The Special Situation Report #139: 12/8 Roundup

Summary of the Week in Special Situations

Table of Contents:

1. Update on Developing M&A

2. Update on Shareholder Activism

3. Update on Other Special Situations

4. Announced M&A

5. C-suite Sudden Departures

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Update on Developing M&A

• Lightspeed (LSPD): Announced reorganization that will impact about 200 individuals as part of the company’s strategic review. (Press Release)

• Grifols (GRFS): Mason Capital Management’s Kenneth M. Garschina said he wants Grifols’ board replaced. (Bloomberg)

• GXO Logistics (GXO): Plans to remain an independent company, spurning acquisition offers as the supply-chain services provider prepares to replace its CEO. The company reached the decision after exploring sale options in recent months. (Bloomberg)

Rumors

• Sunstone Hotel Investors (SHO): Trinity Investments has expressed interest in acquiring Sunstone for $13 per share. (Bloomberg)

• Pactiv Evergreen (PTVE): Apollo Global Management-owned (APO) packaging company Novolex is exploring a potential takeover offer for Pactiv. (Bloomberg)

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Update on Shareholder Activism

• Sleep Number Corporation (SNBR): Stadium Capital Management in a letter nominated Kevin Baker, Patrick A. Hopf, Jeffrey T. Jackson, and Jessica M. Prager for election to the Board of Directors at the 2025 annual meeting of shareholders. (13D Filing)

• Rio Tinto Group (RIO): Activist investor Palliser Capital has stepped up its campaign for Rio Tinto to abandon its primary London listing, demanding an independent review of whether the miner should follow rival BHP and unify its corporate structure in Australia. (FT)

• Air Products and Chemicals (APD): Paul Hilal-backed activist investor Mantle Ridge has withdrawn its proposal to replace the company's entire board and will now go ahead with fewer than half of its previously nominated candidates. (Reuters)

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Update on Other Special Situations

• WH Group (WHGLY):  WH Group announced that 99.4% of its shareholders have approved spinning off Smithfield Foods into a listed company in the United States. (Reuters)

• Nixxy (NIXX): Nixxy announced that it is withdrawing the previously announced record date for its planned spin-off of its subsidiary, Atlantic Energy Solutions or CognoGroup, the anticipated future name of the company following the spinoff. The spinoff date and distribution ratio remain to be determined. (Press Release)

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Announced M&A

Target / Acquirer – Approximate Transaction Enterprise Value, Expected Closing

Health Care

• Cross Country Healthcare (CCRN) / Aya Healthcare, $615 mn, H1 2025 (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. 

• Carrier Global (CARR): Chief Legal Officer Kevin O'Connor resigns effective January 1, 2025. (Filing)

• Dollar Tree (DLTR): Chief Financial Officer Jeffrey A. Davis resigns effective December 4, 2024. (Press Release)

• Exelon (EXC): Chief Legal Officer Gayle Littleton resigns effective January 1, 2025. (Filing)

• Intel (INTC): Chief Executive Officer Pat Gelsinger resigns effective December 2, 2024. (Filing)

• Ironwood Pharmaceuticals (IRWD): Chief Financial Officer and Chief Operating Officer Sravan K. Emany resigns effective December 18, 2024. (Filing)

• Oshkosh (OSK): Chief Financial Officer Michael Pack resigns effective December 16, 2024. (Filing)

• OSI Systems (OSIS): President and Chief Executive Officer Deepak Chopra resigns effective January 1, 2025. (Filing)

• Quaker Houghton (KWR): Chief Human Resources Officer Melissa Leneis resigns effective December 2, 2024. (Filing)

• Stellantis N.V (STLA): Chief Executive Officer Carlos Tavares resigns effective December 1, 2024. (Press Release)

• Tenable Holdings (TENB): Chief Executive Officer Amit Yoran resigns effective December 5, 2024. (Filing) 

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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.