Listings Last Week

Listing Plans and Rumors

• ServiceTitan (TTAN) is planning to be the 10th mid-cap tech listing of 2024 as the trades-focused software platform has launched its IPO roadshow. TTAN is looking to raise as much as $501.6M at a market cap of up to $5.2B. Link to roadshow presentation.

• Hong-Kong based WH Group, the world's largest pork producer, announced that its shareholders approved the spinoff and US listing of Smithfield Foods, which is expected to value the company at at least $5.4 billion. Smithfield also said that it will transfer part of its hog farming operations to a new venture controlled by Murphy Family Ventures as it seeks to streamline operations ahead of the planned listing.

• The proposed ¥9 trillion ($60 billion) management buyout of Seven & i Holdings, the owner of 7-Eleven, includes plans for an IPO of its North American convenience stores and gas stations to address financing concerns. It is thought that the IPO could generate over ¥1 trillion to help reduce ¥6 trillion in loans from major Japanese banks. The report comes as the Ito family and Itochu Corp. are seeking to convince Seven & i’s board to recommend their management buyout over Couche-Tard’s proposal.

• Fleet management startup Motive Technologies, last valued at $2.85B, has appointed a new CFO as it plans to IPO by the end of 2025, subject to market conditions.

• EToro is working with Goldman for a potential IPO that could happen as soon as Q2 2025. The company is seeking a valuation higher than the $3.5B from its latest round in 2023.

• Yes! Communities, a manufactured housing operator backed by GIC, is working with Goldman for a possible 2025 IPO that could raise $1 billion or more.

• SPACs and Reverse Mergers

  • New Era Helium ($NEHC) closed its SPAC merger with Roth CH Acquisition V (ROCL). NEHC will begin trading "on Nasdaq shortly after closing," per the press release. On Friday, Nasdaq issued a memo stating that NEHC is expected to trade on Monday, Dec 9. The warrants will trade under the symbol NEHCW.

  • TNL Mediagene ($TNMG) closed its SPAC merger with Blue Ocean Acquisition Corp (BOCN) and will begin trading under the new ticker TNMG tomorrow, Dec 6. The SPAC warrants (BOCNW) will not trade on Nasdaq.

  • SPAC Investcorp AI's ($IVCA) planned merger partner, Bigtincan Holdings (ASX: BTH), announced it would be acquired instead by Vector Capital.

  • Roosevelt Resources will list on Nasdaq via a reverse merger with Arcadia Biosciences ($RKDA). Roosevelt and RKDA shareholders will own 90% and 10% of the combined comipany, respectively. Roosevelt is an oil and gas company and its primary asset is a carbon capture utilization and storage (CCUS) oil and natural gas project in the Texas Permian Basin.

IPO Candidates

• SpaceX is in talks to sell insider shares in a deal that would value the company at approximately $350 billion, a sizable increase from the $255 billion valuation discussed last month and up from $210 billion earlier this year.

• Elon Musk’s AI company xAI raised around $6 billion. WSJ previously reported that the round was priced at around a $50 billion valuation, with $5 billion from Middle Eastern sovereign funds and $1 billion from other investors. The funds are expected to be used to acquire 100,000 Nvidia chips and to expand its Memphis supercomputer with a plan to house at least 1 million GPUs.

• Maze Therapeutics, a biotech developing small molecule precision medicines, raised a $115M Series D co-led by Frazier Life Sciences and Deep Track Capital and with participation from Janus Henderson, ARCH Venture Partners, and Andreessen Horowitz, among others. The round included the conversion of existing convertible notes.

• Public, an investing platform, raised a $135M Series D-2 led by Accel. The proceeds comprise $105M of equity and $30M in debt.

• Tenstorrent, a Candian AI computing company, raised a $693M Series D led by Samsung Securities and AFW Partners, valuing the firm at $2.69B.

• Data management company Veeam Software, owned by Insight Partners, announced a $2B secondary round led by TPG, valuing the firm at $15B.

• ConnectDER, a maker of home electricity meter adapters for electrification, raised a $35M Series D led by Decarbonization Partners and with participation from BlackRock, Temasek, among others.

• Tractian, a manufacturing AI firm, raised a $120M Series C led by Sapphire Ventures.

• AMP Robotics, a waste and recycling robotics firm, raised a $91M Series D led by Congruent Ventures and including investments from Sequoia Capital, Wellington Management, among others.

Public M&A Activity

Announcements

• Cross Country Healthcare ($CCRN) to be acquired by Aya Healthcare in an all-cash deal, at $18.61 per share (67% premium to the closing price prior to announcement), in a transaction valued at appx. $615M. Closing is expected in H1 2025.

Closings

• Walmart ($WMT) closed its $2.3 billion acquisition of VIZIO.

• The merger of TechTarget (TTGT) and Informa Tech's digital businesses closed on Dec 2, and the combined company, named TechTarget (also referred to as Informa TechTarget), started trading on Dec 3 under the same ticker TTGT.

• Longboard Pharmaceuticals' (LBPH) acquisition by Lundbeck closed on Dec 2 after Lundbeck's tender offer expired on Nov 27.

Live Deal Updates

• President-elect Donald Trump pledged to block Japan's Nippon Steel from acquiring U.S. Steel ($X). On Monday, Trump wrote on Truth Social, "I am totally against the once great and powerful U.S. Steel being bought by a foreign company, in this case Nippon Steel of Japan. Through a series of Tax Incentives and Tariffs, we will make U.S. Steel Strong and Great Again, and it will happen FAST!" Despite the significant opposition, Nippon Steel is confident it will finalize its $15 billion acquisition of U.S. Steel by year-end. Vice Chairman Takahiro Mori has said they will not give up on the deal.

