Register now to join fellow capital allocators, portfolio managers, and CIOs at Latticework 2026 in Chicago on November 10-11 (preliminary agenda).

This is the fifteenth issue of This Week in Special Situations, our curated survey of actionable ideas. We do not attempt to profile every special situation. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. We filter for situations with a misaligned price or a noteworthy structural reason for market inefficiency.

Over time we will likely narrow this list further. That is where you come in. Please tell us which situations added value to your process and, just as importantly, which were of no consequence. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey progressively more useful to you.

This week’s report (available as a slide deck) profiles 40 situations across four buckets: activist campaigns, capital return and insider conviction, M&A, and strategic alternatives. Below we highlight the handful that stand out on catalyst clarity, valuation, and asymmetry, followed by thesis summaries covering a broad cross-section of the report.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

Exor (Netherlands: EXO) is buying back up to €500M of its own stock at 46 cents on the euro of NAV, funded from a balance sheet with LTV under 5% and roughly €4B of deployable cash on the way. The program, announced September 22, equals about 3% of the ~€15B market cap, and a first €125M tranche started September 23 under a bank mandate expected to finish by end-November. At ~€73 the stock sits 54% below June 30 NAV of ~€158 per share, so the full program adds roughly 2% to NAV per share on a static basis. Deployable cash rises to around €4B once Tata’s tender for Iveco and the Welltec sale close, and the risk is the portfolio itself, with NAV per share down 4% in the first half, mainly on Stellantis.

Lennar Corporation (US: LEN) trades below book value while Berkshire Hathaway, now holding roughly 11% of the Class A, keeps buying after a weak quarter. Berkshire’s Form 4 shows 16 open-market purchases from September 17 to 21 totaling ~$210M, including ~2.7M Class A shares at a ~$77 average, lifting its position to ~24M Class A shares worth roughly $2.0B. The buying came immediately after a fiscal third quarter in which orders fell 9%, home-sale gross margin slipped to 16% from 18%, and delivery guidance was cut to 80,000-81,000 homes. At ~$82 the stock trades at 0.9x book and 5% above the ~$77 Berkshire just paid, below the ~$85 Lennar itself paid for 3M shares last quarter, and no Lennar officer or director has bought in the open market in six months.

Vail Resorts (US: MTN) lets investors buy alongside Oasis Management at the fund’s own ~$142 average cost, as Oasis runs a four-seat proxy slate led by former Disney CEO Robert Chapek and reserves the right to propose a strategic review or sale. Oasis’s September 22 13D/A reports 7% of the shares, ~9% including swaps, after it sold below 5% over the summer and bought back in on September 11, the day after Vail’s nomination window closed. Its case is that Vail’s 42 resorts are undervalued against peers. All ten directors stand annually, Baron Capital’s 18% is the vote to watch, and Vail has answered only with a director search due to finish in early 2027. Fiscal results on September 28 land against $735-755M of Resort Reported EBITDA guidance, with net debt at 3.5x and a 6% dividend yield.

Borr Drilling (US: BORR) has director Tor Olav Troim and CEO Bruno Morand buying in the open market at $4.30-4.40, a clustered insider bet that the jack-up fleet’s earnings recover. Troim bought ~1.2M shares on September 16-17, taking his open-market buying since August 13 to ~3.4M shares for ~$14M at a ~$4.20 average and his stake to 9.9%. Morand followed on September 18. The buying came after the Odin began earning dayrate offshore Texas, ENI extended the Bestla to September 2027, and the Idun won a Vietnam campaign. The risk is leverage: Q2 adjusted EBITDA halved to ~$44M, net debt stands at 6.2x trailing EBITDA, and the secured notes alone carry ~$180M a year of coupon.

Quick Thesis Summaries

The remaining situations in this week’s report:

• Anavex Life Sciences (US: AVXL) — Glass Lewis backed two of PVG’s six nominees and opposed the chair ahead of the September 24 vote while ISS sided with the company, at a biotech whose ~$120M of June 30 cash and no debt cover about half its ~$220M market cap.

• Better Home & Finance Holding (US: BETR) — Founder Vishal Garg claims consents from more than 46% of the vote for removing five directors, including interim CEO Daniel Lewis, and targets a majority by October 2, while the company calls the claim false and the stock trades 55% below its August 3 close.

• Ethan Allen Interiors (US: ETD) — Doug Bergeron’s DGB owns 5.2% and runs a full five-nominee universal-proxy slate over who succeeds 38-year chairman and CEO Farooq Kathwari, at a debt-free furniture maker holding ~$96M of cash and trading at 7x FY26 EBITDA after a $3.00 special dividend.

• Funko (US: FNKO) — Fund 1 Investments, which has offered itself as a bidder, lifted its economic exposure to 21% while keeping votes under 10%, with the stock 26% below its ~$7 cost at 6x EBITDA, a credit agreement maturing December 31, 2027, and The Chernin Group’s 22.6% stake holding a consent right over any sale.

• Group 1 Automotive (US: GPI) — Conifer parlays a 13% stake for a board seat and a standstill to 2030 that keeps its free vote on any sale, and it kept buying near $250 in a stock down 18% since September 4, as a $1.25B debt-funded Atlanta deal lifts net leverage to 4.2x.

