SCHEDULE 13D/A: Magnetar Capital Boosts Stake in Cross Country Healthcare to 7.20%
Summary
- Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, and David J. Snyderman (collectively, the "Reporting Persons") have filed an Amendment No. 1 to their Schedule 13D.
- As of January 2, 2025, the Reporting Persons beneficially own an aggregate of 2,324,229 shares of Cross Country Healthcare, Inc. common stock.
- This ownership represents approximately 7.20% of the issuer's outstanding shares, based on 32,227,395 shares reported outstanding by the Company as of December 3, 2024.
- Since the initial Schedule 13D filing on December 20, 2024, the Reporting Persons purchased an additional 377,295 shares between December 19, 2024, and January 2, 2025.
- These recent purchases include 234,221 shares by PRA Master Fund, 99,991 shares by Systematic Master Fund, 22,272 shares by Relative Value Master Fund, and 20,811 shares by the Managed Account.
- The purchases were made in open market transactions on NASDAQ and other trading markets, with weighted average prices ranging from $17.88283 to $18.11968 per share during the period.
Sentiment
Score: 7
Explanation: The sentiment is positive due to a significant increase in institutional ownership by a reputable investment firm, indicating a vote of confidence in the company's value or future prospects.
Positives
- Increased institutional ownership by Magnetar Capital, a sophisticated investment firm, signals confidence in Cross Country Healthcare, Inc.
- The acquisition of an additional 377,295 shares demonstrates continued investment interest in the company's stock.
Risks
- The Reporting Persons reserve the right to acquire additional securities or dispose of all or a portion of their shares, which could introduce volatility to the stock price depending on their future actions.
Future Outlook
The Reporting Persons explicitly reserve the right to acquire additional securities of Cross Country Healthcare, Inc. in the open market, privately negotiated transactions, or otherwise, and also reserve the right to dispose of all or a portion of their shares. They do not currently have other specific plans or proposals related to the issuer.
Industry Context
This filing indicates a significant investment by a major financial firm in the healthcare staffing sector, suggesting potential positive sentiment or strategic interest in Cross Country Healthcare, Inc. within the broader healthcare industry.
Stakeholder Impact
- Shareholders: The increased stake by Magnetar Capital could be perceived positively, potentially leading to increased investor confidence and share price appreciation. However, future dispositions by Magnetar could also impact the share price negatively.
- Company Management: The significant ownership stake by an institutional investor may lead to increased scrutiny or engagement regarding corporate strategy and performance.
Next Steps
- The Reporting Persons may acquire additional shares or dispose of existing shares in the future, as stated in their filing.
Key Dates
- 2022-12-22: Date David J. Snyderman executed a Limited Power of Attorney for SEC filings.
- 2024-12-03: Date as of which Cross Country Healthcare, Inc. reported 32,227,395 shares outstanding in their Form 8-K.
- 2024-12-19: Start date of the period during which Reporting Persons purchased additional shares.
- 2024-12-20: Date of the initial Schedule 13D filing by the Reporting Persons.
- 2024-12-31: Date of event which required the filing of this Schedule 13D Amendment No. 1.
- 2025-01-02: End date of the period during which Reporting Persons purchased additional shares and the date as of which beneficial ownership is reported.
- 2025-01-03: Date of signing of the Joint Filing Agreement and the Schedule 13D Amendment No. 1.
Keywords
Filings with Classifications
Quarterly Report
- Revenue decreased by 22.6% year-over-year.
- Net loss attributable to common stockholders was $0.5 million, compared to a net income of $2.7 million in the same period last year.
Quarterly Report
- The closing of the Aya Merger is expected in the second half of 2025, subject to regulatory approvals, indicating a potential delay due to the FTC's Second Request for additional information.
Earnings Release
- Revenue, net income, and adjusted EBITDA were all down year-over-year.
Form 10-K/A Amendment
- The company did not achieve its minimum performance threshold for Company Annual Adjusted EBITDA of $64 million under the Annual Incentive Plan or $50 million pursuant to the additional element added during the year.
- The company slightly exceeded the threshold performance hurdle of $1.33 billion for Company Annual Revenue.
Annual Results
- The company's revenue decreased by 33.5% year-over-year.
