The Special Situation Report #136: 11/17 Roundup

Summary of the Week in Special Situations

Asif

Nov 17, 2024

Update on Developing M&A
Update on Shareholder Activism
Update on Other Special Situations
Announced M&A
C-suite Sudden Departures

Update on Developing M&A

Evotec (EVO): Halozyme Therapeutics (HALO) confirmed it has submitted a non-binding proposal to acquire Evotec for €11.00 per share in cash, implying a fully diluted equity value of €2.0 billion. (Press Release)
Humana (HUM): Cigna (CI) confirmed it won't pursue a merger with Humana. (Press Release)
Spirit Airlines (SAVE): Preparing to file for bankruptcy protection after merger talks with Frontier Airlines (ULCC) broke down. (WSJ)
PHX Minerals (PHX): Declines WhiteHawk Energy's proposal to acquire PHX for $4.00 per share. (Press Release)
Lifeway Foods (LWAY): Danone increased its Lifeway Foods offer to $27 from $25 a share. (13D Filing)

Rumors

Compass Minerals (CMP): In talks with private equity firms to sell itself. (Reuters)

Update on Shareholder Activism

Honeywell International (HON): Elliott Investment Management has built a $5 billion-plus position in Honeywell and is pushing the company to consider breaking itself up. (Press Release)
The Walt Disney Company (DIS): Activist Nelson Peltz said that Disney will get a ‘Respectable CEO’ with former Morgan Stanley CEO James Gorman spearheading the search to find a successor for Bob Iger, by the end of 2025. (CNBC Interview)

Update on Other Special Situations

Liberty Global (LBTYA): Sunrise Class A ADS commenced trading on the Nasdaq under the ticker symbol “SNRE” on November 13, and the Sunrise Class A common shares on the SIX Swiss Exchange under the ticker symbol “SUNN” on November 15, 2024.
Liberty Media (FWONA): Liberty Media (FWONA, FWONK, LLYVA, LLYVK) announced that it is pursuing a plan to split off the Liberty Live Group. Liberty Media expects to complete the split-off in the second half of 2025. (Press Release)
Liberty Broadband (LBRDA): Charter Communications (CHTR) announced an all-stock acquisition of Liberty Broadband (LBRDA). Before the acquisition closes, Liberty Broadband will spin off its subsidiary GCI, Alaska’s largest communications provider, to Liberty Broadband stockholders. (Filing)
IAC (IAC): IAC said it was exploring a spin-off of its majority stake in home services unit Angi (ANGI). (Press Release)

Announced M&A

Target / Acquirer – Approximate Transaction Enterprise Value, Expected Closing

Energy

Adams Resources & Energy (AE) / Tres Energy - $138.9 mn, Q1 2025 (Press Release, Merger Agreement)

Communication Services

Liberty Broadband Corporation (LBRDA) / Charter Communications (CHTR) - $17.05 bn, June 2027 (Press Release, Merger Agreement)

Sudden Departures

“Sudden Departures” highlight executive exits announced with short notice, where the executive is expected to leave within 30 days of announcement.

Healthcare Realty Trust (HR): President and Chief Executive Officer Todd Meredith resigns effective November 11, 2024. (Press Release)
First National (FXNC): Chief Financial Officer Shane Bell resigns effective December 2, 2024. (Filing)
Calavo Growers (CVGW): Chief Financial Officer Shawn Munsell resigns effective November 29, 2024. (Filing)
Sigmatron International (SGMA): Chief Financial Officer James J. Reiman resigns effective November 8, 2024. (Filing)
iSpecimen (ISPC): Chief Executive Officer and Chief Financial Officer Tracy Curley resigns effective November 8, 2024. (Filing)
Curtiss-Wright (CW): General Counsel Paul J. Ferdenzi resigns effective November 13, 2024. (Filing)
DMC Global (BOOM): President and Chief Executive Officer Michael Kuta retires effective November 29, 2024. (Filing)
Houston American Energy (HUSA): President and Chief Executive Officer John Terwilliger resigns effective November 11, 2024. (Filing)
BuzzFeed (BZFD): Chief Accounting Officer Daniel Weinstein resigns effective November 20, 2024. (Filing)

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