SCHEDULE 13D/A: Magnetar Funds Boost 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.
- The Reporting Persons collectively beneficially own 2,324,229 shares of Cross Country Healthcare, Inc. common stock as of January 2, 2025.
- This ownership represents approximately 7.20% of the company's outstanding shares, based on 32,227,395 shares reported outstanding by the company as of December 3, 2024.
- Since their 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 shares were acquired through open market transactions on NASDAQ and other trading markets.
- The Reporting Persons reserve the right to acquire additional securities or dispose of their current holdings in the future.
Sentiment
Score: 7
Explanation: The sentiment is positive due to a significant institutional investor increasing its stake in the company, indicating confidence and potential for future engagement or value creation.
Positives
- Increased beneficial ownership by Magnetar Financial LLC and its affiliates signals confidence in Cross Country Healthcare, Inc.
- The acquisition of an additional 377,295 shares demonstrates continued investment interest from a significant institutional investor.
Future Outlook
The Reporting Persons reserve the right to acquire additional securities of Cross Country Healthcare, Inc. in the open market, in privately negotiated transactions, or otherwise, and also reserve the right to dispose of all or a portion of their reported shares and/or other securities.
Industry Context
This filing reflects an institutional investor's increased stake in a healthcare staffing company, a sector that has experienced significant demand fluctuations and strategic shifts, particularly in the post-pandemic environment. Magnetar's increased position suggests a positive view on Cross Country Healthcare's specific prospects within this dynamic industry.
Stakeholder Impact
- Shareholders may view the increased institutional ownership as a positive indicator, potentially leading to increased investor confidence and share price stability or appreciation.
- The increased stake by Magnetar could lead to more active engagement with company management, potentially influencing strategic decisions or corporate governance in the future.
Next Steps
- The Reporting Persons may acquire additional shares or dispose of existing shares in the future, as they reserve the right to do so.
Legal Proceedings
- None of the Reporting Persons have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) in the last five years.
- None of the Reporting Persons have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction resulting in a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violation with respect to such laws in the last five years.
Key Dates
- 2022-12-22: Date of Limited Power of Attorney granted by David J. Snyderman.
- 2024-12-03: Date as of which Cross Country Healthcare, Inc. reported 32,227,395 shares outstanding in its Form 8-K.
- 2024-12-19: Start date of the period during which the 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 the Reporting Persons purchased additional shares, and the close of business date for the reported beneficial ownership.
- 2025-01-03: Date of the Joint Filing Agreement among the Reporting Persons and the filing date of this 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.
Disclaimer: This summary was generated by artificial intelligence and its accuracy is not guaranteed. The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.