The Special Situation Report #150: 2/23 Roundup
Summary of the Week in Special Situations
Table of Contents:
Update on Developing M&A
Update on Shareholder Activism
Update on Other Special Situations
Announced M&A
C-Suite Sudden Departures
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Update on Developing M&A
23andMe (ME): CEO Anne Wojcicki and New Mountain Capital submitted a proposal to acquire all of the outstanding shares of capital stock of 23andMe for cash consideration of $2.53 per share. (Letter)
Honda (HMC): Honda is willing to resume takeover talks to create the world’s fourth-biggest car producer if Nissan’s chief executive Makoto Uchida steps down. (FT)
Howard Hughes (HHH): Bill Ackman announced that Pershing Square submitted a revised proposal to Howard Hughes to acquire 10 million newly issued shares of the company at $90 per share. (Press Release)
Intel (INTC): Taiwan Semiconductor Manufacturing Co. (TSM) and Broadcom (AVGO) are each eyeing potential deals that would break Intel in two. (WSJ)
Walgreens Boots Alliance (WBA): A take-private deal with private equity firm Sycamore Partners is still possible. (Bloomberg)
Rumors
None this week
Update on Shareholder Activism
Phillips 66 (PSX): Elliott nominated director candidates and proposed an annual election policy requiring all incumbent directors to submit resignation letters each year before nominations. (Filing)
U.S. Steel (X): Activist investor Ancora Holdings is demanding access to records from U.S. Steel, ranging from board minutes to financial documents, as it ratchets up a campaign to replace some of the company's board members and CEO. The letter also claims: “Ancora also has reason to suspect that Mr. Burritt sought to trade on material nonpublic information …” (Letter)
Update on Other Special Situations
Dollar Tree (DLTR): Reuters reported that Apollo Global Management, Sycamore Partners, and Brigade Capital Management are competing to acquire Family Dollar as Dollar Tree reviews strategic alternatives for the business. Dollar Tree announced its intention to explore options, including a sale or spinoff, on June 5, 2024. (Reuters)
Western Digital (WDC): Expected to spin off the SanDisk flash division on February 24th. The next day on February 25, SanDisk will join the S&P SmallCap 600 index prior to the start of trading. (Press Release)
Announced M&A
Target / Acquirer – Approximate Transaction Enterprise Value, Expected Closing
Healthcare
bluebird bio (BLUE) / Carlyle (CG) and SK Capital Partners - $156.05 mn, H1 2025 (Press Release, Merger Agreement)
Industrials
H&E Equipment Services (HEES) / Herc Holdings (HRI) - $5.66 bn, mid-2025 (Press Release, Merger Agreement)
Technology
Global Blue (GB) / Shift4 Payments (FOUR) - $2.5 bn, Q3 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.
Algorhythm (RIME): Terminates Chief Financial Officer Richard Perez effective February 13, 2025. (Filing)
Arena Group (AREN): Terminates Chief Executive Officer Sara Silverstein effective February 12, 2025. (Filing)
BGC Group (BGC): Chief Executive Officer Howard Lutnick resigns effective February 18, 2025. (Filing)
Cidara Therapeutics (CDTX): Chief Financial Officer Preetam Shah resigns effective February 24, 2025. (Filing)
Chicago Atlantic BDC (LIEN): Chief Financial Officer Umesh Mahajan resigns effective February 14, 2025. (Filing)
Espey Manufacturing & Electronics (ESP): Chief Financial Officer Katrina Sparano retires effective February 15, 2025. (Filing)
First Busey (BUSE): Chief Financial Officer Jeffrey D. Jones resigns effective February 18, 2025. (Filing)
M-tron Industries (MPTI): Chief Executive Officer Michael J. Ferrantino, Jr. resigns effective February 17, 2025. (Filing)
Solo Brands (DTC): President and Chief Executive Officer Christopher Metz resigns effective February 18, 2025. (Filing)
Upbound Group (UPBD): Chief Technology and Digital Officer Sudeep Gautam resigns effective February 18, 2025. (Filing)
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