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Smith & Nephew explores orthopaedics options, Whitbread faces activist vote – Europe Morning Flash

  • Smith & Nephew confirm J&J talks ended and explores options
  • Whitbread faces board seat vote on 9 November
  • ATG’s potential sale faces institutional shareholder resistance

Smith & Nephew could pursue alternative transactions involving its orthopaedics business, its board said alongside third quarter results on Wednesday (4 November) after confirming discussions with Johnson & Johnson (J&J) over a potential combination have ended.

The London-listed medical device maker was flagged as a potential takeover candidate by The Morning Flash last November, with a combination involving J&J’s DePuy Synthes business identified as one route to unlocking value following the parent’s decision to separate that business.

The review comes amid pressure from activist investor Cevian Capital – which has built a stake of more than 14% in the company, making it one of its largest shareholders.

This leaves open the possibility of a divestment, partnership or alternative combination, although the company has not yet identified a preferred outcome or timetable.

Smith & Nephew also reduced its 2026 underlying revenue growth guidance to approximately 3% from 4% previously, citing weak outlook for US Hips and Knees in the fourth quarter, alongside market conditions.

Shares in Smith & Nephew have gained 6% following the third quarter results and closed yesterday at GBP 11.83, giving it a market capitalization of GBP 10bn.

Whitbread vote tests activist influence

Whitbread faces a decisive shareholder vote on 9 November over activist Corvex Management’s attempt to secure board representation, potentially intensifying pressure for strategic changes at the Premier Inn owner.

Corvex, the activist which owns approximately 6.4% in Whitbread, is seeking to appoint partner James Gemmell to the board, arguing the company has underperformed peers and trades at a significant valuation discount.

The activist wants the board to assess alternatives to Whitbread’s existing strategy, although it has not demanded an outright sale.

Whitbread’s board has recommended shareholders vote against the resolution. But shareholder advisory firms remain divided ahead of the shareholder vote. Institutional Shareholder Services (ISS) and Pensions & Investment Research Consultants (PIRC) have recommended voting against the appointment, while Glass Lewis backed Corvex.

Whitbread maintains that its existing five-year plan, including GBP 1.5bn of property disposals and leasebacks, offers a better route to improve returns.

Shares in Whitbread gained 3.5% over last week and closed at 2,835 pence yesterday giving it market cap of GBP 4.8bn.

FitzWalter sale push at ATG faces resistance 

Auction Technology Group’s (ATG) potential sale prospects face fresh uncertainty after two institutional shareholders backed management against activist FitzWalter’s campaign to overhaul the board.

ATG’s board confirmed last week (26 October) that it it received a requisition notice from FitzWalter requiring them to call a general meeting of the company.

Odyssean Capital and Columbia Threadneedle, who together hold approximately 6% in ATG as per disclosures in 1Q26, have opposed the activist in its push to remove chairman Scott Forbes and replace him with former Goldman Sachs banker Richard Campbell-Breeden, according to a report in The Times on 1 November.

FitzWalter, ATG’s largest shareholder with a 27.2% stake, argued that the London-listed auction marketplace could command a higher valuation under US ownership given that more than 80% of its revenue comes from American operations.

The activist previously made several approaches to acquire the company, with the latest valuing ATG at GBP 491m before abandoning its pursuit in February.

ATG rejected the boardroom challenge citing progress under its existing strategy and a 72% share price increase this year through 23 October.

The opposition from fellow shareholders could complicate FitzWalter’s efforts to force a sale, although its substantial holding keeps pressure on the board intact.

Shares in ATG gained 7% in the days following the requisition notice and closed at 508 pence yesterday, giving it a market cap of GBP 624.52m.