The Special Situation Report #192: December 14 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

• GeoPark (GPRK): Parex Resources announced it has halted discussions with GeoPark regarding the acquisition of GeoPark by Parex. (Press Release)

• Priority Technology (PRTH): The Special Committee has retained Barclays to act as its financial advisor and Paul, Weiss, Rifkind, Wharton & Garrison to act as its independent legal counsel in connection with the evaluation of the non-binding proposal by CEO Thomas Priore. (Press Release)

Rumors

• Abivax (ABVX): French biotech company Abivax’s shares jumped by 20% on December 10, 2025, on market rumors that U.S. pharma giant Eli Lilly (LLY) might be interested in bidding for the business. (Reuters)

• AlTi Global (ALTI): Received multiple preliminary indications of interest regarding a potential transaction with the company. (Press Release)

• Ashford Hospitality Trust (AHT): The Board has formed a Special Committee to evaluate strategic alternatives to maximize shareholder value, including a potential transaction. (Press Release)

• Aterian (ATER): The Board has initiated a formal process to evaluate and explore strategic alternatives aimed at maximizing shareholder value. (Press Release)

• PetMed Express (PETS): Received an unsolicited and non-binding acquisition proposal from SilverCape Investments to acquire all of the outstanding shares of the company for $4 per share in cash. (Press Release)

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Update on Shareholder Activism

• Alkami Technology (ALKT): Activist investor Jana Partners feels that Alkami Technology is undervalued and should explore a sale to a rival corporation or private equity player. (Bloomberg)

• Americold Realty Trust (COLD): Activist investor Ancora disclosed a stake in Americold Realty Trust and pushed for the company to review strategic alternatives. (Bloomberg)

• Clearwater Analytics (CWAN): Activist investor Starboard Value has taken a nearly 5% stake in Clearwater Analytics and wants the technology company to boost its share price and run a robust sales process with independent advisers if it has received inbound interest from potential buyers. (Reuters)

• Cooper Cos (COO): Scott Ostfeld, managing partner at Jana Partners, reiterated Jana’s support for the strategic review launched by medical device maker Cooper. (Bloomberg)

• Matthews International (MATW): Activist investor Barington Capital Group has nominated three directors to the board of casket maker Matthews International. (Reuters)

• PepsiCo (PEP): Struck an agreement with activist investor Elliott Investment Management, committing to cut costs across the company and lower prices to jump-start its slowing food business. (WSJ)

• Scully Royalty (SRL): Milfam has proposed a slate of director candidates for appointment to the Board at the annual general meeting to be held on December 27, 2025. (Press Release)

• SPS Commerce (SPSC): Anson Funds Management has taken a stake in SPS Commerce and is pushing the maker of retail supply chain management software to consider ousting its chief executive officer and put itself up for sale. (Bloomberg)

• STAAR Surgical (STAA): Broadwood Partners announced that proxy advisory firm Egan-Jones Ratings Company has reaffirmed its recommendation that shareholders vote “AGAINST” the proposed acquisition of STAAR Surgical by Alcon (ALC). (Press Release)

• STAAR Surgical (STAA): Yunqi said it remains opposed to the merger of STAAR Surgical and Alcon (ALC) even at the increased price and will continue to vote its shares AGAINST it. (Press Release)

• Toyota Motor (TM): Elliott Investment Management has lifted its stake in Toyota Industries to 5.01%, further increasing pressure on automotive giant Toyota Motor, which plans to buy out the forklift manufacturer, a key group firm. (Reuters)

• UniFirst (UNF): Engine Capital announced that Institutional Shareholder Services (ISS) recommended that UniFirst shareholders vote “FOR” the election of Engine’s director candidates, Arnaud Ajdler and Michael Croatti. (Press Release)

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Update on Other Special Situations

• Magnum Ice Cream (MICC): Magnum Ice Cream debuted with a €7.8B ($9.1B) market cap as the Unilever (UL) spinoff targets new investors in the snacking category. The debut marks Euronext’s largest listing of the year so far, the exchange said. Magnum also has secondary listings in London and New York. (WSJ)

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Announced M&A

Target / Acquirer – Approximate Transaction Enterprise Value, Expected Closing

Basic Materials

• Dolly Varden Silver (DVS) / Contango Ore (CTGO) - $495.3 mn, Late February or Early March 2026 (Press Release)

Financial Services

• Diamond Hill Investment (DHIL) / First Eagle Investments - $473 mn, Q3 2026 (Press Release, Merger Agreement)

Healthcare

• Applied Therapeutics (APLT) / Cycle Group - $8.8 mn, Q1 2026 (Press Release)

Real Estate

• Alexander & Baldwin (ALEX) / JV of MW Group, Blackstone Real Estate (BX), and DivcoWest - $2.3 bn, Q1 2026 (Press Release, Merger Agreement)

Technology

• Confluent (CFLT) / IBM (IBM) - $11 bn, Middle of 2026 (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. 

• Badger Meter (BMI): Chief Financial Officer Robert A. Wrocklage resigns effective January 1, 2026. (Filing)

• Bunge Global SA (BG): Co-Chief Operating Officer David Mattiske resigns effective December 11, 2025. (Filing)

• Certara (CERT): Chief Executive Officer William F. Feehery resigns effective December 31, 2025. (Filing)

• ConnectOne Bancorp (CNOB): Chief Risk Officer Michael O’Malley resigns effective December 31, 2025. (Filing)

• Dropbox (DBX): Chief Financial Officer Timothy Regan resigns effective December 16, 2025. (Filing)

• Lakeland Industries (LAKE): Chief Financial Officer Roger D. Shannon resigns effective December 31, 2025. (Filing)

• Research Solutions (RSSS): Chief Financial Officer William Nurthen resigns effective December 10, 2025. (Filing)

• Timberland Bancorp (TSBK): Chief Credit Officer Todd Van Cise resigns effective December 11, 2025. (Filing)

• Velo3D (VELO): Chief Financial Officer Hull Xu resigns effective December 31, 2025. (Filing)

• XBiotech (XBIT): President and Chief Executive Officer John Simard retires effective December 8, 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.