Form 4: Amberjack Capital Partners and Affiliates Report Acquisition of Innovex International Shares Following Merger
SEC Form 4
Amberjack Capital Partners and related entities report acquiring shares of Innovex International, Inc. following the merger with Dril-Quip, Inc. and Innovex Downhole Solutions, Inc.
Summary
- Amberjack Capital Partners, along with several affiliated entities, filed a Form 4 with the SEC detailing changes in beneficial ownership of Innovex International, Inc. (INVX) common stock.
- The filing reports the acquisition of shares resulting from the merger between Dril-Quip, Inc. and Innovex Downhole Solutions, Inc.
- The shares were acquired on September 6, 2024, in exchange for shares of Innovex Downhole Solutions, Inc.
- Amberjack Capital Fund II, L.P. acquired 21,773,618 shares, Innovex Co-Invest Fund II, L.P. acquired 5,083,965 shares, Innovex Co-Invest Fund, L.P. acquired 1,204,903 shares, Intervale Capital Fund II, L.P. acquired 1,039,364 shares, Intervale Capital Fund III, L.P. acquired 267,457 shares, and Intervale Capital Fund II-A, L.P. acquired 515 shares.
- The filing indicates that Amberjack Capital Partners and related entities may be deemed to be the beneficial owners of these shares due to their relationships and control over voting and dispositive power.
Sentiment
Score: 6
Explanation: The document is a standard regulatory filing, so the sentiment is neutral. The merger completion is generally a positive event, but the filing itself is simply a factual report.
Positives
- The merger completion and subsequent acquisition of shares by Amberjack and its affiliates could be seen as a positive sign of confidence in the newly formed Innovex International, Inc.
Risks
- The Form 4 filing itself doesn't inherently indicate risks, but the concentration of ownership by Amberjack and its affiliates could potentially influence corporate decisions.
- The disclaimer of beneficial ownership by Connelly and Turowsky beyond their pecuniary interests could suggest a complex ownership structure that warrants further scrutiny.
Industry Context
The merger between Dril-Quip and Innovex Downhole Solutions, resulting in Innovex International, reflects a trend of consolidation in the oil and gas equipment and services sector.
Stakeholder Impact
- Shareholders of Innovex Downhole Solutions received shares of Innovex International as a result of the merger.
- The increased ownership stake of Amberjack Capital Partners and its affiliates could influence the strategic direction of Innovex International.
Key Dates
| Date | Description |
|---|---|
| 03/18/2024 | Date of the Agreement and Plan of Merger between Dril-Quip, Inc., Ironman Merger Sub, Inc., DQ Merger Sub, LLC, and Innovex Downhole. |
| 09/06/2024 | Date of the transaction where shares were acquired. |
| 09/10/2024 | Date of the Form 4 filing. |
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