• Hugo Boss (Germany: BOSS) — Frasers Group, at ~48% after its offer, installed its own CEO Michael Murray as chairman on September 15 and says it intends to exceed 50% (no price or timing stated), while the stock sits just above the €38 offer, on 12x trailing EPS.

• OraSure Technologies (US: OSUR) — A Yorkville-Islet group holding 6% is preparing possible 2027 board nominations and lists a sale of the company among its options, at a diagnostics maker trading at 0.87x book whose ~$160M of cash covers 58% of its market cap despite a $27M first-half burn.

• Rightmove (UK: RMV) — Sachem Head holds a ~6% economic position through cash-settled CFDs and is reportedly pushing for debt-funded buybacks, at a debt-free portal already guiding to more than £400M of returns by July 2027 with a new £200M revolver in place and the stock down 35% in a year.

• Six Flags Entertainment (US: FUN) — Jana Partners, with a roughly 9% economic stake, is urging the board to hire a bank and sell, and at 5.8x net leverage each turn of takeout multiple is worth about $8 per share, roughly two-thirds of the recent stock price.

• Toho Holdings (Japan: 8129) — A Tokyo court on September 18 provisionally blocked Toho’s shareholder-approved poison pill, clearing 3D Investment Partners to lift its 24.7% voting stake toward a pledged 27.02% cap at a drug wholesaler trading at 0.98x book with ~¥103B of net cash, about 40% of its market cap.

• TORM (US: TRMD) — Hafnia took half of Oaktree’s 9M-share block at $32.25 to reach an 18% stake and is still weighing a combination of the two tanker fleets, while Oaktree’s September 23 notice to sell 5M more shares under a lock-up to November 13 leaves supply hanging over a stock at about 1.0x ex-dividend NAV.

• Whitbread (UK: WTB) — Corvex, with 7% including a swap, has requisitioned a general meeting to seat partner James Gemmel, forcing a vote by November 10 on a Premier Inn owner at 11x adjusted earnings whose April plan spends ~£2.5B of capex while pausing FY27 buybacks.

• Doosan (Korea: 000150) — Doosan will cancel 12% of its issued shares on October 2, ~KRW 3.3T of treasury stock at market value, leaving only a 3% RSU reserve, the same day its board committed ~KRW 970B to laminate capacity for AI data centers, with the stock up 9% since September 16.

• Funding Circle Holdings (UK: FCH) — Funding Circle rolled from a completed £25M buyback straight into a fourth £25M program, just under 5% of its market cap, after first-half pre-tax profit quadrupled and FY26 guidance rose above £40M, leaving the stock under 14x guided pre-tax profit and down 19% since the September 8 results.

• Grab Holdings (US: GRAB) — CEO Anthony Tan bought $30M of stock at about $2.89 on September 21, breaking from monthly 10b5-1 sales, days after Grab committed to spend the remaining ~$900M of its buyback within 12 months, enough to retire about 7% of the shares at the current price.

• Hennes & Mauritz (Sweden: HM B) — The Persson family owns 68% of H&M after buying ~37M shares this year at ~SEK 169. Reaching the 90% squeeze-out line would take ~SEK 58B more, with the stock at 22x earnings and just below the family’s 2026 average cost.

• KT&G (Korea: 033780) — KT&G is buying back and retiring another 2% of its shares for KRW 360B through December 22, but the bigger catalyst for a stock at 13x trailing earnings is a dividend-focused return policy due in Q4, set against trailing FCF of ~KRW 0.41T that fell short of dividends paid.

• On Holding (US: ONON) — On authorized its first buyback, $1.0B through 2029 or 9.9% of its market cap, fully covered by ~$1.5B of cash, alongside 2029 targets that would nearly double adjusted EBITDA and put the ~$9.3B EV at about 6x 2029 EBITDA.

• Rexford Industrial Realty (US: REXR) — Rexford closed its $1.2B sale of 22 buildings to EQT and is recycling the proceeds into buybacks and debt paydown, taking 2026 repurchases to ~$500M, about 6% of its market cap, with the stock at 16x Core FFO guidance and year-end leverage guided to 3.5x.

• Thor Industries (US: THO) — Thor has ~$264M left on a buyback authorization expiring July 31, 2027, about 7% of its market cap, but fiscal 2026 FCF of ~$169M no longer covered the dividend plus buyback, and the stock’s 0.88x book multiple rests on $2.6B of goodwill and intangibles.

• VEON (US: VEON) — VEON doubled its annual buyback to about $200M, roughly 4% of its market cap, and is already buying, with LetterOne selling pro rata and the stock at under 7x trailing equity FCF and about 4x EBITDA ahead of a November 16 Capital Markets Day.

• Caesars Entertainment (US: CZR) — Holders approved Fertitta’s $31.00 cash buyout on September 22, leaving a ~5% spread ($1.39), about 7% annualized to a May 2027 end date, that now prices FTC Second Request timing, cushioned by a ticking fee from July 1, 2027 and a $450M reverse termination fee.

• Global Lithium Resources (Australia: GL1) — Titan Lithium’s board-backed A$1.15 cash scheme carries no financing condition, yet sits 12% above the A$1.025 close with FIRB review of a private UAE buyer and a late-December vote ahead, while Titan’s A$120M construction loan would need refinancing if the deal breaks.

• Ingenia Communities Group (Australia: INA) — The board rejected Warburg Pincus’s raised A$5.05 cash proposal, 10% above the A$4.58 close, to protect a Peet acquisition that needs no Ingenia securityholder vote, while the stock sits 25% above its pre-Warburg A$3.65 close, pricing roughly two-thirds odds on A$5.05.

