The Special Situation Report #163: 5/25 Roundup

Summary of the Week in Special Situations

Asif

May 25, 2025

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

Guess? (GES): Guess and WHP Global entered a four-year exclusive licensee partnership with Marcolin to design, produce, and distribute a new line of premium sunglasses and eyeglasses for rag & bone. (Press Release)
Sonim (SONM): Orbic submitted a revised non-binding proposal to acquire Sonim in a business combination in which Sonim's stockholders would receive a cash purchase price of $1.81 per share. (13D Filing)

Rumors

Douglas Elliman (DOUG): Anywhere Real Estate (HOUS) approached Douglas Elliman with a bid that would value it at more than $4 a share. (Bloomberg)
Informatica (INFA): Salesforce (CRM) is in talks to acquire software company Informatica. (Bloomberg)
Paramount Group (PGRE): The Board initiated a review and evaluation of strategic alternatives to maximize shareholder value. (Press Release)
Quipt Home Medical (QIPT): Received an unsolicited, non-binding proposal from Forager Capital Management (FCM) to acquire all outstanding common shares of the company at a price of $3.10 per share. (Press Release)
The Kraft Heinz Company (KHC): The Board has been evaluating potential strategic transactions to unlock shareholder value. (Press Release)
United Homes Group (UHG): The Board formed a special committee composed entirely of independent directors to conduct a review of strategic alternatives aimed at maximizing shareholder value. (Press Release)

Update on Shareholder Activism

Amazon (AMZN): Bill Ackman’s Pershing Square Capital Management built a new stake in Amazon.com, calling it a “fantastic franchise” and noting that the investor acquired shares at an “extremely attractive” price. (Bloomberg)
COSCIENS (CSCI): Goodwood Fund, along with Puccetti Funds, intends to nominate six new directors for election at the upcoming annual meeting of COSCIENS' shareholders scheduled to be held on June 26, 2025. (Press Release)
Phillips 66 (PSX): Elliott Investment Management announced that, based on preliminary analysis from Elliott's proxy solicitor, two of Elliott's nominees, Sigmund Cornelius and Michael Heim, were elected to the Phillips 66 Board at the company's 2025 Annual Meeting. (Press Release)
Qorvo (QRVO): Increased the size of the Board from nine to ten directors and included Starboard Value’s Peter Feld as one of the company’s director nominees. (Press Release)
Quanterix (QTRX): Kent Lake called on the Board to allow Akoya to accept the superior third-party offer without raising Quanterix’s bid and urged consideration of strategic alternatives, including a sale of Quanterix itself, instead of proceeding with an unpopular and financially risky acquisition. (Press Release)
Servotronics (SVT): Beaver Hollow Wellness announced it will conclude its proxy solicitation campaign against Servotronics following the proposed acquisition of the company by TransDigm (TDG). (Press Release)

Update on Other Special Situations

FedEx (FDX): FedEx has named longtime executive John Smith as CEO of its freight trucking spinoff, FedEx Freight. Smith is currently the Chief Operating Officer for the company’s U.S. and Canada operations. He was CEO of the FedEx Freight business between 2018 and 2021. (Reuters)
Medtronic (MDT): Medtronic will spin off its diabetes unit into a standalone company, starting with an IPO of under 20%, followed by a split-off of the remaining 80%. The separation is expected within 18 months. The company also forecast 2026 adjusted profit below estimates. (Press Release)

Announced M&A

Target / Acquirer – Approximate Transaction Enterprise Value, Expected Closing

Financial Services

CFSB Bancorp (CFSB) / Hometown Financial Group - $44 mn, Q4 2025 (Press Release, Merger Agreement)

Healthcare

Star Equity Holdings (STRR) / Hudson Global (HSON) - $27.87 mn, H2 2025 (Press Release)
Vigil Neuroscience (VIGL) / Sanofi (SNY) - $470 mn, Q3 2025 (Press Release, Merger Agreement)

Industrials

Servotronics (SVT) / TransDigm Group Incorporated (TDG) - $110 mn, Nov 2025 (Press Release, Merger Agreement)

Technology

SigmaTron International (SGMA) / Transom Capital Group - $83 mn, (Press Release, Merger Agreement)

Utilities

TXNM Energy (TXNM) / Blackstone (BX) - $11.5 bn, H2 2026 (Press Release, Merger Agreement)

Sudden Departures

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

Albany International (AIN): Chief Financial Officer Robert Starr resigns effective May 23, 2025. (Filing)
Autodesk (ADSK): Chief Accounting Officer Stephen W. Hope resigns effective May 22, 2025. (Filing)
B. Riley Financial (RILY): Chief Financial Officer and Chief Operating Officer Phillip J. Ahn resigns effective June 3, 2025. (Filing)
Dakota Gold (DC): Chief Operating Officer Gerald Aberle resigns effective May 31, 2025. (Filing)
Paramount Group (PGRE): Chief Financial Officer and Chief Operating Officer Wilbur Paes and General Counsel Gage Johnson resign effective May 19, 2025. (Filing)
Pitney Bowes (PBI): Chief Executive Officer Lance Rosenzweig resigns effective May 22, 2025. (Filing)
Proto Labs (PRLB): President and Chief Executive Officer Robert Bodor resigns effective May 20, 2025. (Filing)
PSQ Holdings (PSQH): Chief Financial Officer Brad Searle resigns effective June 1, 2025. (Filing)
Skillsoft (SKIL): Chief Financial Officer Rich Walker resigns effective May 15, 2025. (Filing)
Target (TGT): Chief Legal & Compliance Officer Amy Tu resigns effective May 21, 2025, and Chief Strategy and Growth Officer Christina Hennington resigns effective May 25, 2025.. (Filing)

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