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The Special Situation Report #18: 5/22 Roundup

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The Special Situation Report #18: 5/22 Roundup

Summary of the Week in Special Situations

David Paolella
May 22, 2022
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The Special Situation Report #18: 5/22 Roundup

www.thespecialsituationreport.com

I’m planning to publish my latest report this Thursday. Stay tuned for that. In the meantime, I have all the latest news below.

Table of Contents:

  1. Update on Developing M&A

  2. Update on Shareholder Activism

  3. Update on Other Special Situations

  4. Announced M&A


Update on Developing M&A

Strategic Alternatives & Ongoing Situations

  • Covetrus (CVET) received $21 / share proposal from CD&R and TPG to acquire remaining outstanding shares (Press Release)

  • Griffon (GFF) initiated review of strategic alternatives (Press Release)

  • Kohl’s (KSS) said final bids will be submitted in the coming weeks (Filing); skepticism regarding a deal is growing amid poor financial results (NYPost)

  • Spirit (SAVE) bidder JetBlue (JBLU) announced a $30 / share hostile tender offer (Press Release, Conference Transcript)

Rumors

  • American Axle (AXL) reportedly exploring a sale (Seeking Alpha)

  • Braskem (BAK) reportedly subject of takeover interest from Ultrapar (UGP) (Seeking Alpha)

  • Chegg (CHGG) and 2U (TWOU) reportedly subject of takeover interest from Indian startup Byju (Bloomberg)

  • Electronic Arts (EA) rumored to have had takeover discussions with Amazon (AMZN), Disney (DIS), Apple (AAPL); held discussions with Comcast (CMCSA) regarding merger with NBC Universal (Forbes)

  • Magnachip (MX) potential buyer LX Group reportedly partnered with Carlyle (CG) in bid (Maeil Business News Korea)

  • Q2 Holdings (QTWO) reportedly exploring sale after receiving inbound interest (Bloomberg)

  • WideOpenWest (WOW) reportedly draws interest from Morgan Stanley’s (MS) infrastructure investment arm (Bloomberg)


Update on Shareholder Activism

  • Aerojet Rocketdyne (AJRD) chairman plans to install former COO Tucker as CEO if he wins proxy battle (Filing)

  • American Vanguard Corporation (AVD) ISS and Glass Lewis support Cruiser Capital nominees (Filing)

  • Athira Pharma (ATHA) investor Ric Kayne suspended his proxy campaign (Filing)

  • Credit Suisse (CS) shareholder Artisan Partners called for new CEO (Reuters)

  • Hasbro (HAS) filed an investor presentation in connection with annual general meeting (Filing)

  • Hemisphere Media Group (HMTV) shareholder Edenbrook Capital sent letter to the board expressing displeasure with sale price (Press Release)

  • MiMedx Group (MDXG) released a presentation highlighting value creation (Filing)

  • Quotient Technology (QUOT) announced cooperation agreement with Engaged Capital (Press Release)

  • Republic First Bancorp (FRBK) chairman Hill removed from role, filed lawsuit against company (Filing)

  • ReWalk Robotics (RWLK) confirmed receipt of director nominations from Creative Value Capital (Filing)

  • SpartanNash (SPTN) activists Macellum and Ancora issued supplemental presentation (Filing)

  • Turtle Beach (HEAR) entered into cooperation agreement with Donerail Group (Press Release)


Update on Other Special Situations

Spin-Offs

  • Renault (EPA: RNO) said it was studying a spin-off of its EV unit (Reuters)

Other

  • National Cinemedia (NCMI) gained as AMC (AMC) disclosed 7% stake (Filing)

  • Nintendo (NTDOY) received a 5% investment from the Saudi Arabia sovereign wealth fund (TechSpot)

  • XPO Logistics (XPO) reportedly considering sale of its freight-forwarding unit (FreightWaves)


Announced M&A

Target / Acquirer – Transaction Enterprise Value

Energy & Natural Resources

  • Colgate Energy Partners / Centennial Resource Development (CDEV) – $3.9bn (Press Release, Presentation)

  • Rattler Midstream LP (RTLR) / Diamondback Energy (FANG) – $575mm (Press Release)

Industrials

  • ManTech (MANT) / Carlyle – $4.2bn (Press Release)


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The Special Situation Report #18: 5/22 Roundup

www.thespecialsituationreport.com
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