Market Overview - The infrastructure sector delivered positive returns in Q3, although it lagged behind global equities due to a risk-on market environment driven by animal spirits [3] - U.S. utilities, renewables, and North American natural gas and pipelines performed well, supported by high demand for power from AI-focused data centers [4][12] - European utilities faced challenges, particularly U.K. water utilities, which were negatively impacted by rising interest rates [4] Sector Performance - North American rails showed strong performance following news of a proposed merger, which could unlock significant value [5] - French toll roads declined due to political uncertainty and rising sovereign risk linked to the French budget fallout [6] - Communication towers were the weakest performers, experiencing slower growth in carrier capital expenditures during the current 5G cycle [6] Regional Highlights - The U.S. and Canada were the top contributors for the quarter, with Entergy and TC Energy leading the performance [7] - Entergy, a regulated electric utility, saw its share price increase due to ongoing data center deals [7] - TC Energy manages extensive natural gas pipelines and power assets, benefiting from stable cash flows and favorable project origination conditions [8] Detractors - Severn Trent and Vinci were the largest detractors, with Severn Trent facing concerns over U.K. fiscal policy [9] - Vinci operates a significant portion of France's toll road network and was affected by political uncertainty, although its operations remained stable [10] Future Outlook - Strong opportunities are anticipated in the infrastructure sector driven by decarbonization and energy transition, particularly in electric utilities across the U.S., EU, and U.K. [11] - Investments in electric and water utilities are expected to enhance grid resiliency and accommodate increased load growth due to reshoring and AI-focused data centers [12] Portfolio Highlights - The infrastructure strategy saw positive contributions from four out of seven sectors, with electric and gas utilities and airports being the top contributors [15] - The strategy underperformed relative to the FTSE Global Core Infrastructure 50/50 Index, primarily due to stock selection issues in the electric and water utility sectors [16] - Top contributors to absolute returns included Entergy, TC Energy, and WEC Energy, while Vinci and Severn Trent were the main detractors [17] Investment Actions - A new position was initiated in Spanish electric utility Iberdrola, while positions in Eletrobras, United Utilities, and Pembina Pipeline were exited [18]

Core Insights - TransDigm Group Incorporated reported a 9.3% increase in net sales for Q3 2025, reaching $2,237 million compared to $2,046 million in the same quarter last year, with organic sales growth at 6.3% [2][15] - Net income for the quarter rose by 6.9% to $493 million, driven by increased net sales and a value-driven operating strategy, despite higher interest expenses [3][15] - Adjusted net income increased by 7.1% to $558 million, translating to $9.60 per share, up from $9.00 in the prior year [4][15] - EBITDA for the quarter grew by 12.9% to $1,123 million, with EBITDA As Defined at $1,217 million, reflecting a margin of 54.4% [5][15] Financial Performance - Year-to-date net sales for the thirty-nine weeks ended June 28, 2025, increased by 11.1% to $6,394 million, with organic sales growth at 6.6% [12] - Year-to-date net income rose by 17.4% to $1,465 million, attributed to higher net sales and effective cost management [13] - EBITDA for the year-to-date period increased by 19.0% to $3,299 million, with EBITDA As Defined at $3,441 million, yielding a margin of 53.8% [17] Market and Operational Insights - The commercial aftermarket and defense markets performed well, although growth in the commercial aftermarket moderated, and sales in the commercial OEM market fell short of expectations due to lower OEM build rates and inventory destocking [6] - The company completed the acquisition of Servotronics, Inc. and announced an agreement to acquire Simmonds Precision Products, with a total capital deployment of over $900 million expected for these acquisitions [7][10] - The company raised its fiscal 2025 EBITDA As Defined guidance while lowering sales guidance by $60 million due to lower than expected commercial OEM sales [19] Shareholder Activities - During Q3 2025, TransDigm repurchased 105,567 shares at an average price of $1,240.91, totaling approximately $131 million [9] - For the thirty-nine week period, the company repurchased 401,036 shares at an average price of $1,246.71, amounting to around $500 million [9] Fiscal 2025 Outlook - The company anticipates net sales for fiscal 2025 to be in the range of $8,760 million to $8,820 million, reflecting a 10.7% increase at the midpoint compared to fiscal 2024 [24] - Expected net income for fiscal 2025 is projected to be between $1,932 million and $1,980 million, a 14.1% increase at the midpoint [24] - Adjusted earnings per share for fiscal 2025 is expected to range from $36.33 to $37.15, an increase of 8.1% at the midpoint compared to fiscal 2024 [24]

Group 1 - TransDigm Group has successfully completed the acquisition of Servotronics, with a tender offer price of $47.00 per share in cash [1][2][3] - A total of 2,228,197 shares of Servotronics' common stock were validly tendered, representing approximately 87.09% of outstanding shares [2] - The merger was completed without a vote from Servotronics' stockholders, as TransDigm acquired a sufficient number of shares [3] Group 2 - Outstanding shares of Servotronics that were not tendered will be converted into the right to receive the tender offer price [4] - Servotronics' common stock will cease trading on NYSE American, and a notice of delisting is expected to be filed [4] Group 3 - TransDigm Group is a leading global designer and supplier of highly engineered aircraft components for commercial and military aircraft [6] - Major product offerings include mechanical/electro-mechanical actuators, ignition systems, specialized pumps, and various aerospace components [6] Group 4 - Servotronics designs and manufactures servo controls and components for commercial and government applications, including aerospace [7]

