3/12/2026

Align Partners Commits to Responsible Activism for Minority Shareholders

Korea Times (03/12/26) Whan-woo, Yi

Align Partners founder and CEO Lee Changhwan underscores the firm’s long-term commitment to strengthening minority shareholders’ rights as a homegrown hedge fund, reflecting the growing wave of shareholder activism in Korea’s stock market. This wave is gaining momentum in line with President Lee Jae Myung’s investor-friendly policies, with investors increasingly seeking to influence corporate decisions and governance, often by pressing management to adopt changes that enhance shareholder value. Yet, it has drawn mixed reactions — welcomed by those who see it as progress, but met with caution by those recalling some foreign hedge funds criticized for prioritizing quick, speculative gains over broader shareholder value. “Under the circumstances, I would like to stress that Align Partners naturally pursues long-term, responsible investments, unlike foreign hedge funds that tend to view Korea as just one market among many,” Lee said in an interview with The Korea Times at the company’s office in Seoul’s financial district of Yeouido, Wednesday. Backing up his argument, the CEO said Align Partners is “not inherently virtuous, but circumstances make it inevitable,” stressing compliance with local rules as a licensed asset manager registered under the Financial Services Commission and oversight by the Financial Supervisory Service. At the same time, he noted the demanding nature of long term commitment in Korea, where many listed companies have controlling shareholders with stakes exceeding 10 percent — a rare trait compared with markets like the United States or Japan. “Because of this ownership structure, it is not easy to carry out challenging initiatives with persistence over a long period. But regardless of such difficulties, I sincerely hope our actions will stand as positive examples contributing to the development of the capital market,” Lee said. “In this respect, there can be differences in how we operate compared with foreign funds.” Lee’s remarks came as Align Partners has emerged as a pioneering force among Korea-origin hedge funds, with assets under management reaching $1 billion in less than five years since its founding in September 2021. Before launching Align Partners, Lee worked at Goldman Sachs (GS) and KKR (KKR). Since its founding, it has executed shareholder activism campaigns across a range of high-profile companies, including K-pop powerhouse SM Entertainment (KOSDAQ: 041510), leading financial groups such as KB (KB), Shinhan (SHG), Hana (BKK: HANA), and Woori (NYSE: WF), as well as construction equipment manufacturer Doosan Bobcat (KRX: 241560). The company focuses on exploring opportunities arising from the “Korea discount,” a chronic undervaluation of Korean stocks that the president pledged to address after taking office in June 2025. The CEO welcomed the government’s capital market reform drive, noting three rounds of revisions to the Commercial Act aimed at enhancing corporate governance transparency, boosting shareholder returns and reinforcing the fiduciary responsibility of board members, among other measures. “These measures are something that should have existed naturally, but implementing the parliamentary amendments was a lengthy process and that is why the reform carries real significance,” he said. Asked whether the “Korea discount” has been resolved, Lee replied, “The discount phenomenon is starting to ease slightly, amid growing expectations and interest that corporate behavior will change.” The CEO noted that foreign capital, in particular, is “showing unprecedented levels of interest in Korea” and encouraged greater participation, highlighting that roughly 30 percent of Align Partners' investors are from abroad, mostly U.S. institutional investors. “I believe we are still in the early stages of capital market reform,” he said. “With numerous investment opportunities stemming from corporate governance improvements and restructuring across the broader financial landscape, I would suggest that now is the time to pay close attention to the Korean market.” Regarding the benchmark KOSPI surpassing milestones of 5,000 and even 6,000 points earlier this year, the CEO forecast that the main index is “still far from even halfway through its reform-driven growth cycle.” He referred to the case of Japan's Nikkei, which rose nearly seven- to eightfold over more than a decade of reform, saying, “Much of that sustained growth was driven by governance improvements.” Lee forecast that although the Iran conflict is weighing on the market and caution is warranted, governance reform still has “ample room to influence the stock cycle alongside external factors,” underscoring its potential to strengthen investor confidence and shape longer term market dynamics. To accelerate governance reform, the CEO emphasized three priorities. First, boards must change their behavior to honor shareholder rights and comply with measures such as the 3 percent rule, which limits dominant shareholders to just 3 percent of voting power when electing audit committee members. Secondly, corporate culture must move beyond the entrenched “owner” mindset and recognize that listed companies are collectively owned by all shareholders. Lastly, strong legal precedents should anchor fiduciary responsibilities, giving corporate law the weight of a constitutional principle within the business sphere. For companies in Align Partners' portfolios, the CEO said the firm has submitted shareholder proposals to six firms — DB Insurance (KRX: 005830), Coway (KRX: 021240), Gabia (KOSDAQ: 079940), Dentium (KRX: 145720), SoluM (KRX: 248070), and A Plus Asset Advisor (KRX: 244920)— all of which have general meetings of shareholders scheduled this month. DB Insurance will hold its meeting on March 20, while the others are scheduled to convene through the end of March. In particular, Align Partners is in a dispute with IT infrastructure and cloud services company Gabia, having filed an injunction to add a "say-on-pay" advisory shareholder proposal agenda at the general meeting on March 26. An advisory shareholder proposal, even if passed at a general meeting, is nonbinding — it cannot legally compel the board, but it signals shareholder sentiment, applies reputational pressure and can influence future governance practices.

