The Special Situation Report #219: June 21 Roundup

Summary of the Week in Special Situations

Jun 21, 2026

Update on Developing M&A

Ashland (ASH): Activist Cruiser Capital Advisers is pushing Ashland (ASH) to sell itself. Ashland has attractive assets, though it lacks the scale to maximize shareholder value, Cruiser Capital wrote in a letter to the company’s board. (Bloomberg)
Genco (GNK): Diana Shipping (DSX) issued a reminder urging Genco Shipping (GNK) shareholders to vote FOR Diana’s nominees Jens Ismar and Paul Cornell, and AGAINST Genco’s proposals to ratify its poison pill and equity incentive plan ahead of Genco’s Annual Meeting scheduled for June 18, 2026. (Press Release)
Genco (GNK): Diana Shipping Inc. (DSX) announced that it has increased its offer to acquire all outstanding shares of Genco (GNK) not already owned by Diana to a total implied value of $27.34 per share, comprised of $24.80 per share in cash plus one Diana share valued at $2.54. (Press Release)
Rayonier Advanced Materials (RYAM): Mill Pond Capital, LLC, which owns approximately 3% of the outstanding common shares of Rayonier Advanced Materials Inc. (RYAM), sent a letter to the Company’s Board of Directors urging the Board to conduct a full sale of the company. (Press Release)
TripAdvisor (TRIP): TripAdvisor agreed to sell TheFork to American Express for $700 million in cash, following a strategic review announced in February 2026. The transaction will allow Tripadvisor to further focus on its Experiences business. (Press Release)
Woodside Energy (WDS): Woodside Energy denied it is in takeover discussions with Exxon Mobil (XOM), responding to a Bloomberg report that Exxon had considered the company as a potential acquisition target. (Press Release)

Rumors

Apogee Therapeutics (APGE): AbbVie (ABBV) is nearing a deal to acquire inflammatory disease drug developer Apogee Therapeutics (APGE) for about $10.9 billion in cash. The deal values Apogee at a roughly 60% premium to its closing share price on Thursday. A deal is expected by June 22, 2026, provided negotiations are completed without last-minute issues. (Financial Times)
Devon Energy (DVN): Activist investor TOMS Capital Investment ‌Management has acquired a sizable stake in Devon Energy (DVN) and is pressing the U.S. shale operator to sell assets or put itself up for sale. (Reuters)
SkyAI, Inc. (SKYA): Forward Industries, Inc. (FWDI) submitted a non-binding proposal to SkyAI, Inc. (SKYA) regarding a potential all-stock business combination. Under the terms of the proposal, SkyAI stockholders would receive 0.367 newly issued shares of Forward common stock for each share of SkyAI common stock. (Press Release)

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

Snap Inc (SNAP): Snap launched its first augmented-reality glasses for a hefty price of $2,195, months after Irenic Capital Management pushed Snap to sell or wind down the Specs division. CEO Evan Spiegel explicitly stated the company was focused on driving long-term success rather than short-term profits and had no intention to sell the business at any point. (Reuters)
Devon (DVN): TOMS Capital Investment Management has built a stake in Devon and has been engaging with management in recent weeks to press for faster asset sales. TOMS has also said it would be open to a sale of the company, and has been trying to generate behind-the-scenes interest from other oil and gas companies to bid for Devon. (Financial Times)
Bio-Techne (TECH): Activist investor Ananym Capital Management has built a stake in Bio-Techne Corp. and is pushing the board to conduct a strategic review that would include a potential sale. (Bloomberg)
BWX Technologies (BWXT): BWX Technologies has struck a deal to license its design for a small modular reactor, after activist investor Ananym Capital Management pushed the nuclear technology company to consider commercializing it. (Bloomberg)
Nano Dimension (NNDM): Murchinson has criticized Nano’s announcement that it has signed a non-binding term sheet with Infinite Epigenetics to form a publicly traded, AI-powered health and diagnostics company. Murchinson claims that the current Board of Directors, much like the previous Board under Yoav Stern, appears unwilling to answer necessary questions from shareholders about its decision-making. (Press Release)
Nano Dimension (NNDM): Nano Dimension and Infinite Epigenetics issued a joint statement that disclosed the deal value of the $890M transaction, and noted there was a rigorous strategic review of about 20 companies that ultimately led the firm to select the biotech company as its top growth and value-creation opportunity. (Press Release)
Braemar Hotels & Resorts (BHR): Al Shams once again accused Braemar of “a betrayal of shareholders” and threatened to take legal action against the firm after Braemar announced that its board has approved a management spin-out and plans to become a self-managed real estate investment trust. Al Shams wrote in its letter that the company has “completed one of the most brazen acts of self-dealing we have ever witnessed in a public company.” (Press Release)
Fermi (FRMI): Former Fermi CEO, Toby Neugebauer, announced that he has filed definitive solicitation materials with the SEC to call a Special Meeting of Shareholders to be convened as promptly as practicable to vote on the election of a new Board majority committed to taking all actions to benefit shareholders. Fermi responded that at this time no Special Meeting has been called, as Mr. Neugebauer, who was terminated for cause, currently does not have the support required to call a Special Meeting (Press Release)

