Southwest Airlines still hasn’t reached cruising altitude in its discussions with Elliott Investment Management. Despite the airline’s extensive board overhaul announcement last week, including the departure of six directors and the planned retirement of chair Gary Kelly, Reuters reported that the activist investor, which owns 10% of the airline’s shares, is still determined to replace Southwest CEO Robert Jordan. Elliott is now meeting with the airline’s top unions to try to corral support and pressure the airline into making more aggressive operational and management changes.

Meanwhile, Alaska Airlines found smooth skies on Wednesday as it announced it had officially closed its $1.9 billion acquisition of Hawaiian Airlines after receiving approval from both the Department of Justice and the Department of Transportation. The deal is a major win for Alaska, which completed the transaction in a relatively speedy 10 months, and comes during a period of heightened regulatory scrutiny on deals in the airline sector. Here’s Alaska CEO Ben Minicucci on Squawk on the Street. 

We want to alert readers about the upcoming Berkeley Law confab. GPP will be hosting a cocktail party on November 11, the night before the conference starts, so be in touch if you’re heading to the conference. 

Have a great weekend,

GPP team 

Financial Times: The Activist Fight to Oust a Billionaire Founder

Sujeet Indap chronicles Politan’s long-standing campaign against health technology company Masimo, including the activist’s ongoing legal battle to try and remove Masimo CEO Joe Kiani. Read More

CNBC: Activist Investor Engine Capital Pushes for New Board at Upwork After Taking 4% Stake

Holding a 4% stake in Upwork, Engine Capital is urging a board overhaul to address “foundational issues,” while questioning its oversight and management effectiveness, writes Rohan Goswami. Read More

Shareholder Primacy Podcast: Moelis and Delaware; Advance Notice Bylaws

In the second episode of their new podcast, Tulane Law professor Ann Lipton and activist investor Mike Levin discuss the landmark Delaware Court of Chancery’s Moelis decision, which prompted a new bill that allows corporations to enter contracts with shareholders that could significantly alter corporate governance and influence board actions. Listen Here

M&A

Financial Times: Axel Springer Agrees €13.5bn Break-Up Deal with KKR

Mathias Döpfner and KKR have finalized a deal to split media giant Axel Springer, giving KKR majority control of the company’s lucrative classifieds business while Döpfner will retain control over its media assets including Politico and Business Insider. Read More

Reuters: Mastercard Bolsters Threat Intelligence Capabilities with $2.65 Billion Deal for Recorded Future

Mastercard will acquire the threat intelligence firm Recorded Future from Insight Partners for $2.65 billion to boost its cybersecurity offerings, with the deal expected to close by early 2025, writes Arasu Kannagi Basil. Read More

CORPORATE GOVERNANCE

Bloomberg: 23andMe Is Just ‘Me’ Now

All seven independent directors of 23andMe resigned over differences with CEO Anne Wojcicki's buyout proposal, leaving Wojcicki as the company’s sole board member as she continues to find a path to take the company private. Here is Matt Levine's take on the story. Read More

Skadden: The Informed Board Podcast: What Goes On Inside Your Boardroom? Investors Want To Know

Skadden partner Ann Beth Stebbins is joined by PJT’s Allie Rutherford and Adrienne Monley to discuss best practices for how companies should communicate their board’s strength and effectiveness to investors. Listen Here

FROM OUR DESK TO YOURS

GPP headed across the East River this week for our annual firm offsite in lovely Williamsburg, Brooklyn, for fun activities (Bowling! Improv with UCB! Art for charity!) and insightful conversations. The highlight of the day was having Jennifer Lowney, global head of communications at Citi and a dear friend of GPP, share her wisdom, war stories and career highlights over a working lunch. There’s no getting around working your tuchus off to succeed in life, says Jen.

Of course, the team wined and dined at the best that Brooklyn had to offer. We started the offsite Wednesday night with Brooklyn’s very own Roberta’s, where we were stuffed with bread, prosciutto and fancy cheeses before some of their signature pies. Breakfast and lunch were catered by Israeli café K’Far that featured tasty Mediterranean-inspired delights including a stellar olive oil cake.

We ended our staycation with a visit to nearby Greenpoint for dinner at Fulgrances Laundromat, a cool outtake of a Paris spot that rotates chefs, and loved the meal resident chef Scott Murry served up.  

PEOPLE MOVES

• JPMorgan hired financial sponsors banker Ray Raimondi from Citigroup. Read More

• October 4: Federal Reserve Bank of New York: The Future of New York City Conference, New York
• October 4: Fresco Friday Fall Fest, New York   
• October 8: Due Diligence Live, London
• October 22: 13D Monitor Active-Passive Investor Summit, Manhattan 
• November 12-13: 2024 Berkeley Fall Forum on Corporate Governance, San Francisco