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3/12/2026

Integer Appoints Two Directors in Cooperation With Irenic

Investing.com (03/12/26)

Integer Holdings Corporation (NYSE: ITGR) announced today the appointment of two independent directors to its board as part of a cooperation agreement with Irenic Capital Management, LP. James Flanagan, former Chief Operating Officer of PwC, and Aaron Kapito, a Partner at Politan Capital Management, have joined the board. The appointments are based on a press release statement from the company. Flanagan served as PwC’s COO from 2014 to 2021 and previously led the firm’s U.S. Financial Services Practice. He holds a B.S. in Accounting from Long Island University. Kapito co-founded Politan Capital Management in 2021 and previously worked at Lion Point Capital and Elliott Management. He earned a B.S. in Economics from the Wharton School and an M.B.A. from Harvard Business School. Under the cooperation agreement, Irenic agreed to customary standstill, voting, and confidentiality provisions. The full agreement will be filed with the Securities and Exchange Commission. Two existing directors will not stand for re-election at the company’s annual stockholder meeting, consistent with the board’s succession process. Integer’s CEO Payman Khales stated the company expects organic sales growth to return to market levels during 2026 and above-market levels in 2027. The company posted revenue of $1.85 billion over the last twelve months with analysts forecasting earnings per share of $6.51 for fiscal 2026. For deeper insights into Integer’s growth trajectory and financial health, investors can access the comprehensive Pro Research Report, available exclusively on InvestingPro for this and 1,400+ other U.S. equities. Adam Katz, Co-Founder and Chief Investment Officer of Irenic Capital Management, said the firm invested in Integer because it believes the company is positioned to capitalize on growth opportunities. Integer is a medical device contract development and manufacturing organization serving the cardio and vascular, neuromodulation, and cardiac rhythm management markets. The company has a market capitalization of $2.94 billion and currently trades at $85.47, which InvestingPro analysis suggests is undervalued relative to its Fair Value estimate. Goldman Sachs (GS) served as financial advisor to Integer, while Willkie Farr & Gallagher advised Irenic.

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3/12/2026

DOMA Perpetual Capital Management LLC Pushes Pacira BioSciences to Sell Itself

San Francisco Business Journal (03/12/26) Leuty, Ron

Calling spending by Pacira BioSciences Inc.'s (NASDAQ: PCRX) board "wasteful and unjustified," a hedge fund Wednesday called on fellow investors to elect three of its handpicked nominees that could lead to the company's sale. The move by DOMA Perpetual Capital Management LLC amps up a monthslong fight between the Miami asset management firm and Brisbane-based Pacira, a pain-treatment company that last year booked close to three-quarters of a billion dollars in revenue. Pacira hasn't yet announced the date of its annual shareholder meeting, but the proxy fight over the coming months is part of an on-again/off-again trend by biotech investors to wring money or control out of companies with a steady flow of revenue and solid cash reserves. The bottom line, DOMA said Wednesday, is that Pacira's board should work with bankers to sell the company, halt acquisitions of pipeline drugs and return capital to shareholders. "DOMA's aim is to generate profit for the company's shareholders, who have been forced to weather consistent year-over-year declines in the stock price while company expenses and management compensation have soared," according to the firm, which is led by Pedro Escudero. DOMA owns 7.1% of Pacira's outstanding shares. DOMA's board nominees are DOMA Chief Financial Officer Eric de Armas; Christopher Dennis, a psychiatrist with experience in behavioral health, digial health and opioid addiction; and Oliver Benton "Ben" Curtis III, a former federal prosecutor who advises on regulatory enforcement, internal investigations and more. Pacira leaders have met 12 times with DOMA, they said Wednesday, but the firm "has not provided any new insights regarding our strategy or operations that the company and the board are not already carefully evaluating and executing" as part of strategy it calls "5x30." That is a five-point plan targeting goals for 2030, including treating 3 million people with its products annually by the end of this decade. Pacira, led since early 2024 by former Genentech Inc. and Forma Therapeutics executive Frank Lee, has sold the injected, long-acting, nonopioid local anesthetic Exparel since its approval in April 2012. It was responsible for nearly 80% of Pacira's total revenue of $726.4 million last year. But that's just part of the 829-employee company's story. It bought Flexion Therapeutics in late 2021, adding the osteoarthritis treatment Zilretta, and by buying MyoScience Inc. in 2019 it added Iovera, a Food and Drug Administration-cleared handheld device that uses cold temperature to temporarily block nerve signals for up to three months. Its experimental gene therapy PCRX-201 is in a late-stage clinical trial to treat osteoarthritis of the knee as part of a push to develop more genetic medicines and it has a number of drugs in preclinical development, including one for osteoarthritis in dogs. The company has moved to cut costs and return cash to shareholders. For example, it decommissioned a 45-liter Exparel batch manufacturing suite in San Diego, leading to 71 layoffs last year, in favor of two 200-liter suites in San Diego and the United Kingdom. And it said it repurchased $150 million in stock, reducing its outstanding shares from 47 million to 41 million. But the heart of Pacira, which had $238.4 million in cash, equivalents and investments at the end of last year, is Exparel, and DOMA said has been "undermined by management's strategic and operational execution." The company faces competition from a generic version of the drug, which was approved by the FDA in August 2024.

