The Special Situation Report #214: May 17 Roundup

Summary of the Week in Special Situations

May 17, 2026

Update on Developing M&A

Brown-Forman (BF.A)(BF.B): Rejected a $32-per-share cash takeover offer from U.S. spirits maker Sazerac. (Reuters)
Caesars Entertainment (CZR): Several banks have committed to a multibillion-dollar debt financing package that would pave the way for Caesars to be acquired by Tilman Fertitta. (FT)
eBay (EBAY): The Board rejected GameStop’s (GME) unsolicited, non-binding acquisition proposal. (Press Release)
Genco Shipping & Trading (GNK): The Board rejected the unsolicited tender offer from Diana Shipping (DSX) to acquire all outstanding shares of Genco common stock for $23.5 per share in cash. (Press Release)
Papa John’s International (PZZA): Irth Capital is working with Papa John’s U.S. franchisee, who controls around 10% of the pizza chain’s domestic restaurants, to take the company private. (Reuters)
Repay (RPAY): Forager said it has requested an in-person meeting with the Board of Repay within the next ten days to discuss its proposal directly. (Press Release)
Seer (SEER): Bradley Radoff and Michael Torok submitted an improved non-binding proposal to acquire Seer for $2.4 per share in cash plus a contingent value right (CVR). (Press Release)

Rumors

Beazer Homes USA (BZH): Dream Finders Homes submitted a proposal to the board of Beazer to acquire all outstanding shares in an all-cash transaction for $25.75 per share. (Press Release)
Destination XL Group (DXLG): Zodiac Partners commenced an all-cash tender offer to acquire all outstanding shares of Destination XL Group for $0.82 per share. (Press Release)
Dominion Energy (D): U.S. power company NextEra Energy (NEE) is in talks to combine with rival Dominion in a tie-up that would create a roughly $400 billion utility giant. (FT)
GoPro (GPRO): The Board has authorized the company to engage in a strategic process and to engage a financial advisor to assist with that process. (Press Release)
Magnum Ice Cream Company (MICC): Blackstone (BX) and CD&R are among the private equity firms in the early stages of exploring bids for Magnum. (Reuters)
MidCap Financial Investment (MFIC): Apollo Global Management (APO) has been holding talks to sell MidCap Financial Investment, its publicly listed business-development company, a type of private-credit fund. (WSJ)
Starz Entertainment (STRZ): Is the next takeover target for media mogul Byron Allen, and he’s taken a notable stake so far. (The Hollywood Reporter)
Wendy’s (WEN): Nelson Peltz’s Trian Fund Management is seeking investor backing for a bid to take US fast-food chain Wendy’s private. (FT)

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

ASA Gold and Precious Metals (ASA): Saba Capital, in response to the process being conducted by the Special Committee of the Board with the assistance of Cantor Fitzgerald, submitted a non-binding proposal to the Board indicating its interest in a potential transaction involving ASA Gold and Precious Metals. (13D Filing)
BWX Technologies (BWXT): Activist fund Ananym Capital Management is pushing nuclear technology company BWX Technologies to tap its nuclear reactor manufacturing capabilities for commercial use. (Bloomberg)
Dexcom (DXCM): Activis investor Elliott Investment Management has taken a stake in medical device firm Dexcom and reached a settlement that will add two independent directors to the board. (Press Release)
Dynatrace (DT): Pictet Asset Management bought shares as part of its investment approach. (13D Filing)
Fermi (FRMI): Caddis Capital reaffirmed the firm’s support for Fermi’s Board, management team, and its long-term strategic plan. (Press Release)
Hewlett Packard Enterprise (HPE): Irenic Capital is among the new activist funds with positions in tech company Hewlett Packard Enterprise, and has discussed its holdings and frustrations with executives. (Semafor)
James River Group Holdings (JRVR): Zimmer Partners believes that the shares are undervalued and represent an attractive investment opportunity. (13D Filing)
Novavax (NVAX): Shah Capital sent a presentation to the board outlining what they believe to be the failures of the current leadership, specifically noting the marketing failure since 2023; the underwhelming Sanofi (SNY) partnership; capital market mismanagement; and leadership enriching itself instead of building value. (13D Filing)
Shopify (SHOP): Joshua Kushner’s Thrive Capital has taken a stake in Shopify. (Bloomberg)
WW International (WW): Galloway Capital believes that the company is materially undervalued. (Letter)

Our comprehensive Activists Tool includes current activist campaigns and all updates as the campaigns unfold.