• Brian Thompson, the 50-year-old CEO of UnitedHealth Group ($UNH), was assassinated in a targeted attack outside the New York Hilton Midtown before the company's investor day. The shooter remains at large as the investigation continues. The murder provoked extensive conversations online regarding the role of health insurance companies in the US healthcare system. In November, the DOJ sued to block UnitedHealth's $3.3 billion acquisition of Amedisys, stating the deal would give UnitedHealth too much power in the home health and hospice services market. Despite the regulatory challenge, both parties have said they remain committed to the merger.

• Novo Holdings and Catalent ($CTLT) have received unconditional approval from the European Commission for Novo to acquire Catalent. The transaction is expected to close by the end of 2024, pending closing conditions, including full regulatory approval.

Potential M&A

• Omnicom ($OMC), the world's third-largest advertising firm, is in advanced talks to acquire Interpublic Group ($IPG), the fourth largest, in an all-stock deal that may be valued between $13 billion and $14 billion. The merger, which could be announced as soon as this week, would create the largest advertising company globally with a combined net revenue exceeding $20 billion.

• Steel Partners Holdings LP and Camac Partners ($SPLP) sent a letter to the Board of TuSimple (OTC: $TSPH) to acquire the company by purchasing all the shares they do not currently own for $0.46 per share in cash.

• Apollo-owned packaging company Novolex, is considering the acquisition of Pactiv Evergreen ($PTVE) and is working with financial advisers on a potential bid.

• Supply-chain services provider GXO Logistics ($GXO) plans to stay independent and has rejected acquisition offers while preparing to replace its CEO. After considering sale options in recent months, the company decided against pursuing a sale despite interest from potential buyers.

• Trinity Investments is reportedly interested in acquiring Sunstone Hotel Investors ($SHO), with a price of appx. $13 per share discussed. However, the companies are not currently in active negotiations.

• Cyclacel Pharmaceuticals ($CYCC), a biopharma firm focused on cancer treatments, is exploring strategic alternatives, including a potential transaction with investor David Lazar of Activist Investing. The Board is also directing management to cut operating costs during this review process.

• Patterson Companies ($PDCO) is evaluating strategic alternatives, including a potential sale.

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Activism, Investor Disputes & Shorts

• Five9 ($FIVN) is nearing a settlement with activist investor Anson Funds Management that may include a board seat for portfolio manager Sagar Gupta as part of changes aimed at increasing its share price. An announcement could come as soon as Monday.

• Stadium Capital Management, the largest Sleep Number ($SNBR) shareholder with an 11.7% stake, issued a public letter to SNBR shareholders expressing concerns over the company's leadership and governance, including the recent announcement of governance changes and the CEO's retirement. Stadium calls on SNBR to engage with the investor to add new directors to the board, appoint an executive chairman, and ensure an independent CEO search process.

• Kenneth Garschina of Mason Capital Management is advocating for a complete overhaul of Grifols' ($GRFS) board, specifically targeting veteran director Tomas Daga for removal due to alleged conflicts of interest, namely his relationship with the Grifols family. Garschina is collaborating with other shareholders, including Flat Footed LLC and Sachem Head Capital Management LP, to secure board seats and is awaiting a decision on his candidate, Paul Herendeen, for an independent director position.

• Stilwell, one of the largest shareholders in IF Bancorp ($IROQ), the parent entity of Iroquois Federal Savings and Loan Association, announced that IROQ stockholders approved the non-binding Proposal to push for the company's prompt sale. Stillwell stated if the sale does not occur promptly, they plan to pursue board representation at the 2025 annual meeting.

• Activist investor Mantle Ridge has retracted its proposal to replace Air Products' ($APD) entire board, now nominating fewer than half of its original candidates. Mantle Ridge stated that as Air Products is also nominating two new candidates, independent directors will make up the majority of the board.

• Activist investor Palliser Capital is urging Rio Tinto ($RIO) to abandon its London listing and consolidate its corporate structure in Australia, following a similar request made in May.

• Short analyst Bear Cave published a report targeting POET Technologies ($POET).

Separations, Restructurings, and Other Special Situations

• Intel's ($INTC) CEO Pat Gelsinger was ousted after the board lost confidence in his turnaround strategy amid competition with Nvidia. CFO David Zinsner and EVP Michelle Johnston Holthaus are now interim co-CEOs while the board seeks a replacement. There is a heavy focus on external candidates like Marvell Technology's Matt Murphy and former Cadence Design Systems CEO Lip-Bu Tan. The abrupt CEO departure opens the door for potential deal options, including PE transactions and a split of its factory and product-design businesses, which were previously rejected by the ousted CEO. With new management, there may be renewed interest from previous suitors like Qualcomm.

• Tapestry ($TPR) sold $1.5 billion in the investment-grade bond market to raise funds to repay a $750M term loan and $1 billion in a revolving credit facility used for share repurchases following the failed acquisition of Capri.

• Conagra Brands ($CAG) is exploring the sale of its Chef Boyardee canned pasta brand, potentially valued at over $500M, and hired Centerview Partners to gauge interest.

Bankruptcies/ Liquidations

• Independence Contract Drilling (OTC: $ICDI), an oil and gas drilling services firm, filed for Chapter 11 bankruptcy.

• Ideanomics (OTC: $IDEXQ), an electric vehicle tech company, filed for Chapter 11 bankruptcy.

• Englobal (OTC: $ENGC) was delisted by Nasdaq and is set to begin trading OTC under the same symbol, ENGC.