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3/17/2026

Jana Partners Pushes Six Flags to Explore Sale, Replace Board Chair

Reuters (03/17/26) Herbst-Bayliss, Svea

Jana Partners wants theme park operator Six Flags Entertainment (FUN.N) to explore a sale and immediately appoint a new head of its board of directors, according to a letter. The call for change comes just months after North America's largest regional amusement resort operator hired a new chief executive and less than a week after it appointed National Football League star Travis Kelce as brand ambassador. In a letter addressed to Six Flags' board, Jana cites concerns about the board's ability to "deliver" for shareholders and calls on the company to engage with buyers. "It is now in the best interest of shareholders for the company to reverse course and engage with known buyer interest in Six Flags," Jana Managing Partner Scott Ostfeld wrote. The firm, one of the industry's busiest investors, also wrote that board leadership changes are needed and the company should appoint a new chair. Marilyn Spiegel was named chair in January and has been a director since 2023. In October, Jana unveiled its stake in Six Flags along with its partnership with Kelce, the Kansas City Chiefs tight end who is engaged to singer Taylor Swift. At the time, the hedge fund, which disclosed a roughly 9% economic stake, said it wanted Six Flags to improve operations, revitalize its marketing and improve the customer experience at its parks. It also suggested that the company could be an attractive acquisition target. Investors pushed Six Flags' stock up nearly 20% on the news. Before Jana's stake was revealed, the company's stock price had tumbled some 50% year-to-date as rainy weather kept visitors out of the parks and weighed on returns. Since then an earnings miss and worries about business performance have pushed shares lower, leaving the company with a market value of $1.7 billion. The stock price closed at $16.39 on Monday. While Jana has publicly expressed support for new CEO John Reilly, it said in the letter that it wants to see a new board chair after months of private engagement raised concerns about the group's effectiveness. "We have witnessed an alarming pattern of board dysfunction and disjointed decision-making that has become impossible to ignore," the letter said. In the letter, Jana cites a string of shortcomings at the board level including how the directors sat on the announcement of Reilly's appointment as chief executive in November for days while the company was experiencing a crisis of confidence. It also criticized the board's approval to reaffirm financial guidance in September to calm nervous investors only to then slash guidance weeks later. In February, Reilly had said that while 2025 results had come in short of the company's expectations, "the work completed over the past year has strengthened the foundation of our enterprise." He said the company improved park infrastructure, added new attractions to parks, upgraded technology and enhanced food and beverage offerings. He also said the company's efforts are sure to "restore profitable growth that is sustainable over time." Jana is not the first investor to push Six Flags for changes. In October, only days before Jana's position was unveiled, the company added an executive from hedge fund Sachem Head Capital Management, which owns roughly 5% of the company, to the board.

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3/17/2026

Janus Bidding War Heats Up With Fresh Offer From Victory Capital

Bloomberg (03/17/26) Gyftopoulou, Loukia

Victory Capital Holdings (VCTR.O) submitted a fresh offer for Janus Henderson Group Plc (JHG.N), as the bidding war for the London-based investment firm intensifies amid a wave of consolidation among asset managers. The San Antonio, Texas-based firm is now offering $40 per share in cash and a fixed exchange ratio of 0.25 shares of its common stock for each Janus Henderson share owned, Victory Capital said in a statement Tuesday. That would translate to 31% ownership in a combined asset manager. Based on Victory Capital’s March 16 closing price, Janus shareholders would receive $3.26 per share more than its prior proposal last month, according to the statement. The revised proposal also represents a 16% premium to a prior bid involving Nelson Peltz’s Trian Fund Management, according to Victory Capital. Asset managers have been consolidating recently after years of grappling with clients dumping their mutual funds for cheaper, passive products. Janus Henderson, created through a 2017 transatlantic merger to combat these challenges, suffered years of outflows since the tie-up until recently. The firm managed $493 billion as of Dec. 31. Trian Fund and General Catalyst agreed in December to buy Janus Henderson in a deal that would value the asset manager at about $7.4 billion. Two months later Victory Capital emerged with a higher offer. Janus Henderson said last week that its board of directors had unanimously shot down Victory Capital’s earlier proposal because it was not in the best interests of its stakeholders, clients and employees. Victory Capital responded by accusing Janus Henderson of failing to meaningfully engage with its bid and accepting an inferior deal from Peltz.

