The Special Situation Report #212: May 3 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
American Airlines (AAL): United Airlines (UAL) CEO Scott Kirby confirmed in his statement that United’s pursuit of talks with American has ended. (Press Release)
Brown-Forman (BF.A)(BF.B): The company and Pernod Ricard have terminated discussions regarding a potential business combination, as the companies were unable to reach mutually agreeable terms. (Press Release)
Driven Brands (DRVN): ADW Capital is offering $18 per share to buy all of Driven’s outstanding shares. (WSJ)
Integer (ITGR): The Board has initiated a strategic review. (Press Release)
Repay (RPAY): Forager Capital said that ten days have passed without any substantive communication from the Board regarding their all-cash proposal to acquire the company. (Press Release)
Reservoir Media (RSVR): The independent special committee has retained Morgan Stanley as its financial advisor and Wachtell, Lipton, Rosen & Katz as its legal counsel. (Press Release)
Seer (SEER): The Board has thoroughly reviewed and unanimously rejected the revised unsolicited, non-binding proposal from the Radoff-JEC Group. (Press Release)
Rumors
Catalyst Pharmaceuticals (CPRX): Italian drugmaker Angelini Pharma is exploring a potential acquisition of Catalyst Pharmaceuticals. (Bloomberg)
DoubleDown Interactive (DDI): DoubleU Games delivered a written proposal to the Board of DoubleDown Interactive to acquire all issued and outstanding American Depositary Shares (ADSs) of DoubleDown for $11.25 per ADS in an all-cash transaction. (Press Release)
eBay (EBAY): GameStop (GME) is preparing to make an offer for eBay, part of CEO Ryan Cohen’s audacious plan to turn the retailer into a $100-billion plus juggernaut. (WSJ)
To access all rumors, a history of updates and the eventual outcomes, check out our Deals in the Works tool that includes data on over 9 years of developing M&A situations.
Update on Shareholder Activism
Americold Realty Trust (COLD): Sieve Capital announced that Egan-Jones Proxy Services, an independent proxy advisory firm, has recommended shareholders to vote AGAINST the reelection of long-tenured directors Mark Patterson and Andy Power, as well as directors Kelly Barrett, Robert Bass, Antonio Fernandez, Pamela Kohn, and David Neithercut at the upcoming annual meeting. (Press Release)
Devon Energy (DVN): Kimmeridge released an open letter to the future Board of Devon Energy ahead of the closing of its merger with Coterra (CTRA). (Press Release)
Dynatrace (DT): Activist investor Starboard Value has taken a significant stake in AI-software maker Dynatrace and is pushing for changes that could help boost the stock, according to a draft of a letter. (WSJ)
Flowserve (FLS): Activist investor Starboard Value has built a significant stake in Flowserve and is speaking to the industrial company about potential changes. (Bloomberg)
GEE Group (JOB): Star Equity Fund called on the company’s management and Board to negotiate revised employment agreements for CEO Derek Dewan, CFO Kim Thorpe, and COO Alex Stuckey, removing the excessive severance and the “anti-shareholder” change in control provisions. (Press Release)
Lamb Weston (LW): Starboard Value highlighted how the earnings have not grown, and investors now lack confidence in the path to normalized earnings and sustainable growth. (Letter)
Lululemon Athletica (LULU): Chip Wilson urged them to vote “FOR” his three independent nominees at the upcoming annual meeting. (Press Release)
Markel Group (MKL): Jana Partners is renewing its push for Markel Group to divest its venture arm while pushing the insurer to also buy back $2 billion of its shares to boost the stock. (Bloomberg)
Solventum (SOLV): Trian Fund Management argued that the company continues to be significantly under-managed following its spin-out from 3M (MMM). (Press Release)
WEX (WEX): Impactive Capital announced that ISS has recommended that shareholders vote FOR the election of Impactive director nominees Kurt Adams and Lauren Taylor Wolfe to the Board and WITHHOLD on director Nancy Altobello and Compensation Committee Chair Stephen Smith. (Press Release)
Our comprehensive Activists Tool includes current activist campaigns and all updates as the campaigns unfold.