• InMode (US: INMD) — The CEO-led $16.20 cash proposal lapsed on September 15 without a deal, leaving a ~$14 stock backed by ~$8.70 a share of net cash and Steel Partners’ announced $16.75 bid for 100% as the higher public marker, 18% above the close.

• Reliance Worldwide (Australia: RWC) — Brookfield’s binding US$3.38 cash scheme sits 4% above the A$4.59 close, about 7% annualized to a March 2027 implementation, with a go-shop open to October 16 and a US-dollar price that moves the Australian-dollar value about A$0.07 for each one-cent AUD/USD move.

• UniFirst (US: UNF) — Cintas reaffirmed a close before the end of 2026 while the FTC Second Request runs, yet the $155 cash plus 0.7720 CTAS share offer, worth ~$303, sits 18% above the stock, a spread that prices real antitrust risk against a $350M reverse termination fee.

• Apollo Commercial Real Estate Finance (US: ARI) — ARI holders vote September 29 on liquidating a mortgage REIT that has already sold its loan book, and the proxy guides to $7.75-8.50 per share in total distributions, 24-36% above the $6.26 close, with $3.70-4.00 paid in cash within about a month of approval.

• City Developments Limited (Singapore: C09) — CDL unveils its Teneo-advised strategic review before the open on September 28, a dated test for a stock at 0.78x book with 75% net gearing, where Hong Leong Investment’s 49% control makes it a capital-allocation event rather than a sale.

• Geox (Italy: GEO) — Controller LIR, at 71%, will turn any shortfall in the €60M recapitalization into a reserved share issue at €0.342, 19% above the close, adding about 88M shares, 24% of the count, as the board trims 2026 sales guidance to €540-545M.

• Huckleberry.ai (US: HUCK) — The former Domo is now a debt-free shell with ~$220M of cash and more than $900M of NOLs after selling its business to Progress Software, trading 20% below cash per share with founder Josh James holding 76% of the vote and the capital allocation call.

• Toro Corp. (US: TORO) — Toro spins off its two-ship LPG unit AI OKTO on an October 1 record date, one share per eight Toro shares, carrying $45M of cash and about $2.28 of pro forma book per Toro share, 40% of the $5.74 stock price, under the same 74% controller.

• UWM Holdings (US: UWMC) — UWM’s $400M rights offering sets a $2.00 subscription floor 64% above the $1.22 close, so the Ishbia and Oaktree backstop will likely decide whether the money arrives as up to 200M new Class A shares or as junior preferred.

• Victoria (UK: VCP) — Shareholders vote October 5 on a recapitalization that retires Koch’s ~£380M preferred and the 2028 notes but leaves leverage near 11x EBITDA and adds a CVR worth up to £270M ahead of ~£95M of pro forma equity, with the special resolutions needing 75% of votes cast.

• Vivani Medical (US: VANI) — Vivani guides to an October close for the reverse merger of its Cortigent unit into ClearOne, which would leave it with a locked-up stake worth 39-48% of its ~$111M market cap, provided a $10-15M raise at $3.50 per unit prices first.

The deck is available to members (scroll up to download, or sign up below).

Subscribe now

Featured Events

• Latticework 2026 (REGISTER), Chicago, Illinois (Nov. 10-11, 2026)

• Ideaweek 2027 (FULLY BOOKED), St. Moritz (Feb. 1-4, 2027)

• The Zurich Project 2027 (COMING SOON) (Jun. 1-3, 2027)

Register now to join fellow capital allocators, portfolio managers, and CIOs at Latticework 2026 in Chicago on November 10-11 (preliminary agenda).

This is the fourteenth issue of This Week in Special Situations, our curated survey of actionable ideas. We do not attempt to profile every special situation. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. We filter for situations with a misaligned price or a noteworthy structural reason for market inefficiency.

Over time we will likely narrow this list further. That is where you come in. Please tell us which situations added value to your process and, just as importantly, which were of no consequence. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey progressively more useful to you.

This week’s report (available as a slide deck) profiles 25 situations across four buckets: activist campaigns, capital return and insider conviction, M&A, and strategic alternatives. Below we highlight the handful that stand out on catalyst clarity, valuation, and asymmetry, followed by thesis summaries covering a broad cross-section of the report.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

The Cooper Companies (US: COO) had three directors buy roughly $1.9 million of stock in the open market over four sessions after the board ended a nine-month strategic review, with the stock 21% below where the company itself had been repurchasing. The September 9 filings closed a review opened in December 2025: the board judged the offers for CooperSurgical inadequate, kept the business, and lifted the buyback authorization to $3.0 billion, leaving about $1.5 billion open, roughly 14% of market value. The shares fell about 15% the next day and closed September 16 at $54.61, against the roughly $69 average Cooper paid for 4.9 million shares in the quarter ended July 31. Walter Rosebrough roughly doubled his holding, Lawrence Kurzius nearly tripled his, and Paul Keel built his entire position from zero, all at stated prices between $53 and $55.

