The Special Situation Report #186: November 2 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

• Brighthouse Financial (BHF): Mubadala Capital-backed Aquarian Holdings is in advanced talks to take US life insurer Brighthouse Financial private in a $4 billion transaction that could be announced as soon as this weekend. (FT)

• Chegg (CHGG): Will remain a standalone public company and undertake a restructuring. (Press Release)

• iRobot (IRBT): The last remaining counterparty to a potential sale transaction withdrew from the process following a lengthy period of exclusive negotiations, and the company currently is not in advanced negotiations with any alternative counterparties for a potential sale or strategic transaction. (Press Release)

• Warner Bros. Discovery (WBD): Paramount Skydance (PSKY) plans to keep much of Warner Bros. Discovery intact if it merges with the rival film and TV studio. (Bloomberg)

Rumors

• BlackLine (BL): Attracted takeover interest from suitors, including SAP SE (SAP). (Bloomberg)

• Forge Global (FRGE): Is exploring a sale after its market value plunged and its cash reserves dwindle. (FT)

• GeoPark (GPRK): Parex Resources submitted a proposal in September to the Board of GeoPark to acquire all outstanding common shares of GeoPark for $9 per share in cash; the Board rejected this offer. (Press Release)

• Globalstar (GSAT): Is exploring a potential sale and has held early talks with Elon Musk’s SpaceX, among other potential suitors. (Bloomberg)

• Janus Henderson (JHG): Received a letter outlining a non-binding acquisition proposal submitted jointly by Trian Fund Management and General Catalyst Group Management. (Press Release)

• MarketWise (MKTW): Received a proposal from Monument & Cathedral Holdings to acquire all of the outstanding equity interests of each of MarketWise, Inc. and Marketwise, LLC, for cash consideration of $17.25 per share. (Press Release)

• Sensei Biotherapeutics (SNSE): The Board decided to initiate a comprehensive review of strategic alternatives aimed at maximizing shareholder value. (Press Release)

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Update on Shareholder Activism

• BlackLine (BL): Engaged Capital urged the Board to capitalize on reportedly renewed acquisition interest from SAP SE (SAP) and to immediately launch a strategic alternatives process. (Press Release)

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Update on Other Special Situations

• Honeywell (HON): Honeywell announced that it has completed the announced spin-off of its Advanced Materials business, now operating as Solstice Advanced Materials (SOLS). Shareholders received 1 SOLS share for every 4 HON shares (plus cash for fractions). (Press Release)

• Keurig Dr Pepper (KDP): Keurig Dr Pepper outlined new details on its JDE Peet’s acquisition and upcoming split into two companies: Global Coffee Co. and Beverage Co. The company secured $7B in new financing from KKR and Apollo, including a $4B pod manufacturing JV and a $3B convertible preferred investment, lowering expected leverage to ~4.6x at close in 1H 2026. CEO Tim Cofer will lead Beverage Co. post-separation, with a new CEO to be appointed for Global Coffee Co. KDP targets investment-grade profiles for both entities and expects the separation to be completed by the end of 2026. (Press Release)

• Terex (TEX): Terex announced plans to exit its Aerials segment, exploring a potential sale or spin-off. The move aligns with its merger with REV Group (REVG) and aims to streamline operations around core specialty and industrial equipment businesses. (Press Release)

• The Glimpse Group (VRAR): The Glimpse Group has formally initiated the IPO/spinout process for Brightline and is currently evaluating methodologies, with a potential completion target for Q1 2026. (Press Release)

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Announced M&A

Target / Acquirer – Approximate Transaction Enterprise Value, Expected Closing

Basic Materials

• Olympic Steel (ZEUS) / Ryerson (RYI) - $791.73 mn, Q1 2026 (Press Release, Merger Agreement)

Financial Services

• Cadence Bank (CADE) / Huntington (HBAN) - $7.4 bn, Q1 2026 (Press Release)

• First Foundation (FFWM) / FirstSun Capital Bancorp (FSUN) - $1.44 bn, Q2 2026 (Press Release, Merger Agreement)

• IF Bancorp (IROQ) / ServBanc - $89.8 mn, Q1 2026 (Press Release, Merger Agreement)

Healthcare

• Avidity Biosciences (RNA) / Novartis AG (NVS) - $11 bn, H1 2026 (Press Release, Merger Agreement)

Industrials

• REV Group (REVG) / Terex (TEX) - $3.18 bn, H1 2026 (Press Release, Merger Agreement)

Real Estate

• Sotherly Hotels (SOHO) / Kemmons Wilson Hospitality Partners, and Ascendant Capital Partners - $894.74 mn, Q1 2026 (Press Release, Merger Agreement)

Technology

• CSG Systems (CSGS) / NEC Corporation - $2.9 bn, 2026 (Press Release, Merger Agreement)

• Jamf (JAMF) / Francisco Partners - $2.2 bn, Q1 2026 (Press Release, Merger Agreement)

• Qorvo (QRVO) / Skyworks Solutions (SWKS) - $10.2 bn, Early 2027 (Press Release, Merger Agreement)

Utilities

• Essential Utilities (WTRG) / American Water Works (AWK) - $20.24 bn, Q1 2027 (Press Release, Merger Agreement)

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Sudden Departures

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

• Agilent Technologies (A): Chief Financial Officer Adam S. Elinoff resigns effective November 17, 2025. (Filing)

• Alkami Technology (ALKT): Chief Financial Officer Bryan Hill resigns effective November 1, 2025. (Filing)

• Chegg (CHGG): President and Chief Executive Officer Nathan Schultz resigns effective October 27, 2025. (Filing)

• Credit Acceptance (CACC): Chief Executive Officer Kenneth S. Booth resigns effective November 13, 2025. (Filing)

• CSX Corp (CSX): Chief Financial Officer Sean R. Pelkey resigns effective October 29, 2025. (Filing)

• Hormel Foods (HRL): Chief Financial Officer Jacinth Smiley resigns effective October 26, 2025. (Filing)

• Organon & Company (OGN): Chief Executive Officer Kevin Ali resigns following an Audit Committee investigation into improper wholesaler sales practices, effective October 26, 2025. (Filing)

• Pulmonx (LUNG): President and Chief Executive Officer Steven S. Williamson resigns effective October 27, 2025. (Filing)

• Teradyne (TER): Chief Financial Officer Sanjay Mehta resigns effective November 3, 2025. (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.