Update on Other Special Situations
SoftBank Group (SFTBY): SoftBank Group is planning to create and list a new U.S.-based AI and robotics company, tentatively named “Roze,” focused on developing data center infrastructure. The business could be taken public as early as 2026 with a targeted valuation of around $100 billion, as founder Masayoshi Son looks to fund large-scale AI investments, including commitments to OpenAI. (Reuters)
L3Harris (LHX): Defense supplier L3Harris said it has confidentially submitted a draft registration statement for the initial public offering of its missile solutions business. The company said the number of shares to be offered and the price range for the proposed IPO are yet to be determined. (Press Release)
PayPal (PYPL): PayPal is reorganizing into three distinct business segments: Checkout Solutions & PayPal, Consumer Financial Services & Venmo, and Payment Services & Crypto, effectively positioning Venmo as a more standalone unit, as CEO Enrique Lores aims to streamline operations and improve performance following recent challenges. (Press Release)
Honeywell (HON): Honeywell announces Board of Directors for Honeywell Aerospace. Craig Arnold will lead the 11-person Board as independent chair. Jim Currier, president and CEO of Honeywell Aerospace, will join the board alongside a distinguished group of directors. Honeywell’s spin-off of Honeywell Aerospace is expected to be completed on June 29, 2026. Management will detail Honeywell Aerospace’s strategy and outlook at its June 3, 2026, Investor Day. (Press Release)
Barrick Mining (B): Barrick Mining plans to spin off its North American operations through a New York IPO by year-end, with a potential valuation exceeding $60 billion. The new entity will be primarily listed in New York with a secondary listing in Toronto, and Barrick will retain a majority stake. (Press Release)
You can view the full list of upcoming spinoffs including each update since the announcement of the spinoff in our Upcoming Spinoffs List.
Announced M&A
Target / Acquirer – Approximate Transaction Enterprise Value, Expected Closing
Healthcare
Esperion Therapeutics (ESPR) / ARCHIMED - $1.1 bn, Q3 2026 (Press Release)
KalVista Pharmaceuticals (KALV) / Chiesi Group - $1.9 bn, Q3 2026 (Press Release, Merger Agreement)
Organon (OGN) / Sun Pharmaceutical - $11.75 bn, Early 2027 (Press Release, Merger Agreement)
XOMA Royalty (XOMA) / Ligand Pharmaceuticals (LGND) - $739 mn, Q3 2026 (Press Release, Merger Agreement)
Real Estate
RE/MAX Holdings (RMAX) / The Real Brokerage (REAX) - $880 mn, H2 2026 (Press Release)
Check out a list of over 80 active mergers & acquisitions in our Merger Arbitrage Tool. Includes the ability to track specific deals, email alerts for new deals, real-time spreads, annualized returns, all merger updates and spread history charts.
Sudden Departures
“Sudden Departures” highlights executive exits announced with short notice, where the executive is expected to leave within 30 days.
Accuray (ARAY): Chief Operations Officer Leonel Peralta resigns effective April 26, 2026. (Filing)
Aspira Women’s Health (AWHL): Chief Financial Officer Brian Hungerford resigns effective April 26, 2026. (Filing)
Carters (CRI): Chief Executive Officer and President Douglas C. Palladini resigns effective April 28, 2026. (Filing)
CCC Intelligent Solutions (CCC): Chief Financial and Administrative Officer Brian Herb resigns effective May 25, 2026. (Filing)
Cisco Systems (CSCO): Chief Accounting Officer Victoria Wong retires effective May 19, 2026. (Filing)
Fossil Group (FOSL): Chief Commercial Officer Joe Martin resigns effective May 8, 2026. (Filing)
iMage Technologies (MITQ): Chief Financial Officer William F. Greene resigns effective April 27, 2026. (Filing)
KB Home (KBH): Chief Financial Officer Robert R. Dillard resigns effective May 8, 2026. (Filing)
Kiniksa Pharmaceuticals International (KNSA): Chief Strategy Officer Eben Tessari resigns effective May 15, 2026. (Filing)
Natural Alternatives International (NAII): Chief Financial Officer Michael E. Fortin resigns effective May 15, 2026. (Filing)
NVIDIA (NVDA): Chief Accounting Officer Donald Robertson retires effective May 4, 2026. (Filing)
Origin Materials (ORGN): Chief Executive Officer John Bissell resigns effective May 1, 2026. (Filing)
PodcastOne (PODC): Chief Financial Officer Ryan Carhart resigns effective May 1, 2026. (Filing)
Purple Innovation (PRPL): Chief Financial Officer Todd Vogensen resigns effective May 1, 2026. (Filing)
Red Robin Gourmet Burgers (RRGB): Chief Legal Officer Sarah A. Mussetter resigns effective May 15, 2026. (Filing)
Ribbon Communications (RBBN): Chief Financial Officer John Townsend resigns effective April 30, 2026. (Filing)
Skillz (SKLZ): Interim General Counsel Nikul Patel resigns effective April 28, 2026. (Filing)
Worksport (WKSP): Chief Financial Officer Michael Johnston resigns effective April 30, 2026. (Filing)
Zimmer Biomet (ZBH): Chief Financial Officer Suketu Upadhyay resigns effective April 28, 2026. (Filing)
Our C-Suite Transitions tool includes over 10,000 management changes including appointments, departures and sudden departures.
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