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3/17/2026

Altai Capital Presses OraSure to Sell and Give It Board Seats

Reuters (03/17/26) Herbst-Bayliss, Svea

Altai Capital Management called on OraSure Technologies (OSUR.O) to explore a sale, saying the medical device maker could fetch double its current share price, according to a letter. The hedge fund also said it would like board seats to supervise a strategic review process and that it plans to press on with its proxy fight if no settlement is reached. "OraSure is worth significantly more in a sale than as a standalone company," Altai's President and Chief Investment Officer Rishi Bajaj wrote to OraSure's board on Tuesday. "After deducting transaction costs, we estimate OraSure is worth $4.54 to $6.60 per share if sold — a 42% to 109% premium to today’s price," Bajaj wrote. OraSure has seen its stock price tumble 73% over the last five years as demand for COVID-19 rapid antigen tests has fallen. Altai, which owns approximately 5% of OraSure, is ratcheting up pressure after months of talks with management and the board fizzled, Bajaj wrote, asking again that the company invite him and one other executive to join the six-person board. OraSure's fourth-quarter revenue fell 29% from the previous year, the company said in February, adding that it anticipates U.S. regulatory clearance for new diagnostic products in 2026. Shareholders have sent OraSure's shares up some 18% since Altai officially nominated Bajaj and industry executive John Bertrand to the board in mid-January. Earlier this year, prominent healthcare entrepreneur Ron Zwanziger reconfirmed to the company that he would like to buy OraSure, according to sources familiar with the matter but not authorized to discuss it publicly. In June, Zwanziger proposed buying the Bethlehem, Pennsylvania-based company for $3.50 to $4 a share but was rebuffed, Reuters reported. OraSure stock traded at $3.07 on Monday. Zwanziger and Altai are not working together, the two sides have said. In the letter, Bajaj said new directors are needed because the company has "dramatically underperformed." He also criticized the board for failing to hold management to account for the share price drop, noting that the bulk of Chief Executive Carrie Eglinton Manner's compensation is not tied to the company's share price performance. He also criticized the company's acquisition of Sherlock Biosciences in 2024 to expand its molecular diagnostics innovation pipeline and its investment in Sapphiros for exclusive distribution rights to the company's next-generation products. OraSure said in 2024 that Sherlock would help expand its portfolio of rapid diagnostics for sexually transmitted infections and that testing for Chlamydia trachomatis and Neisseria gonorrhoeae represented a market of more than $1.5 billion. It said at the time the tests still needed regulatory approval. Considering OraSure is operating at approximately 30% manufacturing capacity, according to statements from OraSure Chief Financial Officer Kenneth McGrath on a recent earnings call, Bajaj said it would have made more sense to buy an established business that can absorb the capacity instead of "early-stage ventures with no near-term production volumes," like Sherlock. "It is imperative for the Company to reduce its cash burn and safeguard itself against further misuses of cash, including additional value-destructive investments and acquisitions," the letter said. Point-of-care diagnostic companies offer accurate results in real time to measure cholesterol, and detect flu and pregnancy, for example. But the industry remains highly fragmented with companies such as Abbott Laboratories (ABT.N), Danaher (DHR.N), Siemens (SIEGn.DE), Roche (ROG.S), and Thermo Fisher Scientific (TMO.N) capturing the biggest market share.

