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2/26/2026

Ancora Holdings Pushes Warner to Walk Away From Netflix Deal

Wall Street Journal (02/26/26) Thomas, Lauren

Ancora Holdings has built a roughly $200 million stake in Warner Bros. Discovery (WBD) and is planning to oppose Warner’s deal to sell its movie and television studios and HBO Max streaming service to Netflix (NFLX), according to people familiar with the matter. Ancora, which could announce its position as soon as Wednesday, believes that Warner failed to adequately engage with David Ellison’s Paramount Skydance (PSKY) after it made a rival all-cash offer for the entire business, including its cable-network group, at $30 a share, the people said. The arrival of an activist, even with a small stake in the company, will add yet another dose of uncertainty and drama to an already drawn-out fight for the Hollywood studio. Netflix has signed a $72 billion deal, but Paramount, which is bidding nearly $78 billion for the whole company, has gone straight to shareholders and threatened to wage a board fight at the same time. Ancora, a roughly $11 billion fund that has a history of lobbying in the middle of deals, emailed Warner Chief Executive Officer David Zaslav on Tuesday to say that it is considering launching its own proxy fight if Warner’s board doesn’t negotiate the best deal for shareholders with Paramount, the people added. Warner has a market value of roughly $69 billion as of Tuesday, making Ancora’s stake in the company less than 1%. But Ancora plans to continue buying Warner shares, the people familiar with the matter added, and, even with a small stake, it adds a voice that could help rally other investors around opposing the Netflix transaction. Many shareholders remain on the fence over which deal is better and are anticipating the offers could be revised further. A shareholder vote is expected next month. Netflix agreed in December to pay $27.75 a share in cash for Warner’s studios and HBO Max streaming service. That would leave investors also holding shares in Discovery Global, a new company housing Warner’s cable networks, which it plans to spin off later this year. Paramount’s hostile bid for all of Warner Discovery includes its cable-networks unit that includes CNN, TNT, Food Network, and other channels. Warner has consistently rebuffed Paramount’s offer, arguing Netflix’s deal has greater value, more secure financing and a cleaner path to regulatory approval. Paramount on Tuesday enhanced its hostile offer, including agreeing to pay the $2.8 billion termination fee Warner would owe Netflix should that deal collapse. Paramount also said it was adding a “ticking fee” of 25 cents a share, which it would pay to Warner shareholders for each quarter its deal hasn’t closed, starting in January 2027. If Ancora were to proceed with nominating director candidates, it would focus on replacing individuals with ties to Zaslav, the people familiar with the matter said. Ancora has privately questioned the Warner CEO about whether he favored the Netflix deal to obtain an executive role with the streaming company after the transaction closes, they added. Ancora has antitrust concerns about the Netflix deal it calls “uncertain and inferior.” And it questions the Discovery Global spinoff, which would put $17 billion in Warner debt on the company’s cable-TV networks, which have a declining number of viewers, according to a presentation from the investor seen by The Wall Street Journal. In that presentation, Ancora defends Paramount’s viability as a buyer, pointing to the record of Ellison and his father, the billionaire Oracle (NYSE: ORCL) co-founder Larry Ellison. It also said it expects Paramount to receive swift antitrust approval. Many investors and analysts still largely expect Paramount could increase its $30-a-share offer. Analysts at Raymond James said in a recent note to clients that “many WBD shareholders still expect PSKY has not made its best and final offer, and will raise its bid by ~$2-3 per share.” Cleveland-based Ancora has a history of pushing for deals, both publicly and behind the scenes. In 2024, it built a huge stake in Norfolk Southern (NYSE: NSC) and later won seats on the railroad operator’s board before the company agreed to be acquired by Union Pacific (NYSE: UNP) for almost $72 billion. It also recently privately pushed bubble-wrap maker Sealed Air to sell itself, before the business agreed to be bought by CD&R.

