June 24, 2025 – 60 Seconds with Swett: The Fight between Brookdale and Ortelius
Both Brookdale and Ortelius Advisors claimed partial victory after ISS recommended shareholders vote for 2 of Ortelius’s 6 board nominees. ISS acknowledged Ortelius’s push for change but questioned Brookdale’s board independence in the CEO search. The July 11 vote looms.
Transcript
It has been a bit amusing to see both Brookdale Senior Living and Ortelius Advisors claim victory with Institutional Shareholder Services’ report on the upcoming July 11th stockholders vote on the new slate of directors for the Board. For Ortelius, ISS recommended voting for Steven Vick and Lori Wittman, two of the six nominees that Ortelius put forth in March, while also acknowledging the benefit of Ortelius’s efforts on initiating needed change at Brookdale. Meanwhile, Brookdale rejoiced at ISS effectively recommending that shareholders’ not hand control of the Board to Ortelius by only supporting two of the six nominees and pointing out Ortelius’s lack of details in the turnaround plan and in the potential monetization of struggling assets.
ISS also raised the question of the current Board’s independence in overseeing the CEO search process, after three of the four recent additions to the Board already had connections to other directors and insiders. Could they be trusted to find the right person as CEO? Could they be trusted in general, or is more change needed? There are still a couple of weeks until the vote, so we’ll see what additional barbs are thrown, and if the temperature will rise.
60 Seconds with Swett: HUD’s Express Lane and M&A
HUD launched an “Express Lane” for Section 232 loans, speeding up approvals for high-quality facilities and borrowers meeting strict criteria. With strong guardrails—like LTV caps, high DSC, and no default history—this reform should streamline repeat-borrower deals.
60 Seconds with Swett: May 2025 M&A Activity Slumps
After a record 714 M&A deals in 2024, activity stayed hot early in 2025 but dropped to just 46 deals in May. U.S. deals fell to 35, the lowest since Sept. 2023. Though a summer rebound is expected, the sector may fall short of 700 deals this year.