Delaware Dominance Defies DExit Debate

Texas may have SpaceX, Dell and ExxonMobil, but despite some reports of its demise, Delaware continues to be the main hub for governance and incorporations. The Delaware Corporate Governance Report found that the state saw a 15% increase in new entity formation from 2024 to 2025, with the overall entity count climbing from 2.15 million to 2.28 million.

These findings were backed by a report from the Harvard Law School Forum for Corporate Governance, which argued that the state’s dominance continues even as some companies start to exit. Ultimately, the paper notes that the state’s real strength has never been rigid certainty so much as flexible, expert corporate law that can adapt as firms and capital markets evolve.

Meanwhile, there was no debate about the M&A market, and thanks to “gigadeals” and AI – all systems are go. In a recent report, Mergermarket found that global deal value topped $3 trillion in the first half of 2026, up 44% year over year due largely to “gigadeals” (deals valued at more than $50 billion). Mergermarket Executive Editor Lucinda Gutherie summed up the findings in an interview with The Wall Street Journal where she noted, “There is a sense that if you don’t get some of these game-changing deals done now then, under another administration, you might not get the opportunity to do them again.”

Lastly, an update from the SEC’s May announcement, which proposed companies shift to semiannual reporting as opposed to quarterly, received 8,000 comments in response. While the majority of submissions opposed the shift, as Fortune CFO Daily noted, a handful of CFOs, most notably Exxon’s Neil Hansen, backed giving companies the option. He argued that the modern information ecosystem already gives investors a much richer stream of data through earnings releases, 8-Ks, webcasts, and investor materials. For now, the SEC will have to sort through the flood of comments and decide whether the market is ready for less frequent reporting or whether quarterly reporting is here to stay.

Have a great weekend,

GPP Team

ACTIVISM

Citi and Barclays Provide Their Q2/H1 Shareholder Activism Updates
In Barclays’ Q2 report, the bank reveals that the momentum of shareholder activism has intensified, with industrials and tech companies being particularly targeted by disgruntled investors who continue to push M&A-related demands over operational changes. Meanwhile, Citi takes a closer look at the landscape so far this year, noting that activism is at record levels (up 16% year-over-year) with activists broadening their targets to controlled companies and running multiple campaigns (led by Elliott and Irenic who launched 6 campaigns this year).

Bloomberg: Accounting Firm CBIZ Urged by Activist Investor to Pursue M&A
Mengqi Sun reports that Reference Equity has approached the national accounting firm to abandon its recently announced share buyback plans and pivot back to the company’s aggressive M&A strategy, including using its capital allocation to raise equity for further dealmaking opportunities. Read More

Financial Times: Terry Smith Accuses Unilever of Misleading Him Over $66 Billion Food Deal
In his latest investor update, the Fundsmith CEO publicly called out Unilever’s board for moving forward with its food division spin-off and subsequent combination with McCormick despite management’s previous commentary that it did not expect deals in the future. Smith publicly claimed the move was driven by and “has all the hallmarks” of activist Nelson Peltz. Read More

M&A

Financial Times: Honeywell Spin-Off Solstice Targets AI Supply Chain with $14.5 Billion Deal for Element
Solstice, a specialty materials company and Honeywell spin-off, announced the mostly stock deal to acquire the chemicals company which would set up a combined potential $29 billion major player in the advanced materials space. Read More

STAT News: Vertex Acquires Crinetics Pharmaceuticals for $10 Billion as Biotech M&A Booms
Biotech M&A continues to drive the market with Vertex acquiring the owner of the drug Palsonify, a potential blockbuster commercial drug that treats acromegaly, a rare endocrinal disorder. Read More

Reuters: Lockheed Martin to Buy Ultra Maritime for $3.45 Billion
The deal bolsters the defense company’s anti-submarine warfare and undersea defense capabilities as global demand for military technology surges amid conflicts in Ukraine and the Middle East along with the administration’s 2027 $1.5 trillion defense budget request. Read More

CORPORATE GOVERNANCE

Skadden: The 2026 Shareholder Proposal Exclusion Experience and Takeaways for the 2027 Season
With the SEC’s new hands-off approach to proxy season regulation expected to continue into 2027, a memo from Skadden argues that companies must learn from the litigation and backlash seen in 2026 to determine how to assess incoming shareholder proposals. Read More

Fortune: SpaceX’s Supervoting Shares Put a Decades-Old Governance Debate Back in Play
In new commentary from Yale Professor Jeffrey Sonnenfeld and Steven Tian, they argue that despite the overwhelming consensus of some companies, dual class structures are a governance risk as SpaceX’s IPO has reignited questions if dual-class structures can actually help drive a company’s long-term success. Read More

The Wall Street Journal: The $80 Billion Debt Cloud Hanging Over David Ellison’s Warner Deal
Carrying the debt burden leaves little room for error once the merger closes, with success hinging on delivering the promised $6 billion in synergies over the next 3 years and balancing cost cuts with content and streaming investments. Meanwhile, Reuters reports that state Attorney Generals, led by California AG Rob Bonta, could cast another cloud over the deal by suing to block the transaction as early as next week. Read More

IPO

Reuters: Brookfield-Backed Csquare Targets Up to $4.18 Billion Valuation in US IPO
In a string of AI-related IPOs, the data center provider based in Dallas announced it will raise up to $1.35 billion in its IPO. Csquare hopes to follow the success of Cerebras, and slot in amongst OpenAI and Anthropic’s expected listings.  Read More

Bloomberg: Intel-Backed AI Chip and Software Maker Syntiant Files for IPO
The company’s investors include Intel, Microsoft, and Knowles Corp., and stares down a net loss of $26.2 million on revenue of $64.5 million for the three months ended March 31. Read More

Financial Times: Sandwich Chain Jersey Mike’s Files for IPO as Blackstone Eyes Windfall
Antoine Gara and Haley Zimmerman note that the $10-$12 billion valuation comes amidst a trend of private equity firms struggling to exit deals, along with stalling returns. Read More

FROM OUR INTERNS’ DESK TO YOURS

Our interns know we are crazed foodies, and this past week, they spent an evening at La Goulue. The bistro led by Michelin-rated and Paris-born chef, Antoine Camin, offers authentic French cuisine and has a superb, extensive wine selection. This is our first restaurant review by our amazing interns.

After an eight-year absence from the NYC restaurant scene, this quaint restaurant, now tucked away in a new Upper East Side location, reopened its memorable yellow doors in 2018. The new location picked up where the original, opened in 1972, left off – becoming a local staple known for its steak tartar, cheese souffle, and ambiance that exudes nostalgic Parisian charm.

We began our indulgences with the white lotus, a refreshing cocktail made with aloe liqueur and a sweet splash of white cranberry juice, and the bright salade de laitue. The pair was the proper start before moving onto the hearty entrees, and we continued the confit de canard maison and the steak frites. The duck confit, cooked perfectly, fell off the bone and the peppery steak paired flawlessly with its herb butter accompaniment. You can’t leave La Goulue without a sweet ending… or maybe two. So, we raised a glass of the Collet Brut champagne and ordered the profiteroles croquantes and the rich mousse au chocolat au lait.

True to its namesake that loosely translates to “greedy guts,” we left this chic restaurant stuffed but already planning our next reservation.

Speaking of French chefs, in our Open Tabs, we note the Times piece on the passing of Bertrand Grébaut the chef from some of our favorite Paris hotspots: Septime, Septime Bar, and Clamato.