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2/11/2026

Elliott Management Builds Stake in London Stock Exchange Group

Financial Times (02/11/26) Barnes, Oliver; Stafford, Philip

Elliott Management has built a significant stake in the London Stock Exchange Group (LON: LSEG), or LSEG, as the UK company contends with fears over disruption from AI and a lackluster listings market. Elliott has been engaging with the LSEG, which is led by chief executive David Schwimmer, to help engineer an improvement in the group’s performance, according to people familiar with the matter. Shares in LSEG, which have fallen by about a third over the past year, were caught up last week in a broad sell-off of data and software companies amid fears new AI tools will undermine their business models. The investment represents Elliott’s latest significant bet on a blue-chip UK company, as the hedge fund pushes for sweeping changes at oil major BP (NYSE: BP) and remains a large investor in mining group Anglo American (LON: AAL). The exact size of the stake could not be ascertained. Following the FT’s report on Elliott’s stake, LSE shares rose as much as 8% at the open on Wednesday before giving up some of those gains to trade up 2.4%, LSEG has a market value of £38 billion. Ahead of the release of LSEG’s annual results later this month, Elliott has encouraged the company to consider launching a multibillion-pound share buyback once a £1 billion tranche is completed and to focus on closing the gap on margins compared with rivals, the people said. LSEG’s valuation multiple lags behind rivals such as Moody’s (NYSE: MCO) and CME Group (NASDAQ: CME). Although LSEG is best known as the operator of the stock exchange, the group’s £22 billion acquisition of Refinitiv in 2019 transformed it into a financial data and analytics powerhouse. It also owns a roughly £10 billion stake in electronic trading platform Tradeweb. Elliott has previously pushed for companies to simplify their corporate structure to boost performance. However, Elliott does not want LSEG to consider a full sale or a spin-off of its stock exchange business, the people said. The exchange has been hit by the exits of a series of companies from its blue-chip FTSE 100 index in recent years, as businesses seek to tap deeper pools of capital in the United States. LSEG’s data and analytics business, meanwhile, faces increasing concern over the threat from AI. LSEG shares dropped sharply last week after the launch of a new suite of AI tools from Anthropic prompted a sell-off in software and data stocks. Analysts at JPMorgan (NYSE: JPM) said in a note last week that the fears over AI’s impact on LSEG’s business model were “unwarranted,” pointing to a partnership struck last October between LSEG and Anthropic that would feed LSEG’s data into the start-up’s Claude app.

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2/11/2026

Align Partners Pushes A+ Asset Reforms, Targets Pay and Audit Oversight in Korea

Chosun Biz (South Korea) (02/11/26) Min-kuk, Kim

Align Partners Asset Management said on the 11th it sent a public shareholder letter to A+ Asset Advisor (KRX: 244920) that lays out eight key tasks to boost shareholder value. Align Partners made a shareholder proposal to elect two outside directors separately to serve as audit committee members. The proposed candidates are Heo Geum-joo, who held major executive posts at Kyobo Life Insurance for about 35 years, and Paeng Yong-un, who served in key roles including head of the corporate insurance agency (GA) division at Shinhan Life Insurance for about 27 years. Align Partners said both candidates are independent and qualified figures with no conflicts of interest with A+ Asset or the controlling shareholder and can provide effective oversight and checks on the controlling shareholder and management. Align Partners also proposed an agenda item to amend the articles of incorporation to establish a compensation committee and to separately set Director Kwak Geun-ho's pay cap from the rest of the board, seeking individual approval for a total pay cap of 1.2 billion won and a base salary cap of 300 million won. Align Partners judged that a substantial portion of the total compensation paid to all directors and auditors at A+ Asset was paid to Director Kwak alone. The compensation for Director Kwak is more than about eight times the average compensation per registered director (excluding outside directors and audit committee members) other than Kwak. Director Kwak's 2024 compensation is about 985 million won, of which approximately 900 million won is fixed pay, meaning most of the total pay was fixed salary not linked to performance. By contrast, the annual compensation per audit committee Commissioner (outside director), who should oversee management, is only about 18 million won, making it difficult for audit committee members to be guaranteed independent performance of their duties through appropriate compensation, Align Partners argued. Align Partners also submitted an agenda item recommending that the board disclose, once a year on a regular basis, matters related to the overall compensation system for directors and key executives in the corporate governance report. On the 6th, Align Partners said it had previously proposed specific measures to enhance shareholder value and improve corporate governance to A+ Asset's board and management in the prior month. However, the written reply A+ Asset sent on the 6th this month lacked concrete execution plans, so Align Partners said it is shifting to a public campaign and will make shareholder proposals at the regular general meeting.