Grab Holdings (US: GRAB) said on September 15 it intends to spend the remaining $900M of a $1.75B authorization within twelve months, retiring roughly 7.7% of the shares, and pledged about $1.5B for control of Atome Financial the same day. At the September 16 close of $2.87 that is about 314 million of roughly 4.1 billion Class A and Class B shares, at 1.7x book. Trailing adjusted FCF of about $450M funds half of it; roughly $5.4B of net cash liquidity funds the rest. Net cash is 46% of the share price today and roughly 28% once the buyback and the first 60% of Atome are paid for, with the other 40% contracted two years out. Insiders are not buying: no open-market Section 16 purchase in six months, and the chief executive sells 400,000 Class A shares a month.

Designer Brands (US: DBI) trades near $6 against a sum-of-parts range Stone House puts at $11 to $19 a share, on the argument that its 79% Topo Athletic stake is unpriced. Stone House escalated its reported 16% Class A position on September 15 with a deck marking the core at 5.5x to 7.5x EBITDA and Topo at roughly $250M to $450M of EV, both its own assumptions rather than the company’s. Designer Brands paid roughly $19M for Topo in December 2022; management said on September 10 that Topo should generate over $100M of revenue in 2027, and raised FY2026 adjusted EPS guidance to $0.47 to $0.52. Control is the constraint: Jay Schottenstein alone held 65% of the combined vote at March 31 on eight votes per Class B share, so Stone House is asking for segment disclosure, not board seats.

Sturm Ruger (US: RGR) has a live partial tender: Beretta commenced its contractually mandated offer on September 17 at $44.80 a share, a price it set back in March as a floor rather than a ceiling. The board terminated Ruger’s poison pill on September 16 once the Hart-Scott-Rodino waiting period ended, the last of the regulatory conditions under their May cooperation agreement, lifting Beretta’s ownership cap from 10% to 25%. The offer runs for up to about 2.4 million shares, expires on October 15, carries no minimum tender and no financing condition, and Beretta says it does not currently intend to extend. Against the September 16 close of $37.08 that is 21% above market, but Beretta already holds 9.93% and the fixed share cap means a heavily oversubscribed offer prorates to roughly 17% of non-Beretta shares, worth about 3.5% blended.

Boston Omaha (US: BOC) authorized a $30 million Class A buyback, roughly 7% of market value, to run against a stock at 0.83 times book. The board approved it on September 10 and it takes effect November 1, expiring at the earlier of December 31, 2027 or $30 million spent. At the September 16 close that retires about 2.2 million of 29.9 million shares outstanding. Internal cash flow does not cover it: first-half operating cash flow of roughly $10M went into about $12M of capital spending and $6M of distributions to minority partners. The pending ~$84M sale of surety subsidiary GIG to CopperPoint, signed in May, is the most likely source; the 2025 program keeps buying until then, with about $9M left to spend.

Quick Thesis Summaries

The remaining situations, in the order they appear in the deck.

• D-MARKET Electronic Services and Trading (US: HEPS) — Kaspi.kz lifted its Hepsiburada stake to 93.5% in two September filings, paying $2.95 an ADS to VR Global against a $2.59 close, yet neither Turkish squeeze-out route is available at that level, leaving a roughly $72M float whose nearer risk is a liquidity-driven Nasdaq delisting.

• QVC Group, Inc. (US: QVCG) — GoldenTree took a negotiated 1.6 million share block off Silver Point at $16.25, roughly 7% below that day’s close, lifting it to 22% of a post-bankruptcy QVC Group that now trades at $15.92, under the block price, with all twelve directors and executive officers owning zero shares.

• Vail Resorts (US: MTN) — Oasis has put a 6.2% voting stake and a four-person slate into a proxy fight at a company whose nine seats are all elected annually, though the decisive holder is Baron Capital at 18.3%, and the only announced board refreshment lands after the vote.

• Gabia (Korea: 079940) — Align Partners moved its entire 14.29% into Korean onshore funds on September 10 and kept the control-influence purpose three weeks ahead of an October 8 EGM on board composition that Gabia’s own board convened, while DCK’s KRW 48,000 tender sits 24.7% above the KRW 38,500 close.

• Recordati S.p.A. (Italy: REC) — Palliser is pressing the board to withdraw support for the €51.29 CVC and Groupe Bruxelles Lambert tender and to demand at least €60, a figure that is Palliser’s own demand rather than a valuation, with the stock at €52.75 and acceptances closing October 15.

• WUS Printed Circuit (Taiwan: 2316) — Palliser Capital said on September 9 it had pushed its stake above 5%, but the board resolved on September 3 to subscribe for up to US$25M of the Kunshan affiliate’s planned Hong Kong listing, adding to the asset that anchors Palliser’s case rather than monetizing it.

• S-1 Corporation (Korea: 012750) — Flashlight Capital’s KRW 116,000 offer for five Samsung affiliates’ combined 21% expires September 23 with not one of the five boards having answered as of the September 17 close of KRW 84,800, and even a clean sweep would leave Flashlight behind SECOM of Japan at nearly 26%.

• AerCap Holdings (US: AER) — A fresh $1 billion authorization, about 4.5% of market value, follows four programs that all closed early and a share count down roughly 16% since the end of 2024, though at $142.21 against $119.21 of book each repurchase is dilutive to book value per share, and insiders sold through the period without a single open-market purchase.

• RB Global, Inc. (US: RBA) — The TSX cleared a doubling of the buyback to US$1 billion after RB Global spent the entire first US$500 million at an average of $93.22, roughly 10% above the $84.29 close, with adjusted net debt at 1.6x EBITDA and the dollar cap binding before the share cap.

