Hedge Funds

As expected, in a 13D filing on Vivus, Inc. (NASDAQ: VVUS), Alexander J. Denner, Ph.D.hedge fund Sarissa Capital disclosed a 1.99%, or 2,007,099 share, stake in the company. The firm did not hold shares at the end of the latest quarter ending March 31, 2013.

On May 22, 2013, Dr. Denner entered into an agreement (the “Nomination Agreement”) with First Manhattan Co. (“FMC”), a beneficial owner of 9,706,976 Shares (the “FMC Shares”), pursuant to which, among other things, Dr. Denner agreed to become a member of the slate of directors to be nominated to the Issuer’s board by an affiliate of FMC at the Issuer’s upcoming annual meeting (the “Annual Meeting”). The Nomination Agreement also provides that the Reporting Persons will not dispose of any Shares prior to the conclusion of the Annual Meeting. The Reporting Persons intend to participate in the solicitation of proxies by FMC and certain of its affiliates in respect of the Annual Meeting.

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The noose around SAC Capital Steve Cohen's neck is getting tighter. Reports Thursday from the Wall Street Journal said three senior SAC Capital executives received subpoenas related to the government's ongoing insider trading probe.

Those receiving subpoenas were Thomas Conheeney, SAC's President since 2008, Steven Kessler, the firm's compliance officer since 2005, and Phillipp Villhauer, SAC's head of trading.

All three men work closely with Mr. Cohen, who received a subpoena in recent weeks, and are considered part of his inner circle.

Tessera Technologies, Inc. (NASDAQ: TSRA) announced it has entered into a settlement agreement with Starboard Value LP (“Starboard”) regarding the composition of the Company’s Board of Directors (the “Board”). Pursuant to the agreement, after the Company’s upcoming 2013 Annual Meeting (the “Annual Meeting”), the Board will consist of 10 directors, including six of Starboard’s nominees and four of the Company’s nominees.

Upon the execution of the agreement, Robert J. Boehlke and Anthony J. Tether resigned from the Board effective immediately. The Board was then expanded from eight to 12 members. The six Starboard nominees, Tudor Brown, George Cwynar, Peter A. Feld, Tom Lacey, George Riedel and Don Stout, were appointed to the Board to fill the resulting vacancies. The Company agreed to nominate a total of 10 nominees for election to the Board at the Annual Meeting, including the six Starboard nominees, as well as John Chenault, Richard S. Hill, Christopher A. Seams and Timothy J. Stultz from the Company’s slate. John H.F. Miner and David C. Nagel have each agreed not to stand for re-election to the Board at the Annual Meeting.

To allow additional time for stockholders to vote on the revised slate of director nominees as indicated in the settlement agreement with Starboard, Tessera also announced that the scheduled Annual Meeting will convene today solely for the purpose of adjourning the Annual Meeting to June 7, 2013, to be held at the Company’s corporate headquarters at 3025 Orchard Parkway San Jose, California 95134. Tessera will prepare and mail to stockholders a proxy statement supplement in connection with the agreement with Starboard. The record date for stockholders entitled to vote at the Annual Meeting remains April 12, 2013.

Starboard will withdraw its notice of nomination of persons for election as directors and vote its shares at the Annual Meeting for all 10 of the Company’s nominees.

In addition, the newly configured Board will promptly appoint an interim CEO from among the Starboard slate of nominees. Richard S. Hill, currently interim CEO and executive chairman, will return to his prior role as non-executive chairman. Upon the Board’s eventual appointment of a successor to the interim CEO, one of the directors from the Company’s slate, other than Mr. Hill, will step down from the Board. Furthermore, the Company’s nominees John Chenault and Timothy J. Stultz, Ph.D., will remain in their roles as chair of the Audit Committee and Compensation Committee, respectively.

Dell, Inc. (Nasdaq: DELL) is trading slightly in positive territory amid news that activist investor Carl Icahn and Southeastern Asset Management (SAM) are in discussions to line up funding for their takeover bid.

Reuters noted that Icahn and SAM have spoken with Jefferies about arranging a syndicated $5.2 billion term loan B. Pricing on the loan is expected to be about 350 basis points over Libor, though that may change as discussions are in early stages.

Jefferies is looking for commitments of up to $1 billion from the duo and may have lenders lined-up as early as next week, Reuters said.

Under the May 9th proposal from Icahn and SAM, shareholders would be able to retain existing stock and have an option to receive either $12 per share in cash or $12 per share in stock with a value of $1.65. The bid would be funded with cash and about $5.2 billion in debt.

Dell is up 0.2 percent Thursday.

Clearwire (Nasdaq: CLWR) has been all the talk this week following an enhanced takeover bid from Sprint (NYSE: S). But, not everyone is convinced that the best deal is currently on the table.

Investors holding a cumulative 127.4 million shares have opposed the sweetened $3.40 per share submission. The group includes firms Chesapeake Partners, Mount Kellett Capital, Highside Capital, and Glenview Capital.

Sprint originally agreed to purchase all Clearwire shares it doesn't own last December for $2.97 each. In January, DISH Networks (Nasdaq: DISH) overpowered that bid with a submission to acquire Clearwire for $3.30 per share.

Clearwire's board has supported the Sprint bid and Sprint, which is planning to sell a 70 percent stake in itself to Japan's SoftBank, still expects to close the deal by July 1st.

Shares of Clearwire and Sprint are indicated lower Thursday.