Update on Other Special Situations

The Middleby (MIDD): Middleby announced that its Food Processing business will operate as Midera Food Processing ahead of its planned spinoff into a standalone public company, expected to be completed on July 6, 2026. Middleby stockholders will receive one share of Midera common stock for each Middleby share held on the record date, and Midera plans to list on the Nasdaq Global Select Market under the ticker symbol “MFP.” (Press Release)
Enviri (NVRI): Enviri announced that the spin-off of its Harsco Environmental and Harsco Rail segments is expected to become effective on June 1, 2026. The spun-off company, currently named Enviri II and expected to be renamed Enviri, plans to list on the NYSE under the ticker symbol “NVRI.” Enviri stockholders will receive one share of New Enviri common stock for every three shares of CE Holdings common stock held following the holding company merger. The SEC declared the Form 10 registration statement effective on May 8, 2026. (Filing)
Resideo Technologies (REZI): Resideo Technologies provided an update on the planned spin-off of its ADI Global Distribution business, including the filing of ADI’s Form 10 registration statement with the SEC, the announcement of leadership teams and boards of directors for both Resideo and ADI, and plans to host separate investor day events in mid-July 2026. The company expects the spin-off to be completed between the mid-third quarter and mid-fourth quarter of 2026, subject to customary conditions. (Filing)
FedEx (FDX): FedEx announced that its Board of Directors approved the previously announced separation of its freight business, with the board declaring a pro rata dividend of 80.1% of the outstanding shares of FedEx Freight common stock to FedEx shareholders of record as of May 15, 2026. Following the separation, FedEx Freight is expected to begin trading on the NYSE on June 1, 2026, under the ticker symbol “FDXF.” FedEx shareholders will receive one share of FedEx Freight common stock for every two shares of FedEx common stock held on the record date, with cash paid in lieu of fractional shares. (Press Release)
Honeywell (HON): Honeywell published an amended Form 10 Information Statement for Honeywell Aerospace on May 14, 2026. The spin-off is expected to be completed in Q3 2026. Investor Day is scheduled for June 3, 2026. (Form 10-12B/A)
S&P Global (SPGI): Mobility Global hosted its Investor Day in New York City in connection with the planned separation on May 12, 2026. (Investor Presentation)
Corteva (CTVA): Corteva announced that “New Corteva,” its future crop protection company, will be headquartered in Indianapolis, Indiana, and Vylor, its advanced seed and genetics company, will be headquartered in Johnston, Iowa, both following the current company’s planned separation in the fourth quarter of 2026. (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

Basic Materials

Orla Mining (ORLA) / Equinox Gold (EQX) - $6.83 bn, Q3 2026 (Press Release)

Communication Services

Emerald Holding (EEX) / Apollo Funds (APO) - $1.5 bn, H2 2026 (Press Release, Merger Agreement)

Financial Services

NSTS Bancorp (NSTS) / Brookfield Bancshares - $73.7 mn, Q4 2026 (Press Release, Merger Agreement)

Heathcare

Assertio Holdings (ASRT) / Zydus Worldwide DMCC - $166.4 mn, (Press Release, Merger Agreement)

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.

Anavex Life Sciences Corp. (AVXL): Chief Operating Officer Felix Lauscher departs effective May 11, 2026. (Filing)
BuzzFeed, Inc. (BZFD): Chief Executive Officer Jonah Peretti resigns effective May 26, 2026. (Filing)
Clearway Energy (CWEN): General Counsel Kevin P. Malcarney retires effective June 1, 2026. (Filing)
CRH (CRH): Chief Financial Officer Nancy Buese retires effective May 11, 2026. (Filing)
CSX (CSX): Chief Digital & Technology Officer Stephen Fortune resigns effective May 14, 2026. (Filing)
First Interstate BancSystem (FIBK): Chief Operations Officer Kristina Robbins resigns effective May 13, 2026. (Filing)
Global Business Travel (GBTG): terminates Chief Technology Officer John David Thompson effective May 31, 2026. (Filing)
Indivior (INDV): eliminates Chief Scientific Officer Christian Heidbreder effective June 1, 2026. (Filing)
Ironwood Pharmaceuticals (IRWD): Chief Financial Officer Gregory Martini resigns effective May 15, 2026. (Filing)
Jack in the Box (JACK): Chief Executive Officer Lance Tucker and Chief Customer and Digital Officer Ryan Ostrom resign effective May 8, 2026. (Filing)
Local Bounti (LOCL): Chief Commercial Officer Dane Almassy resigns effective May 14, 2026. (Filing)
Nature’s Sunshine Products (NATR): Chief Financial Officer L. Shane Jones resigns effective June 5, 2026. (Filing)
NeoVolta (NEOV): Chief Financial Officer Steve Bond resigns effective May 18, 2026. (Filing)
Nusatrip (NUTR): Chief Operating Officer Albert Nicolas resigns effective May 13, 2026. (Filing)
Ocugen (OCGN): Chief Medical Officer Huma Qamar resigns effective May 8, 2026. (Filing)
Selective Insurance (SIGI): Chief Investment Officer Joseph O. Eppers retires effective June 2, 2026. (Filing)
Tandem Diabetes Care (TNDM): terminates Chief Commercial Officer Mark Novara effective May 18, 2026. (Filing)
Uber Technologies (UBER): Chief People Officer Nikki Krishnamurthy resigns effective May 11, 2026. (Filing)
Waste Management (WM): Chief Operating Officer John J. Morris, Jr. resigns effective May 13, 2026. (Filing)
Western Alliance (WAL): Chief Banking Officer Stephen Curley resigns effective May 8, 2026. (Filing)

Our C-Suite Transitions tool includes over 10,000 management changes including appointments, departures and sudden departures.

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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.

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