- The company experienced a net loss attributable to common stockholders of $14.6 million, compared to a net income of $72.6 million in the previous year.
Annual Results
- The company now expects that the Aya Merger will close in the second half of 2025, subject to the satisfaction of other customary closing conditions, including regulatory approvals, a delay from the previously expected first half of 2025.
Earnings Release
- The company's revenue, net income, and adjusted EBITDA all decreased significantly compared to the prior year.
Form DEFA14A Filing
- The merger is delayed due to a second request for information from the FTC, pushing the expected closing to the second half of 2025.
Form DEFA14A Filing
- The merger closing is delayed, which is worse than the initially expected timeline.
Current Report (8-K)
- The merger closing is delayed to the second half of 2025 due to the FTC's Second Request.
Current Report (8-K)
- The merger between Cross Country Healthcare and Aya Healthcare is now expected to close in the second half of 2025 due to a second request for information from the FTC.
Merger Announcement
- The applicable waiting period under the HSR Act was extended to 11:59 p.m Eastern Time on February 20, 2025.
Schedule 13D Filing
- The increase in beneficial ownership by a prominent investment firm like Magnetar Capital is generally viewed as a positive signal by the market, indicating confidence in the company's prospects or valuation.
Beneficial Ownership Amendment
- The document indicates an increase in beneficial ownership by a significant institutional investor (Magnetar), which is generally perceived as a positive signal of confidence in the company's future prospects.
- Magnetar's stake has grown to 7.20%, indicating a substantial and growing commitment to the company.
Merger Announcement
- The acquisition price represents a significant premium for Cross Country shareholders, indicating a better than expected outcome for them.
Merger Announcement
- The acquisition includes a substantial premium of 67% and 68% over recent trading prices, indicating a better than expected outcome for shareholders.
Merger Announcement
- The acquisition price represents a significant premium of 67% to Cross Country's closing price on December 3, 2024, indicating a better than expected outcome for shareholders.
Quarterly Report
- The company's revenue decreased by 28.8% year-over-year, indicating a worse performance compared to the previous year.
- Net income attributable to common stockholders decreased significantly from $12.8 million to $2.6 million year-over-year, indicating a worse performance compared to the previous year.
- The Nurse and Allied Staffing segment experienced a 33.2% revenue decline, indicating a worse performance compared to the previous year.
Quarterly Report
- The company's revenue, net income, and adjusted EBITDA all decreased significantly year-over-year, indicating worse than expected results.
- The company's gross profit margin also declined, further contributing to the worse than expected results.
Quarterly Report
- The company's revenue decreased by 37% year-over-year.
- The company reported a net loss of $16.1 million compared to a net income of $21.3 million in the same period last year.
- The Nurse and Allied Staffing segment experienced a significant revenue decline of 41.2%.
Quarterly Report
- The company's revenue, net income, and adjusted EBITDA all decreased significantly year-over-year, indicating worse than expected results.
Current Report
- The company is expecting a $20 million bad debt charge, which is a negative impact on their financials.
Quarterly Report
- The company's revenue decreased by 39% year-over-year, indicating a significant downturn in performance.
- Net income attributable to common stockholders decreased substantially from $29.4 million to $2.7 million, reflecting a significant decline in profitability.
Quarterly Report
- The company's revenue, net income, and adjusted EBITDA all decreased significantly year-over-year, indicating worse than expected results.
- The company's gross profit margin also declined, further indicating worse than expected results.
- The company's diluted EPS and adjusted EPS were also significantly lower than the prior year, indicating worse than expected results.
Proxy Statement
- The company did not achieve its threshold performance hurdles for Company Annual Adjusted EBITDA or Company Annual Revenue in Fiscal 2023, resulting in no awards for the Objective Bonus component for NEOs.
- The company's Fiscal 2023 Adjusted EBITDA margin of 7.2% was below the performance hurdle of 7.5%.
Annual Results
- The company's revenue decreased by 28% year-over-year, indicating worse than expected results.
- Net income attributable to common stockholders decreased significantly, indicating worse than expected results.
Quarterly Report
- The company's revenue, net income, and adjusted EBITDA all decreased significantly year-over-year, indicating worse than expected results.
- The company's guidance for Q1 2024 also indicates a continued decline in financial performance.
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