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2/11/2026

For Swatch, the Clock Is Ticking on Strategy Overhaul

Reuters (02/11/26) Parodi, Alessandro; Hogg, Bernadette

Swatch (UHR.S) needs to revive innovation, slim its brand portfolio and overhaul governance if the Swiss watchmaker is to reverse years of falling profits and rebuild investor confidence. The company last week proposed adding Swiss businessman Andreas Rickenbacher to its board at its May shareholder meeting. He would be only the second new board member in a decade - a period during which Swatch's market value has dropped to about a third of its 2013 peak. Analysts and investors say deeper reforms are required. "The problem is not do they produce great watches. The problem is they're no longer relevant," said Steven Wood, founder of U.S. investor GreenWood, which says it owns around 0.5% of Swatch's shares. Swatch, once a global pioneer thanks to its affordable, tech-forward plastic watches of the 1980s, has failed to rekindle innovation since the 2010 death of founder Nicolas Hayek. Hayek established Swatch in 1985 by revamping a traditional watchmaking conglomerate, revitalized the Omega brand and pushed into luxury with acquisitions such as Blancpain in 1992 and Breguet in 1999. After his death, his daughter Nayla became chairperson and his son Nick, CEO since 2003, joined the board. Under their tenure, Swatch has made no major acquisitions since buying Harry Winston in 2013, leaving its brand portfolio looking dated, according to analysts and investors. A spokesperson for Swatch said its brands are constantly launching new products as a result of "intensive research and development activities." The Hayek family has previously said leadership change was possible but not imminent, and that the share price did not reflect its long-term strategy. The shares rose modestly after stronger-than-expected fourth-quarter sales and are up 18% this year. But they have significantly lagged rivals including Richemont (CFR.S) and Watches of Switzerland (WOSG.L) as well as the broader European luxury index (.STXLUXP) over the past 15 years. Critics argue that Swatch's dual-class share structure entrenches Hayek family control, giving it disproportionate voting power despite it holding only a quarter of the equity. "The Swatch board needs to be substantially renewed," said Markus Menz of the University of Geneva's Center for Corporate Governance. Rickenbacher, who also sits on the boards of BKW (BKWB.S) and Aebi Schmidt (AEBI.O) is a step in the right direction, he said, but added the board still needed more independent directors and at least one "industry heavyweight" with international experience. Rickenbacher told Reuters that his knowledge of large organizations and the Swiss market would guide his work. GreenWood has also pressed for governance reforms, recently filing proposals to increase board diversity and broaden shareholder representation. "Any change to the board represents a step forward and is likely to alter its dynamics," Wood said. The Swatch spokesperson said that on Saturday, GreenWood submitted a new request to include its proposals in the shareholder meeting's agenda, but Swatch has not yet received the required proof of GreenWood's latest acquisition of the registered shares. Swatch's 16-brand portfolio has drawn criticism from those who say mid-market names such as Longines and Tissot are limiting growth, even as luxury marques like Blancpain have the potential to perform well. UBS (NYSE: UBS) analyst Zuzanna Pusz said Swatch should consider selling struggling brands to focus on its high-margin luxury watches. "If these more lower-end brands are going to come under pressure because of what we are generally seeing in the market, it probably makes more sense to focus on the likely winners," she said. Luxury demand remains resilient as affluent buyers are less exposed to economic strains. "The potential of a Breguet and Blancpain is there," said Pascal Pruess, analyst and portfolio manager at Swiss value investor BWM. Swatch's operational inefficiencies - notably maintaining high production despite soft demand - have pushed inventories higher and eroded margins, analysts say. Inventory values have grown 16% over five years, while core earnings fell 56% in the last fiscal year. Pusz said margins were squeezed because Swatch refused to cut production. The company has deliberately taken losses in its production arm to preserve jobs and capacity, denting overall profitability. Some investors argue Swatch is undervalued, saying its assets outweigh its market price. BWM estimates Swatch's liquidation value at more than 200 Swiss francs per share. Swatch shares closed on Tuesday at 198.5 francs, valuing the group at around 10 billion francs ($13 billion). Pruess said his firm bought an undisclosed stake early last year, betting on a long-term improvement. But he warned: "It would take four or five years to really see the right figures if they make a real turnaround."

