. Public holders can redeem for cash from the trust (about $10.06 per share illustratively, based on about $276.7 million at March 31, 2018), even if they vote yes, capped at 15% of IPO shares per holder or group. The sponsor and insiders, about 20% of the stock, have agreed to vote in favor.
4 June 2018capital raising announcement● NeutralMajor
On June 3, 2018, Osprey agreed to acquire the Royal Resources minerals and royalty businesses from a group of contributors for $800 million: $400 million in cash and 40 million Opco common units valued at $10.00 each (more units and less cash if redemptions leave too little cash). The deal needs at least $355 million of cash for the sellers, stockholder approval, and closing by December 31, 2018. Royal LP can earn up to 20 million more units if the share price reaches $12.50 and $15.00 on a 30-day average. The combined company would be renamed Falcon Minerals Corporation, with 11 directors (six from Blackstone, two from Osprey Sponsor, three independent). This is the business combination the 2017 IPO money was raised to pursue.
9 May 2018quarterly activities report● Neutral
STR Sub Inc. reported quarterly revenue of $20.3 million and net income of $53.9 million for the period ended 2018-03-31.
14 Feb 2018substantial holder notice● Neutral
Samlyn Capital, LLC, Samlyn, LP, Robert Pohly disclosed a new substantial STR Sub Inc. shareholding (9.10% of votes).
14 Feb 2018substantial holder notice● Neutral
JANA PARTNERS LLC disclosed a new substantial STR Sub Inc. shareholding (9.10% of votes).
14 Feb 2018substantial holder notice● Neutral
ANGELO, GORDON & CO., L.P, MICHAEL L. GORDON disclosed a new substantial STR Sub Inc. shareholding (7.27% of votes).
14 Feb 2018substantial holder notice● Neutral
Osprey Sponsor, LLC, Jonathan Z. Cohen disclosed a new substantial STR Sub Inc. shareholding (20.00% of votes).
9 Feb 2018substantial holder notice● Neutral
Polar Asset Management Partners Inc disclosed a new substantial STR Sub Inc. shareholding (9.40% of votes).
19 Jan 2018director interest notice● Neutral
STR Sub Inc. Chief Executive Officer Jonathan Z Cohen disposed of 312,500 shares via option/appreciation-right settlement.