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3/16/2026

Korea Inc. Rushes Governance Changes as Shareholder Meetings Begin

Korea Herald (03/16/26) Sung-mi, Ahn

South Korea’s shareholder meeting season starts this week, with major conglomerates such as Samsung Electronics (KRX: 005930) and Hyundai Motor Group (KRX: 005380) convening annual general meetings that will focus on governance changes and corporate strategies. This year’s meetings are drawing heightened attention, with business groups rushing to amend bylaws and bolster management control before revisions to the Commercial Act take effect in the second half of the year. As major conglomerates view upcoming meetings as a final chance to adjust rules in ways that favor controlling shareholders, tensions are expected to rise between corporate leadership and activist investors. According to the Korea Securities Depository on Monday, a total of 211 listed firms will hold annual meetings this week alone — including 102 companies on the main Kospi board and 107 on the Kosdaq market — making it a highly concentrated period that market watchers have dubbed “shareholder meeting super week.” The lineup includes some of the country’s largest companies. Hyundai Mobis (KRX: 012330) will kick off the week on Tuesday, followed by meetings on Wednesday at Samsung Electronics, Samsung SDI (KRX: 006400), and Samsung Electro-Mechanics (KRX: 009150). Next week, more companies are slated to hold meetings, including Korea Zinc (KRX: 010130)—currently in the midst of a heated management control battle. Corporate governance restructuring stands out as the dominant agenda this year, as companies move to get ahead before amendments to the Commercial Act take effect, a set of rules that aim to strengthen oversight of corporate boards and rights of minority shareholders. From July 23, top shareholders and related parties will have their voting rights capped at 3% when electing audit committee members. Starting Sept. 10, companies will also face mandatory cumulative voting and will have to increase the number of separately elected audit committee members from one to two. In response, many companies are preemptively adjusting their boardroom structures before the rules take effect. Samsung Electronics and Samsung SDS (KRX: 018260) are proposing to replace fixed three-year director terms with a more flexible “within three years” structure. Hanwha (KRX: 000880) affiliates seek to extend terms from “within two years” to “three years or within three years.” Governance advocates argue that such flexibility allows director terms to be spread out on a case-by-case basis, reducing the number of seats up for election at any given meeting. This would lower the odds of minority shareholder-backed candidates securing board seats under cumulative voting rules. Meanwhile, some major companies are moving to cut the maximum number of board members and then nominating exactly that number. With no vacant seats, alternative slates are effectively blocked, making it difficult for minority shareholders to gain board seats. Hyosung Group (KRX: 004800) affiliates have proposed reducing board caps from 16 directors to seven to nine, while Hanwha Galleria (KRX: 452260) seeks to shrink its board from 13 to seven, and LS Electric (KRX: 010120) from nine to five. Beyond governance reforms and shareholder return policies, this year’s meetings are also expected to cover business strategies and future visions. At Samsung Electronics, shareholders will likely focus on the outlook for the semiconductor division, particularly the company’s standing in high-bandwidth memory chips, as well as foundry investments and the possibility of special dividends following the recent rebound in performance. Hyundai Mobis will put Executive Chair Chung Euisun’s reappointment as an inside director to a shareholder vote. Hyundai Motor plans to add vehicle rental business to its corporate purpose, signaling a broader push into mobility subscription and vehicle leasing services.

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3/16/2026

Yale Padlock Maker to Axe New CEO Before He Starts

Financial Times (03/16/26) Barnes, Oliver

The maker of Yale and Master Lock padlocks is set to replace its incoming chief executive before his first day in the job as part of a détente with a hedge fund set up by a Trian co-founder. In order to stave off a proxy fight with investor Ed Garden, Fortune Brands Innovations (NYSE: FBIN) has committed to rerun its CEO search as well as adding Garden to its board of directors, according to people familiar with the matter. Garden Investments, the Trian co-founder’s new investment vehicle, privately nominated a slate of directors to Fortune Brands’ board earlier this year, pushing for sweeping corporate governance changes at the building products supplier to turn around its lackluster performance, the people said. Shares in Fortune Brands are down 32% over the past year, giving it a market capitalization of just under $5.2 billion as of Friday’s close. Its shares plummeted as much as 18% at the start of the year when it revealed poor quarterly results alongside the departure of its longtime CEO Nicholas Fink. Investors, including Garden, blamed the precipitous share price drop in part on the appointment of Amit Banati, as chief executive, pointing to his lack of experience in the building products sector. Banati had been Tylenol maker Kenvue’s (NYSE: KVUE) finance chief in the run-up to its sale to Kimberly-Clark (NASDAQ: KMB). He was due to assume the top job formally in May. Garden believed Fortune Brands had rushed Banati’s appointment and wanted the company to hunt for an alternative. Banati, who was also previously chief financial officer at packaged food group Kellanova before its sale to Mars, may also relinquish his board seat at Fortune Brands, which he had held since 2020, the people added. Last year, a record 32 CEOs of U.S. companies stepped down within a year of being engaged by investors, according to a Barclays (NYSE: BCS) report into shareholder activism. The settlement will allow Fortune Brands to avoid a messy and costly fight against Garden. As part of the deal, the padlock maker is also considering removing its staggered board structure, which meant only three directors out of 10 were up for election this year. A settlement is likely to be announced in the coming days but plans could shift, the people said. As one of the three co-founders of Trian Fund Management alongside billionaire Nelson Peltz, Garden has long been one of the leading lights among investors, helping to steer campaigns against corporate giants including General Electric (NYSE: GE) and Procter & Gamble (NYSE: PG) over nearly two decades at the firm. In 2023, Garden stepped down from Trian to launch family office investment vehicle Garden Investments, which would recycle his tried-and-tested activist playbook. Garden had already secured a board seat at kitchen equipment company Middleby (NASDAQ: MIDD) after building a 5% stake as well as successfully pushing it to spin off its food processing unit and divest control of its kitchen products unit behind the Aga stove. Garden is not prioritizing a break-up at Fortune Brands and instead believes the company could ride a wave of consolidation sweeping across the building products sector to growth, the people said. Serial dealmaker Brad Jacobs’ ambition to build a $50 billion building products group through dealmaking has triggered competitors such as Home Depot (NYSE: HD) and Lowe’s (NYSE: LOW) to strike large deals of their own.