Core Viewpoint - Star Equity Fund's advocacy led to Servotronics agreeing to be acquired by TransDigm at a significant premium, creating substantial value for shareholders [1][2]. Group 1: Transaction Details - TransDigm will acquire all outstanding shares of Servotronics at $47.00 per share in an all-cash transaction, representing a 357% premium over the closing price on May 16, 2025 [1]. - The transaction was a result of a strategic review initiated by Servotronics' Board, influenced by Star Equity Fund's sustained pressure and advocacy [2]. Group 2: Shareholder Advocacy - Star Equity Fund's campaign included director nominations and various communications with the Board, which led to shareholder-friendly actions that may not have occurred otherwise [2]. - The advocacy highlighted that Servotronics' shares were undervalued and that its intrinsic value was higher than its trading price as a standalone public company [2]. Group 3: Stakeholder Benefits - The acquisition by TransDigm is expected to benefit all stakeholders of Servotronics, including employees and customers, according to the Portfolio Manager of Star Equity Fund [3]. - The efforts of significant shareholders and directors contributed to achieving this favorable outcome for all shareholders, including the Company's Employee Stock Ownership Plan (ESOP) [3]. Group 4: Company Background - Star Equity Fund, LP is focused on unlocking shareholder value through engagement with management teams across its portfolio companies [4]. - Star Equity Holdings, Inc. operates in three business divisions: Building Solutions, Energy Services, and Investments [5].

Core Viewpoint - TransDigm Group Incorporated has announced a definitive merger agreement to acquire Servotronics, Inc., which will become an indirect wholly owned subsidiary of TransDigm, enhancing its portfolio in the aerospace and defense sectors [1][2]. Group 1: Merger Agreement Details - TransDigm will commence a tender offer to acquire all outstanding shares of Servotronics for $38.50 per share in cash, valuing the transaction at approximately $110 million [2][3]. - The cash consideration represents a premium of approximately 274% to Servotronics' closing share price on May 16, 2025 [2]. - The acquisition will be funded with TransDigm's cash on hand and is not subject to any financing conditions [3]. Group 2: Company Profiles - Servotronics is a leading global designer and manufacturer of servo controls and advanced technology components for aerospace and defense applications, generating approximately $45 million in revenue for its fiscal year ended December 31, 2024 [4]. - Servotronics' products have a strong presence across major aerospace and defense platforms, with nearly all revenue derived from proprietary products [4]. - TransDigm is a leading global designer, producer, and supplier of highly engineered aircraft components for commercial and military aircraft, with a diverse range of product offerings [7][8]. Group 3: Strategic Fit and Future Outlook - TransDigm's President and CEO expressed excitement about the acquisition, highlighting Servotronics' proprietary products and significant aftermarket exposure as a good fit with TransDigm's long-standing strategy [5]. - Servotronics' CEO noted that being part of a larger aerospace company will provide growth opportunities and resources for continued product development [5]. - The merger agreement anticipates that TransDigm will commence the cash tender offer for all outstanding shares of Servotronics on or before June 9, 2025 [5].

Core Viewpoint - Beaver Hollow Wellness, LLC (BHW) criticizes Servotronics, Inc.'s board for prioritizing executive compensation over shareholder value, indicating a disconnect between the board and shareholders [1][2]. Group 1: Board Actions and Shareholder Concerns - The board's newly inserted "change of control" provisions are seen as a self-serving tactic to protect executive payouts, which BHW argues is an inappropriate use of shareholder concerns [2]. - BHW emphasizes that the board has focused on granting excessive "Golden Parachutes" to executives, contrasting this with BHW's commitment to rebuilding the company through responsible practices [3]. Group 2: BHW's Commitment and Strategy - BHW aims to implement lean manufacturing principles, improve supply chain operations, and ensure high-quality deliverables, all while prioritizing shareholder interests and operational excellence [4]. - BHW encourages shareholders to reject the board's fear tactics and support their nominees, promoting a plan for real change within Servotronics [5]. Group 3: Nominees for Board Positions - BHW has nominated four individuals with diverse expertise in aerospace, finance, manufacturing, and governance to enhance the board's effectiveness [6].

Core Viewpoint - Star Equity Fund has been advocating for Servotronics, Inc. to explore strategic alternatives since 2022, leading to the recent announcement of a strategic review by the Company's Board of Directors [1][4]. Group 1: Advocacy and Changes - Star Equity Fund has consistently urged Servotronics' Board to improve corporate governance and maximize shareholder value, emphasizing the need for a change in Board composition due to past poor performance [2][3]. - The Fund's campaign has resulted in several shareholder-friendly actions, including the addition of new independent directors and the resignation of non-qualified directors, as well as the termination of a poison pill strategy [3][4]. - The divestiture of the non-core Consumer Products division in August 2023 was also a result of the Fund's advocacy, alongside calls for a strategic review of all assets [3]. Group 2: Future Expectations - While the initiation of a strategic review is seen as a positive step, there is an expectation for real progress to be made in the coming months, with a focus on maximizing shareholder value [5]. - The intrinsic value of Servotronics is believed to be significantly higher than its current stock price, indicating that the shares are undervalued [5]. - The Fund remains committed to monitoring the situation and aims for Servotronics to become a well-regarded company benefiting all stakeholders [6].