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2/10/2026

MarineMax Responds to the Donerail Group’s Public Letter to Shareholders

Business Wire (02/10/26)

MarineMax, Inc. (NYSE: HZO), the world’s largest recreational boat and yacht retailer, marina operator and superyacht services company, today issued the following statement in response to the recent public letter to shareholders from The Donerail Group, Inc.: MarineMax maintains an active and ongoing dialogue with many of its shareholders, including Donerail. In fact, just a few weeks ago, Donerail itself affirmed in a private letter to our Board of Directors that Donerail has “engaged extensively with the management team and the [Board]” and has “appreciated” that engagement. Our engagement with Donerail has included in-person meetings, including a site visit to our Clearwater, Florida operations, and a meeting with the Independent Chairperson of the Board. Following Donerail’s recently announced unsolicited indication of interest to acquire the Company, the Company promptly responded to Donerail with customary questions aimed at facilitating the Board’s evaluation of Donerail’s interest, funding sources and execution certainty. The Board is committed to evaluating any credible proposal that has the potential to enhance value and, with the assistance of independent financial and legal advisors, will continue to carefully review Donerail's Indication of Interest in good faith, consistent with its fiduciary duties. Donerail's claim that MarineMax has “not offered any productive engagement” is patently false, and we are disappointed that Donerail would ignore the Board and management team's track record of collaborative dialogue, which Donerail itself has privately acknowledged and commended. Further, we strongly disagree with many of the other assertions and analyses contained in Donerail’s letter. Like other companies in the outdoor recreation industry, MarineMax has been impacted by external macroeconomic factors including softer retail demand, higher interest rates, tariff uncertainty and geopolitical instability. Despite these headwinds, we have continued to deliver solid operating results, strengthen our balance sheet and invest in initiatives that enhance value for our shareholders. This disciplined execution has translated into total shareholder return outperformance relative to our closest peer, OneWater Marine, Inc., over the past one-, two-, three-, four- and five-year periods — a fact that Donerail has inexplicably (and conveniently) chosen to overlook. The Board is unanimous in its support for MarineMax’s CEO, Brett McGill. Since he was appointed CEO in 2018, Mr. McGill has successfully transformed MarineMax into the world’s largest recreational boat and yacht retailer, marina operator and superyacht services company. Under Mr. McGill’s leadership, MarineMax has more than doubled revenue and Adjusted EBITDA, maintained resilient gross margins above 30% for 21 consecutive quarters and expanded strategically into new markets and higher-margin services, marinas, and superyachts. These efforts have resulted in a more diversified, resilient and growth-oriented business. MarineMax also remains firmly committed to thoughtful and ongoing Board refreshment, ensuring the right balance of skills, experience, and diverse perspectives to guide the Company’s strategy and oversight. Since 2021, the Board has appointed five new independent directors including, most recently, Daniel Schiappa, a seasoned technology and cybersecurity executive, and Odilon Almeida, an experienced global payments software and solutions CEO. Furthermore, since 2024, seven directors have transitioned off the Board. The Board is focused on strengthening MarineMax’s portfolio of products and services, investing in higher-margin initiatives, improving operational efficiency, enhancing the Company’s financial profile and delivering exceptional customer experiences. The Board is confident that the reelection of Mr. McGill, and each of the Board’s nominees, at MarineMax’s 2026 Annual Meeting will support the successful execution of these initiatives and advance the best interests of all shareholders.

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2/10/2026

CoStar Investor Sues Over Golden Parachutes as Proxy Fight Looms

Bloomberg Law (02/10/26) Leonard, Mike

CoStar Group Inc.'s (NASDAQ: CSGP) leaders gave themselves a potential $100 million golden parachute in an effort to rig their fight against hedge funds challenging the company’s “disastrous” foray into residential real estate, a lawsuit alleged Tuesday. A retail shareholder is targeting the severance plan in Delaware’s Chancery Court, saying it reflects an attempt to manipulate an upcoming proxy battle led by Third Point LLC. That firm and another fund, DE Shaw Group, have assailed the data firm’s investment in the Homes.com platform, which it acquired in 2021. CoStar shares have plunged nearly 50% since their peak that year.