• Scotts Miracle-Gro (US: SMG) — The $500 million authorization ranks behind the dividend and debt paydown, with only 0.22 turns of covenant headroom before a $225 million annual cap covering dividends and buybacks together starts to bite, and the dividend alone runs about $154 million of that.

• Signet Jewelers (US: SIG) — Signet paid JPMorgan the full $125 million on September 11 and took initial delivery of about 1.0 million shares, roughly 3% of the count, with the balance of the accelerated repurchase still to settle, at about 5.2x EV/EBITDA struck on a company carrying no funded debt.

• Tenable Holdings (US: TENB) — The $170M repurchase funded out of the new convertible settled outright at the September 10 close of $32, with no deferred tranche and no later true-up, and the share count is about 9% smaller than a year ago rather than flat against grants.

• Dainichiseika Color and Chemicals Mfg (Japan: 4116) — A single off-auction print on September 16 took in 4.1% of shares outstanding at 0.63x book and the board closed the program the same morning, with the repurchased shares sitting in treasury rather than cancelled, against a forward P/E of 10x.

• Aurora Cannabis (Canada: ACB) — Curaleaf’s hostile bid leaves Aurora roughly 10% below the live value of the consideration, but its stated December 1 expiry falls short of Canada’s 105-day statutory minimum and must be amended before any shares can be taken up, against a unanimously rejecting board, a rights plan still in force and an independent-majority condition Curaleaf cannot waive.

• European Lithium Limited (Australia: EUR) — The Supreme Court of Western Australia has convened the scheme meetings rather than approved the scheme, with the second hearing set for October 26, and on Critical Metals’ latest close the scrip on offer is worth about 15% more than the A$0.355 share price.

• Medtronic (US: MDT) — A split-off exchange offer rather than a spin-off: tendering holders receive $107.53 of MiniMed diabetes stock per $100 of Medtronic, a 7% discount capped at 4.5939 MiniMed shares per Medtronic share, a limit sitting only about 3% away on the September 16 closes, with the offer expiring October 9.

• Gran Tierra Energy (US: GTE) — A definitive proxy filed September 15 sets an October 9 vote on selling the entire Colombian and Ecuadorian business under Section 271 of the DGCL, after which pro forma cash and a seller note of roughly $330M approach the $376M market value, though the retained Canadian and Azerbaijani business ran a first-half pretax loss.

• WhiteHorse Finance (US: WHF) — The board formed a special committee on September 15 to explore strategic alternatives with no banker, data room or timetable disclosed, making this a review rather than a running auction, at a BDC trading at 0.62x NAV with non-accruals at 5% of cost, net investment income covering 87% of the distribution, and $85M of notes maturing in December 2026.

• Thryv Holdings (US: THRY) — Thryv agreed on September 12 to sell its print directories business to a Carolwood affiliate for $142 million in cash, more than 1.6 times its entire $88 million equity market value, with the price reduced by 75% of the unit’s net revenue from October 1 until closing, so delay erodes the proceeds.

• New Fortress Energy (US: NFE) — The UK Part 26A restructuring plan took effect September 11, retiring about $5.7B of debt in exchange for the whole Brazil business plus 87% of the future equity, and the listed preferred that takes that 87% trades 13% below conversion value, against going-concern doubt that the new letter-of-credit facility treats as an event of default.

The deck is available to members (scroll up to download, or sign up below).

Subscribe now

Featured Events

• Latticework 2026 (REGISTER), Chicago, Illinois (Nov. 10-11, 2026)

• Ideaweek 2027 (FULLY BOOKED), St. Moritz (Feb. 1-4, 2027)

• The Zurich Project 2027 (COMING SOON) (Jun. 1-3, 2027)

This is the thirteenth issue of This Week in Special Situations, our curated survey of actionable ideas. We do not attempt to profile every special situation. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. We filter for situations with a misaligned price or a noteworthy structural reason for market inefficiency.

Over time we will likely narrow this list further. That is where you come in. Please tell us which situations added value to your process and, just as importantly, which were of no consequence. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey progressively more useful to you.

This week’s report (available as a slide deck) profiles 27 situations across four buckets: activist campaigns, capital return and insider conviction, M&A, and strategic alternatives. Below we highlight the handful that stand out on catalyst clarity, valuation, and asymmetry, followed by thesis summaries covering a broad cross-section of the report.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

Signet Jewelers (US: SIG) has authorized repurchases equal to ~18% of its market value, holds about $530M of cash against no funded debt, and trades at ~9.1x the midpoint of raised FY27 EPS guidance. The board lifted the remaining authorization to $700M on September 9 and will enter a $125M accelerated share repurchase this month, leaving $575M behind it, though the stock at ~$102 sits well above the ~$85 average paid in the quarter ended August 1. FY27 adjusted EPS guidance rose to $10.45 to $12.15 and adjusted EBITDA guidance to $730M to $800M, putting the enterprise at roughly 4.4x EBITDA net of cash. An early Bread Financial renewal through December 2035 brings $80M of cash this quarter, so the repurchase is covered from cash on hand while the balance of the authorization depends on FY27 FCF.

