The Special Situation Report #140: 12/15 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

• Vestis (VSTS): Advent International and Apollo Global Management (APO) are among the buyout firms exploring a potential acquisition of uniform supplier Vestis. (Reuters)

• Bausch + Lomb (BLCO): Blackstone (BX) has cooled on taking part in a joint takeover bid for eyecare company Bausch + Lomb because the seller's price expectations were too high. (FT)

• Hershey (HSY): Hershey Trust, which has roughly 80% of the voting power at the company, rejected the Mondelez bid as too low. (Bloomberg)

• Logility Supply Chain Solutions (LGTY): Is exploring a sale, and is working with Lazard to gauge takeover interest from potential buyers. (Reuters)

• Walgreens Boots Alliance (WBA): Sycamore Partners is arranging debt funding for a prospective $10 billion-plus takeover deal to buy Walgreens and is working with Bank of America (BAC), JP Morgan (JPM), and Wells Fargo (WFC). (Sky News)

• Lamb Weston (LW): Post Holdings (POST) is working with investment bankers to explore a possible transaction with Lamb Weston. (Reuters)

Rumors

• Hershey (HSY): Mondelez International (MDLZ) is exploring an acquisition of iconic US chocolate maker Hershey. (Bloomberg)

• Walgreens (WBA): In talks to sell itself to a private equity firm Sycamore. (WSJ)

• Figs (FIGS): Received a takeover offer from private equity firm Story3 Capital Partners that valued the company at more than $1 billion. (WSJ)

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Update on Shareholder Activism

• Healthcare Realty Trust Incorporated (HR): Starboard Value LP and Healthcare Realty agreed to Board changes, including new director appointments and a CEO search. (13D Filing)

• Logility Supply Chain Solutions (LGTY): 2717 Partners sent a letter to the company’s Board of Directors calling for it to explore strategic alternatives, including a sale of Logility. (Press Release)

• Lionsgate Studios (LION): Anson Funds argued that the studio behind "The Hunger Games" and "John Wick" is undervalued and should evaluate its options, including a sale. (Bloomberg)

• Riot Platforms (RIOT): Starboard Value has built a significant position in Riot and is pushing the company to convert some of its bitcoin-mining facilities into capacity for so-called hyperscalers, or large data-center users. (WSJ)

• Kenvue (KVUE): Starboard Value has privately nominated five candidates to the board of Kenvue. (Bloomberg)

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Update on Other Special Situations

• Intel (INTC): Intel's interim leaders acknowledged the potential sale of its manufacturing operations if next year's chipmaking technology fails. Zinsner said Intel Foundry, as the division is known, is already run separately from Intel's other businesses and is setting up a separate operational board and business process software system. (Reuters)

• Warner Bros Discovery (WBD): Warner Bros Discovery decided to separate its declining cable TV businesses such as CNN from streaming and studio operations such as Max, laying the groundwork for a potential sale or spinoff of its TV business as more cable subscribers cut the cord. (Reuters)

• Continental (CTTAY): Continental plans to spin off its Automotive group by the end of 2025, pending Supervisory Board and shareholder approval, with preparations completed by Q3 2025. (Press Release)

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Announced M&A

Target / Acquirer – Approximate Transaction Enterprise Value, Expected Closing

Communication Services

• The Interpublic Group of Companies (IPG) / Omnicom Group (OMC) - $16.72 bn, H2 2025 (Press Release, Merger Agreement)

Financials

• Enterprise Bancorp (EBTC) / Independent Bank (INDB) - $562 mn, H2 2025 (Press Release, Merger Agreement)

• MoneyLion (ML) / Gen Digital (GEN) - $1 bn, Q3 2025 (Press Release, Merger Agreement)

Materials

• Pactiv Evergreen (PTVE) / Novolex - $6.7 bn, Mid 2025 (Press Release, Merger Agreement)

Health Care

• Patterson Companies (PDCO) / Patient Square Capital - $4.1 bn, Fiscal Q4 2025 (Press Release, Merger Agreement)

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Sudden Departures

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

• Celanese (CE): President and Chief Executive Officer Lori J. Ryerkerk resigns effective December 31, 2024. (Filing)

• Healthcare Realty Trust (HR): General Counsel John M. Bryant, Jr. resigns effective December 31, 2024. (Filing)

• Lindblad Expeditions (LIND): Chief Executive Officer Sven-Olof Lindblad resigns effective January 1, 2025. (Filing)

• Luminar Technologies (LAZR): Chief Legal Officer Alan Prescott resigns effective December 12, 2024. (Filing)

• PEDEVCO (PED): Chief Executive Officer Simon G. Kukes resigns effective January 1, 2025. (Filing)

• Piedmont Lithium (PLL): Chief Operating Officer Patrick Brindle retires effective December 31, 2024. (Filing)

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