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3/15/2026

Harwood Capital Pushes for Break-up of M&C Saatchi

The Times (London) (03/15/26) Powell, Emma

Harwood Capital is urging the board of M&C Saatchi (LON: SAA) to break up the advertising group, which could see it disappear from the public market entirely. Harwood Capital, which owns 6% of the group, is understood to believe that a piecemeal sale of M&C Saatchi’s disparate businesses, which range from traditional advertising to government advisory, could be a better way of unlocking value that is not currently being recognized. Harwood is thought to be following a similar playbook to its engagement at Centaur Media (LON: CAU), the former owner of The Lawyer, which has only one small business remaining after a disposal process in which it returned £64 million to shareholders. This is a tumultuous period for M&C Saatchi, which announced last week that Zaid Al-Qassab, who has been chief executive for less than two years, would stand down at the end of the month. The board is understood to have been looking for a few months at how to revive its valuation in the face of discontent from large shareholders, including Harwood. Vin Murria, a large shareholder who four years ago led a £254 million hostile takeover approach, has been appointed as a non-executive director alongside Nicholas Shott, a veteran investment banker. Shott, who helped take the Daily Mail and General Trust private in 2022, is understood to have been introduced to the board by Harwood. Dame Heather Rabbatts, the company’s non-executive chairwoman, has assumed interim leadership while the board searches for a new chief executive. M&C Saatchi is now valued at only £150 million, having lost 30% of its value over the past 12 months, as it battles falling revenue and broader fears that artificial intelligence could hit demand for some services across the marketing sector. In November it confirmed that it had received a £50 million takeover offer for its media planning and buying business from Brave Bison (LON: BBSN), a media and marketing company backed by Lord Ashcroft and (News Corp NASDAQ: NWS), the ultimate owner of The Times. M&C Saatchi was founded in 1995 by Maurice and Charles Saatchi after the brothers were ousted from Saatchi & Saatchi, the agency they had established and turned into one of the most famous names in global advertising. Harwood began building a stake in M&C Saatchi at the end of 2020, but surpassed the 5% threshold that forced it to declare its interest last December. Its stake of just under 6% makes it the fifth-largest investor in the company. Harwood is led by Christopher Mills, who played a key role in the sale of Hipgnosis, the music rights investment company, to Blackstone (NYSE: BX) in 2024. The M&C Saatchi position is held through Rockwood Strategic, one of Harwood Capital’s three investment trusts, which is run by Richard Staveley. He has previously led campaigns at STV (STVG.L), the Scottish commercial broadcaster, and Funding Circle (LON: FCH), the peer-to-peer lender.

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3/13/2026

Align Partners Presses DB Insurance on Governance, Shareholder Returns

Korea Times (03/13/26) Ji-hye, Jun

Align Partners Capital Management has ramped up pressure on DB Insurance (KRX: 005830) over shareholder value concerns by sending a second open letter to the insurer’s board, the fund said Friday. In the letter, issued Thursday in response to DB Insurance’s first shareholder communication on March 5, Align Partners urged the company to take stronger measures to enhance shareholder value and presented additional views on corporate governance reforms and shareholder return policies. The investor called for several changes, including adopting a management strategy based on return on required capital, strengthening shareholder return policies, improving internal transactions with group IT affiliate DB Inc., shifting to a joint trademark ownership structure, overhauling the executive compensation system, and reinforcing board independence. Align also raised new concerns regarding DB Insurance’s acquisition of U.S. insurer Fortegra. In September last year, DB Insurance signed a $1.65 billion deal to acquire Fortegra, the largest overseas takeover by a Korean insurer to date. The fund questioned the consistency of the company’s position, pointing out that while DB Insurance has taken a cautious stance on expanding shareholder payouts citing credit rating stability, it is simultaneously pursuing a large-scale acquisition despite Standard & Poor’s indicating that the deal could weigh on its credit rating. As part of its inquiry, Align requested detailed explanations about aspects of the Fortegra transaction, including the valuation basis and expected internal rate of return. Align acknowledged the insurer’s willingness to engage with shareholders, noting that management and the board had reviewed the proposals individually and responded within the designated timeframe, a move the fund said demonstrates a degree of openness to shareholder dialogue. Regarding Align’s letters, a DB Insurance official said the firm’s risk management framework is designed around efficiency and functions similarly to a return on required capital model. “We also recently decided to cancel 5.6% of our treasury shares acquired to boost shareholder value. We plan to continue reviewing and implementing further shareholder return measures, including complying with new treasury share cancellation requirements under the revised Commercial Act,” the official said. In an earlier letter to shareholders, DB Insurance CEO Jeong Jong-pyo stated, “The insurance industry must balance public responsibility, long-term risk management and the pursuit of shareholder value. We aim to strengthen shareholder trust through profitability-centered growth and more transparent corporate governance.”