Lands’ End (US: LE) had $89.2M left on its repurchase authorization at July 31, roughly 28% of its market value, and is buying back at ~0.64x book value. The company retired 910,253 shares at an average of $11.60 in the quarter ended July 31 and kept buying into August, taking the count from 30.0M to 29.5M by September 1. The April 1 sale of a 50% controlling stake in a new Lands’ End brand JV to WHP Global brought in $300M, repaid the $234M term loan, and cut quarterly interest expense from $9.3M a year earlier to $1.0M. The same agreement obliges the company to pay the JV a guaranteed minimum royalty of $50M a year, and with first-half operating cash flow at negative $86.5M, near-term repurchases draw on the ABL.

First REIT of New Jersey (US: FREVS) is one shareholder vote away from liquidating a fourteen-property northern New Jersey and New York portfolio at a management-estimated $24 to $30 per share, as compared to a $22 stock. The August proxy puts the plan to a September 29 special meeting, with a midpoint NAV of about $27 built from roughly $340M of gross asset value, less about $120M of mortgage debt and $20M of liquidation expenses, and JLL opined in May that the range is reasonable. The vote, not the real estate, is the risk: approval needs a majority of the roughly 7.5M shares outstanding, abstentions and broker non-votes count against, and 25% of the register sat in broker non-votes at the August annual meeting, against directors and officers holding 21% who intend to vote in favor.

Medipal Holdings (Japan: 7459) trades at 0.9x book value, and its largest shareholder is using the Companies Act to force shareholder-friendly action. At March 31 it held ¥289B of cash and ¥212B of investment securities against ¥5B of debt, before bank loans funded the ~¥192B PALTAC buy-in in July. Silchester, a 12% holder since 2021, filed an Article 297 demand on September 2 for an EGM by October 30: dismiss director Shuichi Watanabe, let shareholders vote on dividends, pay a ¥122 special dividend, and repurchase up to ¥95B, about 16.5% of the shares. Watanabe drew 61% support in June against 74% to 92% for the others. On September 8 the board named Kuniaki Imagawa president effective October 1 and moved Watanabe to chairman, leaving the dismissal vote and the ¥120B ask live.

Pacific Current Group (Australia: PAC) trades at A$11.10 per share, as compared to the board’s fair-value NAV of A$16.18 per share. On September 7 the board disclosed it had rejected Roc Partners’ cash-and-scrip approach, received in May, because the cash leg came largely from PAC’s own balance sheet; no revised all-cash bid has followed. PAC in turn owns about 30% of Roc, carried at A$60.1M. Flagstaff Partners is advising on three paths: buying Australian manager River Capital for about A$80M in roughly 6.3M escrowed shares at A$13.00, an outright sale, or a delisting and orderly realization. The River deal requires River’s funds to sell their whole ~10M-share stake, about 36% of the register, into a bookbuild first, and approval from shareholders other than River.

Quick Thesis Summaries

The balance of this week’s report, in brief.

• Kobayashi Pharmaceutical (Japan: 4967) — Oasis has lifted its stake to 14% at an average cost of ¥5,472 against a ¥5,700 price, told regulators it intends to add more than five points within three months, and reserved the right to seek the representative director’s removal, a delisting, or a sale of control against a family bloc holding roughly 21%.

• Air Liquide (France: AI) — Elliott holds an undisclosed stake below the 5% AMF disclosure threshold and is pressing a nine-point operating-margin gap to Linde, roughly 21% against 30%, ahead of an October 5 Capital Markets Day at which management must present a new medium-term plan, with the shares back below their pre-report level.

• Xerox (US: XRX) — Starteepo has built a 7% stake at ~$2.40 a share and wants a board-led review of Xerox Financial Services, which it values at $1.3-1.5B, or about $7.70 per share, against a ~$3.17 per-share leveraged equity stub.

• Byrna Technologies (US: BYRN) — Founder and 9.6% holder Bryan Ganz won one of the two board seats he sought, leaving the September 25 annual meeting uncontested, with the stock at $3.63 against a $30.62 52-week high after fiscal Q2 revenue fell 43% to $16M and with inventory alone equal to 36% of the market value.

• QVC Group (US: QVCG) — GoldenTree has taken its post-emergence stake to 19%, buying 830K shares at about $16.30 in the four weeks to September 3, and holds one of eight board seats alongside Oaktree, Silver Point and Strategic Value Partners, with roughly $870M of equity sitting beneath $1.24B of 10% first-lien takeback notes.

• Air Canada (Canada: AC) — A C$800M modified Dutch auction at C$29.00 to C$33.00 expires September 24 with the stock at C$28.25, below the floor, so a full take-up at C$29.00 with proration is the base case and the odd-lot exemption the only clean arbitrage, funded by the C$2.5B sale of a quarter of Aeroplan.

• Telephone and Data Systems (US: TDS) — Having withdrawn its exchange offer for the 18% of Array Digital Infrastructure it does not own, TDS turns back to a repurchase pool of roughly $520M, about 12% of its market value, on a stock whose listed Array stake alone covers roughly 62% of that value.

• GDEV (US: GDEV) — A $20M self-tender at $11.03 for 10% of the shares sits below market, and with the founder and the Bukhman brothers’ vehicle (~78% of the company), declining to participate, a full take-up would absorb roughly half of every other holder’s stock.

• Liberty Latin America (US: LILA) — Director Alfonso de Angoitia paid about $10M for 9% preference shares at a blended $20.96, roughly 16% below their $25 liquidation preference and an 11% yield, while John Malone kept buying the common near $8.50 and added to a preference position now worth $94M at liquidation value.

