Be Prepared or be Damned, Defense Advisors Say

Heading into what is expected to be a busy year for shareholder activism and M&A, advisors are emphasizing preparedness in their client holiday cards: Semper Paratus.



At a time when expectations are rising for a busy 2025 in the deal world, advisors believe M&A will be a core part of activism next year compared to more of a focus on operational improvements in the past few years. Bank of America is advising its clients to prepare for the raiders, tell your own story before someone else does, and not be surprised, its activism chief Amy Lissauer noted during an interview with CNBC’s Becky Quick on Tuesday.


For good companies with an undervalued or unloved stock price, be on the lookout for a wolf showing up at the door and therefore get ahead of it now with both IR and comms planning and narrative development: “How do you make sure you are thinking about your messaging and you are communicating to shareholders well before someone tries to come in with an alternative solution for the company…How do you make sure you are being proactive in terms of the company narrative?” Lissauer says. “A lot of it does have to do with communications and communicating with different shareholders you have in an appropriate way.” 


As communications advisors, we agree! Creating and driving a strong corporate narrative before someone else reframes can be make or break. (And just like Zabar’s, GPP is open during the holidays, FWIW.)


For reading pleasure in front of a fire with a nice glass of Amarone della Valpolicella, we leave you with a paper by longtime Yale Law professor Jonathan Macey on why Delaware got the Elon Musk compensation case wrong. Using West Palm Beach Firefighters’ Pension Fund v. Moelis and Tornetta v. Musk, Macey argues it’s time for Delaware to stop protecting minority investors who don’t want protection.


Thank you for reading our newsletter, which with wit and wisdom tries to keep you informed about the world of activism and governance while providing tips on the culinary and cultural delights of NYC. Looking ahead, make plans for JP Morgan Healthcare, Tulane (same week as Mardi Gras) and Milken. Wishing everyone healthy and happy holidays and hoping for a year of peace in 2025. 


Cheers,

GPP

ACTIVISM

Bloomberg: Billionaire Paul Singer’s Succession Plan Is Under a Spotlight

Elliott Management is grappling with what Bloomberg referred to as a “talent exodus” due to growing challenges around succession planning as the founder of the $70 billion fund turns 80. Read More

 

Barron’s: Lamb Weston Replaces CEO

After posting a quarterly loss while facing pressure from JANA Partners, the Idaho-based potato processor will replace its CEO with its COO. JANA followed up by reaffirming the company’s need for a full board overhaul. Read More

 

The Wall Street Journal: Honeywell Considers Aerospace Business Separation After Activist Call for Breakup

Honeywell is reviewing its portfolio and considering a spinoff of its aerospace business one month after Elliott Management amassed a $5 billion stake in the Charlotte-based conglomerate. Read More


Shareholder Primacy: 2024 Recap

Tulane’s Ann Lipton and Mike Levin recap a memorable 2025 and give their predictions on what’s to come in 2025. Listen Here

M&A

Goldman Sachs: 2025 M&A Outlook – Building Momentum on a Global Stage

Goldman is calling for accelerated dealmaking next year given newfound macro clarity from the U.S., rising CEO confidence and PE sponsors tapping different levers to unlock liquidity and return capital to LPs. Goldman’s activism team is predicting more funds demanding management teams and boards consider M&A through spinoffs and divestitures. Read More

 

Financial Times: Dealmakers bet that Trump will fuel mega-deal rebound

With board and CEO optimism rising around a less burdensome regulatory framework, dealmakers are hoping to see more transactions akin to Capital One / Discover and Mars / Kellanova in 2025.

Read More

 

The Deal: Brighter M&A Outlook Prompts Poison Pill Reevaluations

Jean Haggerty reports that companies are reviewing their shareholder rights plans ahead of expected increased deal activity to prepare for activists and hostile takeovers. Read More

IPO

The Information: The Venture Capitalists Set to Win Big in 2025

Natasha Mascarenhas breaks down Silicon Valley’s chances at high-stakes exits through an opened-up IPO window in 2025. Sky-high valuations of private companies like Klarna, Chime, and CoreWeave have venture funds increasingly optimistic, especially coming out of ServiceTitan’s successful December debut. Read More

FROM OUR DESK TO YOURS


Last week, the GPP team had the chance to come together on the Upper West Side to celebrate the upcoming holidays, exchange gifts through Secret Santa and sip some bubbly and seasonal Cosmos. Over hors d’oeuvres like wagyu tartlets and cacio e pepe fritters and entrees such as roasted salmon and short ribs with oxtail, we reflected on a busy year for our team and clients and appreciated time spent together. After a quick breather, we can’t wait to see what 2025 has to offer. 

Over the holiday, we hope to find time to dive into some of The New York Public Library’s most popular checkouts of 2024 like Lessons in Chemistry (paired with a great Apple TV rendition) and Killers of the Flower Moon (perhaps followed by Scorsese’s version). 

PEOPLE MOVES

  • The Wall Street Journal added Ben Glickman to the M&A and activism beat and named Lauren Thomas its lead deals reporter. Read More
  • The Hollywood Reporter’s former editor-at-large Kim Masters has joined Puck as a Partner. Read More
  • As a part of Andrew Edgecliffe-Johnson’s new role at Semafor, he’ll help launch the CEO Signal live from the World Economic Forum. Read More
  • Rohan Goswami will depart CNBC to join Semafor. Read More
  • JPMorgan added Hershey CEO and chairman Michele Buck to its board of directors. Read More
UPCOMING EVENTS

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