Our comprehensive Activists Tool includes current activist campaigns and all updates as the campaigns unfold: https://www.insidearbitrage.com/shareholder-activists-tool

Update on Other Special Situations

Siemens Energy (SMEGF): Reuters reported, citing Manager Magazin, that Siemens Energy is evaluating a potential separation of its Transformation of Industry division, which manufactures compressors and industrial steam turbines. According to the report, the company is considering options including a spin-off or IPO and could initially divest approximately 60% of the business while retaining a 40% stake. (Reuters)
Honeywell (HON): Honeywell announced that its Board of Directors has formally approved the planned spin-off of Honeywell Aerospace, which remains on track for completion on June 29, 2026. (Press Release)
Adaptive Biotechnologies (ADPT): Adaptive Biotechnologies announced plans to separate its Minimal Residual Disease (MRD) and Immune Medicine businesses. The company is evaluating strategic and structural alternatives for Immune Medicine and expects to determine its preferred separation path by the end of 2026. (Press Release)
Resideo Technologies (REZI): Resideo Technologies said the planned spin-off of ADI Global Distribution remains on track for completion between mid-Q3 and mid-Q4 2026. ADI priced $400 million of 7.125% senior notes due 2034 and syndicated a $600 million term loan and $500 million revolving credit facility. Proceeds will fund a distribution to Resideo and separation-related costs. The notes offering is expected to close on June 30, 2026, subject to customary conditions, including completion of the spin-off. (Press Release)
Middleby (MIDD): Middleby set June 26, 2026, as the record date for the planned spin-off of Midera Food Processing following the SEC’s effectiveness of Midera’s Form 10. Shareholders will receive one Midera share for each Middleby share held, with the distribution expected to be completed on July 6, 2026, subject to customary conditions. (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

Nuvalent (NUVL) / GSK (GSK) - $9.4 bn, Q3 2026 (Press Release, Merger Agreement)Technology
AstroNova, Inc. (ALOT) / Arcline Investment Management - $272 million, Q3 2026 (Press Release, Merger Agreement)
Payoneer Global Inc. (PAYO) / Nuvei - $2.75 billion, Q2 2027 (Press Release, Merger Agreement)

Real Estate

Chicago Atlantic Real Estate Finance (REFI) / Chicago Atlantic BDC (LIEN) - $613 million (structured as an adjusted NAV-for-NAV exchange), Q4 2026. Note: We did not add the deal to our Merger Arbitrage Tool because the final exchange ratio will only be determined shortly before closing. (Press Release, Merger Agreement)
Fathom Holdings Inc. (FTHM) / Bed Bath & Beyond, Inc. (BBBY) - $78.68 million, Q4 2026 (Press Release, Merger Agreement)

Basic Materials

Huntsman Corporation (HUN) / Olin Corporation (OLN) - $4.27 billion, Q2 2027 (Press Release, Merger Agreement)

Financial Services

Open Lending Corporation (LPRO) / ANV Group Holdings Ltd - $222.57 million, Q3 2026 (Press Release, Merger Agreement)

Communication Services

Roku, Inc. (ROKU) / Fox Corporation (FOXA) - $22 billion, Q2 2027 (Press Release, Merger Agreement)

Healthcare

Simulations Plus, Inc. (SLP) / Altaris, LLC - $375 million, Q4 2026 (Press Release, Merger Agreement)

Check out a list of nearly 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.

Elauwit Connection (ELWT): Chief Operations Officer Richard Alder resigns effective June 11, 2026. (Filing)
F&G Annuities & Life (FG): Chief Executive Officer Chris Blunt retires effective June 30, 2026. (Filing)
Fiserv (FISV): Chief Executive Officer Michael Lyons resigns effective June 15, 2026. (Filing)
Live Oak Bancshares (LOB): Chief Accounting Officer Wesley Sutherland resigns effective June 18, 2026. (Filing)
The Lovesac Company (LOVE): Chief Financial Officer Keith Siegner resigns effective June 15, 2026. (Filing)
Nuwellis (NUWE): Chief Executive Officer John L. Erb resigns effective June 30, 2026. (Filing)
Ventas (VTR): General Counsel, Ethics & Compliance Officer Carey S. Roberts resigns effective June 26, 2026. (Filing)
Zevia PBC (ZVIA): President and Chief Executive Officer Amy E. Taylor resigns effective June 15, 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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