• United Therapeutics (US: UTHR) — The final ~$480M of a $2B authorization goes into an accelerated repurchase, exhausting the program six months after approval and leaving roughly $3.8B of cash and investments against no debt, with the stock left to trade on 2027 FDA decisions for Tyvaso in IPF and ralinepag.

• Oddity Tech (US: ODD) — The company has retired 20% of its shares this year at an average of $13.93 and repurchased $50M face of its 2030 exchangeable notes for $35M, leaving $87M of authorization against a stock that jumped 29% on results even as Q2 revenue fell 25% on the IL MAKIAGE advertising dislocation.

• Public Financial Holdings (HK: 0626) — Public Bank Berhad’s final HK$2.50 scheme for the 27% it does not own leaves a 14% spread at HK$2.20, roughly 35% annualized on a four-to-five-month completion, but the 10% disinterested-vote blocking threshold means about HK$73M of stock can defeat a deal priced at 0.35x book.

• Gabia (Korea: 079940) — Macquarie’s tender at KRW 48,000 leaves a 13% spread with eight days to the September 17 expiry. The trade depends on the ~3.3M-share minimum, which needs roughly three-quarters of the stock held outside Align’s 14% and Miri Capital’s 24%.

• Dominion Energy (US: D) — Shareholders approved the NextEra merger on September 3 with better than 98% of votes cast in favor, leaving a 4% gross spread on a package worth about $68.63 against a $66.22 stock, with the outcome now resting on a Virginia SCC decision due by January 11, 2027 and a close guided to the second half of 2027.

• MarketAxess (US: MKTX) — ICE’s $167.00 cash offer trades at a 2% gross spread with the HSR waiting period expiring September 25 and completion guided to the first half of 2027, a regulatory carry backed by a reverse termination fee of about $330M.

• WaFd (US: WAFD) — The reverse merger with EverBank leaves WaFd holders 40.8% of a $75B-asset bank guided to 2027 EPS of $4.34 against a $3.37 standalone consensus, at the cost of a 59% sponsor bloc whose shares unlock over twelve months after a 1Q27 close.

• UWM Holdings (US: UWMC) — A $400M rights offering carries a $2.00 subscription floor some 44% above the $1.39 stock, so unless the shares rally before the pricing window closes on November 9, Oaktree and Mat Ishbia’s SFS take the 200M shares under the backstop in what amounts to a controlled recapitalization.

• Samhällsbyggnadsbolaget i Norden (Sweden: SBB B) — Registry clearance sets completion of the SEK 6.8B residential sale to KlaraBo for September 23 and redemption of Morgan Stanley’s SEK 2.4B of 13% preference shares by September 30, a dated deleveraging step for a stock at 0.39x long-term NAV with 54% LTV.

• ASA Gold and Precious Metals (US: ASA) — The Saba-installed board voted on September 4 to convert this gold closed-end fund into a Saba-managed credit BDC with no tender at NAV, so holders buying at an 18% discount are betting the conversion vote narrows the gap rather than swapping gold exposure for BDC fees.

• Team Internet Group (UK: TIG) — The board reaffirmed on September 7 that its Domains, Identity and Software division should fetch materially more than $160M, about 116% of the £102M market value, with a deal targeted for around year-end and about $118M of net debt deciding how much of it reaches shareholders.

• MSG Sports (US: MSGS) — An amendment to the Rangers Form 10 fixes an end-of-October target, leaving the consolidated equity near $390 per share, as compared to roughly $570 per share implied by the latest Forbes marks for the two franchises, a discount of close to 30%.

• Resonac Holdings (Japan: 4004) — Resonac distributes 81% of petrochemical unit Crasus Chemical on October 1 through a September 29 direct listing, and because Nikkei Inc. adds Crasus to the Nikkei 225 for the listing day only and deletes it the next, index funds must sell the stub within a single session.

The deck is available to members (scroll up to download, or sign up below).

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Featured Events

• Latticework 2026, Chicago, Illinois (Nov. 10-11, 2026)

• Ideaweek 2027 (FULLY BOOKED), St. Moritz (Feb. 1-4, 2027)

• The Zurich Project 2027 (COMING SOON) (Jun. 1-3, 2027)

This is the twelfth issue of This Week in Special Situations, our curated survey of actionable ideas. We do not attempt to profile every special situation. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. We filter for situations with a misaligned price or a noteworthy structural reason for market inefficiency.

Over time we will likely narrow this list further. That is where you come in. Please tell us which situations added value to your process and, just as importantly, which were of no consequence. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey progressively more useful to you.

This week’s report (available as a slide deck) profiles 31 situations across four buckets: activist campaigns, capital return and insider conviction, M&A, and strategic alternatives. Below we highlight the handful that stand out on catalyst clarity, valuation, and asymmetry, followed by thesis summaries covering a broad cross-section of the report.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

Abercrombie & Fitch (US: ANF) has roughly $570M left on an authorization worth 10% of its market cap. It repurchased 3.2M shares for ~$280M year to date at an average near $88 against a ~$137 close, and lifted the full-year target to at least $500M. The 7% reduction is gross: equity-plan issuance takes the net decline to 5.6%, from 45.0M shares to ~42.5M. Buybacks outrun internal cash: ~$180M of year-to-date FCF against ~$290M spent, with cash down from ~$760M to ~$630M. Guidance of $13.10 to $13.60 carries about $2.10 of one-time tariff refund, so the stock sits at 12x underlying earnings on flat second-quarter comparable sales.