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3/11/2026

Green Investors Threaten BP with Legal Action Over Rejected Resolution

Financial Times (03/11/26) Mooney, Attracta

BP (NYSE: BP) is facing a threat of legal action from climate investors who have accused the energy group of “an unprecedented attack on shareholder rights” over its refusal to include a resolution they filed for next month’s annual meeting. The proposal calling on the company to set out strategies for maintaining shareholder value if oil and gas demand declines was filed in January by 16 institutional investors and a group of retail shareholders brought together by FollowThis, a Dutch green investor group. Corporate governance experts told the FT they were unaware of any previous examples of FTSE 100 companies rejecting resolutions that met filing thresholds — as the FollowThis resolution did. The tussle with BP is the second fight FollowThis has had with a big oil and gas company in recent years, and comes after Exxon (NYSE: XOM) sued it in 2024 in a landmark case over environmental, social and governance resolutions. FollowThis Chief Executive Mark van Baal said BP’s move was a sign of how the battle over ESG and shareholder rights was spreading to Europe from the United States, where there has been a crackdown on shareholder resolutions in recent years. “BP is trying to silence its own shareholders rather than answering them,” he said, adding that the company’s refusal to allow the resolution to be voted on at the annual meeting was “an attack on shareholder rights." "This is unprecedented in the UK as far as we know,” he said. “It would have huge implications if BP can get away with it, because then every company can get away with it." A similar resolution at Shell (NYSE: SHEL) had been accepted, van Baal said. FollowThis has filed resolutions at oil companies for years, including six times at BP, where more than a fifth of shareholders backed its 2021 resolution asking for ambitious climate targets. BP, which last year announced a “strategy reset” to retreat from renewables to reprioritize fossil fuels, said its board had “determined, having taken legal advice, that the proposed resolution did not conform to legal requirements." It added that it had “a clear strategy with multiyear targets to drive long-term shareholder value across the cycle,” and remained “fully committed to responsible industry-standard climate-related reporting." BP in 2023 said a Follow This resolution calling for the company to align its targets with the Paris climate agreement was unclear and disruptive. While the resolution was included at the AGM, BP said at the time that the board reserved discretion to table or exclude future resolutions “in light of the particular circumstances of the resolution in question." In a five-page letter to BP that was seen by the FT, FollowThis said the board must consider the 2026 resolution “on its own merits." It called on BP to issue a supplementary notice that would include its resolution, warned that failure to do so could result in the investor group seeking “urgent injunctive relief requiring the company to comply.” It also warned of further legal action and said that calling an extraordinary general meeting at the company was another possibility. Suren Gomtsyan, a corporate governance expert and assistant professor at LSE Law School, said he had “never heard of a previous case where a FTSE 100 company rejected a shareholder resolution proposal." Such proposals were “generally quite rare” in FTSE100 companies, he added, pointing out that shareholders submitting a resolution needed to hold 5% of voting shares, or number at least 100. FollowThis’s resolution met the latter requirement, with the group saying BP had confirmed in January that the relevant threshold for a valid submission had been met. There were few grounds to reject a shareholder proposal, Gomtsyan said, but one category was “defamatory, frivolous or vexatious” resolutions. A resolution filed by a group of pension funds and the Australasian Center for Corporate Responsibility that called for BP to justify its surge in upstream oil and gas spending will go to a vote at the April meeting. BP’s board has called for shareholders to reject it. BP also proposed revoking two green resolutions passed by shareholders in 2015 and 2019, including one that called for the company to disclose how its strategy was consistent with the Paris Agreement.