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2/10/2026

Two Elliott-appointed Directors to Step Down from Southwest Airlines Board

Reuters (02/10/26) Jain, Aishwarya

Southwest Airlines (LUV.N) said on Tuesday two directors representing investor Elliott Investment Management are stepping down from the board, effective February 23. The departing directors, David Cush, previously CEO of Virgin America (NASDAQ: VA), and Gregg Saretsky, former CEO of WestJet, were appointed to the board in October 2024, alongside three other nominees from Elliott. Neither departure from the board was due to any disagreement with the airline, or any matter relating to its operations, policies and practices, Southwest said in a regulatory filing. In tandem with the departure, Southwest said it would reduce the size of the board from 13 to 11.

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2/10/2026

UK-Based Fund Calls for LG Chem’s Sale of 10% Stake in LG Energy Solution

BusinessKorea (02/10/26) Young-sil, Yoon

Palliser Capital submitted a shareholder proposal ahead of the LG Chem’s (KRX: 051910) annual general meeting in March. The proposal calls on LG Chem to reduce its stake in LG Energy Solution (KRX: 373220) to below 70% and use the proceeds to repurchase and cancel treasury shares. On Feb. 10, Palliser Capital said it submitted the shareholder to LG Chem the previous day. LG Chem currently holds a 79.38% stake in LG Energy Solution, and Palliser is demanding that the company sell or otherwise monetize an additional stake equivalent to about 10%. Palliser Capital launched its campaign last year, identifying itself as a top 10 long-term shareholder that had secured more than a 1% stake in LG Chem. However, it is reported to have reduced its stake to 0.67% as of the end of last year after selling some shares. For large listed companies, a shareholder proposal can be submitted if one holds a 0.5% or higher stake with voting rights for more than six months. In addition, Palliser Capital requested an amendment to the articles of incorporation so that shareholders can make advisory shareholder proposals through the general meeting of shareholders. It also called for the introduction of a lead independent director system to serve as a bridge between the board of directors and shareholders, and requested that the measure be formally stipulated in the articles of incorporation. Palliser further urged LG Chem to disclose its net asset value (NAV) discount rate and review its executive stock compensation structure by linking it to the NAV discount rate and return on equity. James Smith, chief investment officer of Palliser Capital, said, “The market value of LG Chem’s stake in LG Energy Solution exceeds LG Chem’s own market value by more than 3.3 times. In this illogical situation, it is difficult for shareholders to understand why LG Chem has not taken measures to correct the problem.” Smith added, “The board will recognize the clear benefits this shareholder proposal will bring to all stakeholders and LG Chem. Domestic and international institutional investors agree that decisive and substantive measures are urgently needed to resolve the structural issues that are causing a discount in LG Chem’s corporate value, and that such measures are also in line with the current policy direction of the South Korean government.” Meanwhile, LG Chem said, “We are currently reviewing the shareholder proposal internally.”

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2/10/2026

BP Halts Share Buybacks as Pressure on Energy Major Mounts

Bloomberg (02/10/26) Ferman, Mitchell

BP Plc (NYSE: BP) is halting share buybacks to shore up its balance sheet as pressure mounts on the UK energy giant to deliver on its turnaround efforts. The company is slashing a $750 million quarterly stock repurchases program that had already been reduced last year, according to a fourth-quarter earnings report Tuesday. BP also withdrew its standing guidance of returning 30% to 40% of operating cash flow to shareholders. The quarter capped a tumultuous year for BP that started with Elliott Investment Management pushing for drastic change and ended with Chairman Albert Manifold ousting Murray Auchincloss from the helm. Oil prices have fallen since it outlined a strategic shift last year. Oil prices are trading below the roughly $73 a barrel BP assumed for 2026 in its plan last year. BP also said upstream production is expected to be slightly lower than last year. Like rival Shell Plc (NYSE: SHEL), BP has been slower to increase production than its U.S. peers. On a positive note, BP said the big Bumerangue discovery in Brazil has 8 billion barrels of liquids in place, split 50%-50% between crude and condensate.

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