The Special Situation Report #128: 9/22 Roundup

Summary of the Week in Special Situations

Sep 23, 2024

Update on Developing M&A
Update on Shareholder Activism
Update on Other Special Situations
Announced M&A

The Special Situations report this week is delayed a little on account of a quick weekend trip to LA to drop off my daughter to college.

Update on Developing M&A

Smartsheet (SMAR): Vista Equity Partners and Blackstone (BX) are in advanced talks to acquire Smartsheet in a deal valued at close to $8 billion. The company also announced the sudden departure of its COO Stephen Branstetter. (Reuters)
DMC Global (BOOM): Steel Connect (STCN) issued a public letter reiterating its May 30th proposal to acquire the remaining shares of DMC at $16.50 per share in cash. (Press Release)
23andMe (ME): Eight independent directors submitted their immediate resignations, citing the lack of a fully financed, actionable proposal from CEO Anne Wojcicki, despite months of waiting. (Press Release)
Vista Outdoor (VSTO): MNC Capital Partners announced that it is not withdrawing, and does not intend to reduce, its $43 per share all-cash offer for Vista Outdoor after the company rejected the offer as being undervalued. (Press Release)
Singular Genomics (OMIC): Tang Capital Partners offered to buy the remaining outstanding shares of the company for $12.00 per share in cash. (13D Filing)
Grifols (GRFS): Three investment funds with holdings in Grifols teamed up to ask to fill a vacant seat on the company’s board with Paul Herendeen, calling the company shares as undervalued and to make sure any takeover offer would include “a price that is fair for all shareholders”. (Press Release)
B. Riley Financial (RILY): In talks to sell its wealth management business to Stifel Financial (SF) for more than $100 million. (Reuters)

Rumors

Bausch + Lomb (BLCO): The company is working with advisers from Goldman Sachs (GS) to test interest from potential buyers. (FT)
Intel (INTC): Chip giant Qualcomm (QCOM) approached Intel in recent days for a potential takeover. (WSJ)
Enfusion (ENFN): In talks with investment bankers to evaluate options that could include a potential sale. (Reuters)

Update on Shareholder Activism

Southwest Airlines (LUV): Activist investor Elliott Investment Management told one of Southwest's top unions it still wants to replace CEO Robert Jordan. (Reuters)
News Corp. (NWSA): Starboard Value has submitted a non-binding business proposal for consideration to News Corp stockholders to eliminate the dual-class capital structure. (14A Filing)

Update on Other Special Situations

SITE Centers (SITC): SITE Centers will spin off Curbline on October 1, 2024. Curbline will have $600M in cash, a $400M credit line, and no debt at the time of its spin-off, with the cash amount potentially increasing based on asset sales. SITE shareholders will receive two CURB shares per SITE share on record as of September 23. CURB will trade on the NYSE. (Press Release)
Berry Global (BERY): Berry Global and Glatfelter (GLT) will hold an online shareholder meeting on October 23, 2024, to approve share issuance, a charter amendment, and a reverse stock split. These approvals are essential for the Reverse Morris Trust transaction, merging Berry’s Health, Hygiene, and Specialties business with Glatfelter, with the combined company to be renamed Magnera Corporation. (Press Release)

Announced M&A

Target / Acquirer – Approximate Transaction Enterprise Value, Expected Closing

Financials

Sterling Bank and Trust (SBT) / EverBank Financial - $261 mm, Q1 2025 (Press Release, Merger Agreement)

Industrials (Merger Termination)

McGrath RentCorp (MGRC) / WillScot Mobile Mini Holdings (WSC) - $3.8 bn, companies decided to mutually terminate their merger on account of regulatory concerns. (Press Release)

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The content herein is informational and should not be relied upon as fact. We do not warrant the completeness or accuracy of the content or data provided in this article. Do your own diligence before making any investment decisions.