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3/11/2026

Janus Henderson Rejects Victory Capital Takeover Proposal, Backs Trian Deal

Wall Street Journal (03/11/26) Hart, Connor

Janus Henderson’s (NYSE: JHG) board unanimously rejected an unsolicited takeover proposal from Victory Capital (NASDAQ: VCTR), reaffirming its recommendation that shareholders back a previously disclosed take-private transaction by Nelson Peltz’s Trian Fund Management and venture firm General Catalyst. Victory Capital submitted the proposal last month, offering consideration valued at $57.04 a share, including $30 in cash and a fixed exchange ratio of 0.350 shares of Victory Capital common stock. Janus Henderson said Wednesday the board determined the offer doesn’t constitute a “superior proposal” under the terms of its existing merger agreement, citing significant closing risks and uncertain value. The asset manager said it is uncertain it could obtain the required client consents representing 75% of revenue run rate, citing feedback from clients who indicated they would have reservations about maintaining their relationships with Janus Henderson under Victory ownership. The board also said the transaction could struggle to secure shareholder approval and questioned Victory’s estimate of $500 million in potential synergies, saying the cost reductions implied by that figure could lead to operational disruption, employee departures, and client outflows. Trian and General Catalyst said Wednesday that they remain committed to completing their previously announced all-cash acquisition of Janus Henderson and support the board’s decision to reject the competing proposal. The firms said their $49-a-share deal provides shareholders with “immediate and certain value” and that it is progressing toward an expected closing in mid-2026.

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3/11/2026

Oasis Management Takes Stake in Troubled Nidec, Urges Governance Reform

Nikkei Asia (03/11/26) Obe, Mitsuru

Oasis Management, a Hong Kong-based investor, has acquired a 6.7% stake in Nidec (6594.T), the scandal-hit Japanese motor maker, according to a regulatory filing disclosed on Wednesday, and has demanded the Kyoto-based company undertake a governance overhaul. The filing shows that Oasis obtained 80.3 million shares in Nidec for 178.3 billion yen ($1.12 billion). The company's move came after Nidec disclosed the findings of a third-party committee that has been investigating the company's accounting irregularities. "Oasis believes that Nidec's underlying business remains highly competitive and possesses significant growth potential," it said in a statement. Given the company's technological leadership, broad customer base and extensive global operations, "Oasis believes that Nidec's current share price is significantly undervalued relative to its intrinsic value." Nidec, the world's largest electric motor maker, was once a darling on the stock market, nearly doubling its share price in 2021 alone, as investors hailed the company's expansion from motors for hard disc drives to those for electric vehicles. The company made major investments in China, aiming to dominate the market for EV motors in China. However, the company quickly met with serious Chinese competition and became embroiled in severe price competition. Founder Shigenobu Nagamori, who owns 8.6% of the company and served as CEO until 2024, made scenes in earnings calls, publicly dressing down his executives for failing to improve the company's performance. Widespread accounting irregularities came to the surface last year. In September, the company established a third-party committee to look into the issue. Nagamori resigned as board chairman in December, and that was followed in February by the announcement of his complete withdrawal from running the company. The third-party committee's report said Nagamori was ultimately responsible for the problems, as he applied "considerable pressure" on executives to achieve performance targets. It said Nidec had recognized "legacy liabilities," but the top leader's stance made it difficult for business units and subsidiaries to handle them appropriately. The series of accounting issues "are extremely serious," Oasis said, saying they are "not merely isolated incidents, but rather, structural problems arising within a corporate culture shaped by excessive pressure to meet performance targets and the strong influence of the company's founder." Among the issues cited by Oasis are a lack of ethical judgment among management that effectively tolerated improper accounting, and the failure of outside directors to properly fulfill their oversight responsibilities. Oasis went on to call for strengthening the effectiveness of the board's oversight function, appointing truly independent outside directors, including individuals with particular management and accounting expertise, and establishing a governance structure that does not rely excessively on the influence of a particular individual. It also demanded that Nidec address the responsibilities of current and former directors and executive officers, including Nagamori. "We believe that without a sincere reflection on the failures that occurred, and a proper attribution of responsibility, the company cannot achieve a true and lasting turnaround."