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3/13/2026

Delivery Hero Investor Aspex Calls on CEO to Step Up Turnaround or Face Ouster

Reuters (03/13/26) Steitz, Christoph; Hübner, Alexander

A top Delivery Hero (DHER.DE) shareholder has threatened to push for a change of leadership unless the German online takeaway food group makes fast progress in an ongoing strategic review. Aspex Management said in a letter addressed to Delivery Hero CEO Niklas Oestberg, which was seen by Reuters, that there had been little progress and warned of further value destruction if not enough is done by the company. Hong Kong-based Aspex's comments add to pressure on Delivery Hero's management, which announced in December it would reassess its capital allocation and some country operations. Aspex said it doubted Delivery Hero was the best owner for selected businesses in Asia, the Middle East and Latin America, and that unless there was progress soon, it would "assess all legal courses of action available." These included "initiating steps that aim at ultimately changing the leadership of the company," it added. Oestberg said in a statement in response to the letter that the management board and non-executive supervisory board were "fully aligned" on the ongoing strategic review. "A number of processes and/or negotiations are currently being conducted and need to be handled with due care," the CEO added. He said the share price performance did not accurately reflect what has been achieved, and that management was working diligently to improve profitability and operational performance. In its letter, Aspex said the group was less profitable than rivals Uber (UBER.N), Grab (GRAB.O), Doordash (DASH.O), and Meituan (3690.HK). "Our expectation is that you will identify all those assets where Delivery Hero is not the best owner and operator, and the sale of such assets generates higher value for the company and for its shareholders ... than Delivery Hero continuing to operate such businesses," Aspex said. The sale of individual country divisions or minority holdings would not "constitute a believable and acceptable" outcome of the review, Aspex added. Aspex, Delivery Hero's third-largest investor with a 9.2% stake worth 474 million euros ($542 million), has been on the German company's shareholder register since 2020. The company attracted another investor's attention two years ago amid shareholder concerns about the group's debt and ability to generate enough cash from operations. The founder of investor Sachem Head Capital Management won a seat on the food delivery group's supervisory board in 2024.

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3/13/2026

New Investor Emerges at BlackLine After Engaged Deal brings M&A Vet to Board

Investing.com (03/13/26) Juricic, Luke

Blackline Inc (NASDAQ: BL) faces a fresh wave of scrutiny following a regulatory filing by San Francisco-based Fivespan Partners. The hedge fund disclosed a 5.1% stake in the software company on Thursday evening, just two days after a separate settlement with Engaged Capital. Fivespan, led by Managing Partner Dylan Haggart, spent approximately $138.6 million to accumulate over 3 million shares. According to the Schedule 13D filing, the firm intends to engage management on issues including "board composition" and "mergers and acquisitions strategy." The disclosure arrived shortly after BlackLine announced the appointment of technology M&A veteran Storm Duncan to its board and Strategic Committee. The committee is tasked with evaluating "strategic transactions involving the Company," Lead Independent Director David Henshall said in the announcement from Tuesday. Engaged Capital, which facilitated the board appointments through a cooperation agreement with BlackLine, emphasized the necessity of independent oversight for the software maker. "Storm has decades of experience in technology M&A and brings invaluable experience and independence to the Board and the Strategic Committee," stated Glenn W. Welling, founder of Engaged Capital. The intensified investor presence follows market reports from last year saying that the company previously bypassed a significant acquisition offer from SAP (NYSE: SAP). The enterprise software giant reportedly extended a $66 per share bid last spring, Reuters reported in October, a valuation nearly double the stock’s recent trading levels. The October report also said SAP was weighing a new bid for the company. BlackLine Chairman and CEO Owen Ryan maintains that the company is currently executing a clear plan focused on accelerating revenue growth. Ryan said on Tuesday, “We recognize that we have further to go, but the progress realized over the past few years and our focus on bringing our AI capabilities to our customers puts BlackLine in a strong position." Despite management's optimism, Fivespan noted in its filing that it believes BlackLine's securities are currently undervalued. The firm signaled it may seek further changes, including "whether it makes sense for a Fivespan employee to be on the Issuer's board of directors."

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