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3/11/2026

Uniform Rental Firm Cintas Expands North America Reach With $5.5 Billion UniFirst Deal

Reuters (03/11/26) Mishra, Savyata

Cintas (CTAS.O) said on Wednesday it had agreed to buy smaller rival UniFirst (UNF.N) in a cash-and-stock deal valued at $5.5 billion, combining two of North America's largest workwear and facility services providers. Cintas has offered a total of $310 per UniFirst share, representing a premium of about 20% to the stock's last close. Shares of UniFirst jumped 7% in early trading while Cintas was down 1.2%. The deal caps a multi-year pursuit in which Cintas made at least three formal approaches since 2022. UniFirst rejected a $5.3 billion bid last year, and, in December, Cintas added a $350 million reverse termination fee to its $275-per-share offer to bring the company to the negotiating table. Cintas is banking on the deal to expand its reach and cut costs by combining delivery routes, plants and supply chains, as it looks to better compete with rivals including Aramark (ARMK.N), which has been expanding its garment and facility service offerings. "Cintas and UniFirst customers will be able to add new products and services from the combined business, which will make our offering more competitive in a dynamic, evolving industry," Cintas CEO Todd Schneider said on a call with analysts. The combined business will serve about 1.5 million customers across the United States and Canada and offer a wider range of uniform, cleaning and first-aid services. Cintas expects savings of about $375 million over four years by reducing overlapping costs in materials, production and service operations. Members of the Croatti family, UniFirst's founders, who control about two-thirds of the voting power, have agreed to vote in favor of the acquisition and will retain an ownership stake in the combined company. Engine Capital, which owns roughly 3.2% of UniFirst, had mounted a proxy fight last year urging the company to pursue a sale. The investor was unable to win board seats because of the dual-class voting structure. On Wednesday, it called the Cintas deal "the right transaction, at the right price, with the right partner." The deal is expected to close in the second half, subject to regulatory and UniFirst shareholder approvals.

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3/11/2026

Tilman Fertitta in Talks to Buy Caesars for $7 Billion After Topping Bid From Icahn

Wall Street Journal (03/11/26) Thomas, Lauren

Tilman Fertitta has been in exclusive talks to buy Caesars Entertainment (CZR) for roughly $7 billion after he topped a competing offer from billionaire investor Carl Icahn’s firm, according to people familiar with the matter. Fertitta’s company, Fertitta Entertainment, has been discussing paying around $34 a share for the betting company, the people said. Caesars shares closed Tuesday at $26.01, giving the company a market value of over $5 billion. Caesars shares closed up nearly 12% Wednesday at $29.07 after The Wall Street Journal reported on the talks. Caesars had also received an all-cash offer of around $33 a share from Icahn Enterprises (IEP), the publicly traded company that houses the investment of Icahn, a Caesars shareholder, some of the people said. Icahn Enterprises’ offer hasn’t officially been rejected by Caesars, they added. Fertitta’s business is behind the Golden Nugget casino chain, the restaurant giant Landry’s and other hospitality and gaming monikers as well as the NBA’s Houston Rockets. Caesars runs more than 50 resorts, including under its namesake Caesars brand, Harrah’s, Eldorado and Circus Circus. Shares in Caesars and its betting peers have sagged in recent months as investors digest the potential threat to their businesses prediction markets such as Polymarket and Kalshi pose. Vici Properties, the real-estate investment trust that was spun off in Caesars’ bankruptcy proceedings in 2017 and counts Caesars as a major tenant, had been viewed as a potential roadblock to a deal. Some potential buyers who aimed to split off the company’s digital gaming business had assumed that any deal would require Vici’s signoff, some of the people said. But the proposals from Fertitta and Icahn Enterprises both involve structuring the deal in a way that would allow the company to be split up without Vici’s consent, those people said. Caesars Chief Executive Tom Reeg would likely be involved with either bid, some of the people said. Vici’s shares closed down roughly 3% Wednesday after the Journal’s report. Caesars shares had been down roughly 40% over the past year before the Financial Times reported in late February that the company was attracting takeover interest from Fertitta and a group that included management. Caesars shares closed up nearly 19% the day of the report. Caesars was taken private in a leveraged buyout in 2008 led by Apollo Global Management and TPG. Caesars’ operating unit emerged from bankruptcy in 2017, after having been saddled with debt from that deal. Icahn took a stake in Caesars in 2019 and pushed for a sale of the company. Eldorado Resorts acquired Caesars in 2020, and Reeg, its longtime head, became CEO of the combined company.

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