NCC Group (UK: NCC) is retiring 41% of its share capital in a tender, leaving a net-cash cyber security pure play. The offer closed on 1 September at 145p, taking ~117M shares for £170M, cutting issued capital to ~167M shares with none held in treasury. Holders applied for 54% of the register; tenders above guaranteed entitlements were scaled back 57%. The cash came from May’s sale of Escode at a £275M enterprise value, and with ~£60M of net cash left against committed facilities cut to £30M, the retirement added no leverage. A £15M buyback, 6% of the post-tender market cap, starts shortly with the stock at 141p, below the 145p tender price, and the directors committed not to tender a single share.

JOYY (US: JOYY) trades at roughly $0.6B of enterprise value against $3.1B of net cash, and has returned close to 10% of its market cap in under eight months. Net cash was ~$3.06B at June 30 against 49M ADSs at $74.56, pricing the operating business at ~$0.59B, or 0.26x TTM revenue of $2.27B. It returned ~$360M between January 1 and August 21, with ~$470M of buyback capacity left and a $1.55 per ADS dividend going ex September 30 for an 8% yield, inside a $1.5B program running through 2028. The constraint is that this is balance-sheet funded, not operational: first-half operating cash flow was ~$110M while net cash fell ~$200M, and co-founder David Xueling Li, who left the chairman and CEO roles in 2024, still controls 87% of the votes on a 36% stake.

PagSeguro Digital (US: PAGS) has committed roughly 20% of its market capitalization to a new buyback and a first multi-year dividend floor, in a stock trading below book value. The September 1 6-K authorizes up to US$150M of Class A repurchases with no expiration and targets at least R$2.0B of dividends across 2027 and 2028, about US$390M or a 7% annual yield on the US$2.71B market cap, with the buyback adding 5%. Because only Class A is eligible, that US$150M retires 10% of the ~155M Class A shares and lifts UOL from 45% toward 48% of the economics, while its Class B carries 89% of the votes. Cutting the other way, Ricardo Dutra sold 124,160 Class A shares in July outside a 10b5-1 plan, a quarter of his holding, and founder Luis Frias resigned as chairman on August 21.

HF Sinclair (US: DINO) authorized a fresh $1.5B buyback worth 8% of its market cap three weeks after the family seller that absorbed the last one ran down to its 5% floor. The August 26 8-K replaced a program with ~$11M left, drained by one negotiated block: ~$210M for ~2.4M shares from REH Advisors at $89.41, agreed August 2, now a 16% discount to the current price. REH’s residual is ~8.9M shares, 5.1%, against the 27% it took at the 2022 Sinclair closing, and it intends to hold enough to keep the board-designation right that lapses below 5%. Trailing FCF of ~$2.3B covers $366M of dividends comfortably, and the prior $1.0B program took 27 months to spend while $463M went out in the last seven.

Quick Thesis Summaries

Beyond the five above, the report covers the following situations.

• Vodafone Group (UK: VOD) — Xavier Niel’s Vega SAS filed a 13D on 9.9% of the voting rights plus contracted forwards taking the economic interest to 19.8%, sourced largely from e&’s entire 17% block bought at 110.5p against 119p today, with everything above the 9.9% cap forced into cash settlement if clearances slip past the 2027 maturities.

• Korea Zinc (Korea: 010130) — The September 9 extraordinary meeting turns on a charter amendment and an audit-committee seat where Korea’s 3% rule caps MBK and Young Poong’s 42% bloc, chairman Choi’s 18% and the National Pension Service alike, leaving retail and foreign holders to decide it, with seven of eight proxy advisers behind the board’s nominee.

• Gore Street Energy Storage Fund (UK: GSF) — Saba Capital’s 18% position, only 6% of it in registered shares and the rest in a swap expiring in December, has forced discontinuation and wind-up resolutions onto the September 16 AGM, putting a hard date against a 36% discount to a NAV that fell 27% in the year to March.

• Ain Holdings (Japan: 9627) — The board set its new takeover-response trigger at exactly Oasis Management’s 22% stake, so one further share starts a 60 business day disclosure clock and a board evaluation window, and the filing reserves the right to fire the warrant countermeasure without a shareholder vote.

• GungHo Online Entertainment (Japan: 3765) — Strategic Capital holds 14% and now demands the removal of a representative director, but the day after that filing Taizo Son’s vehicle agreed to sell its entire 23% block to Sony Music at ¥2,385, below the market price and with no offer to minorities, handing the activist an entrenched counterparty.

• Kusuri No Aoki Holdings (Japan: 3549) — Oasis lifted its stake to 15% at an average cost near ¥3,097 against ¥4,046 now and rewrote its filing purpose to name dismissal of the representative director, days after president Hironori Aoki was re-elected on 65% support, with a ¥24B buyback authorization expiring in December still entirely unused.

• Solstice Advanced Materials (US: SOLS) — The company walked away from its $14B purchase of Element Solutions with no break fee in either direction and replaced it with a first-ever $500M buyback, while the shares still trade 24% below their pre-deal price.

• Workday (US: WDAY) — A new $4.0B open-ended Class A authorization equals 8% of the market cap and follows a half-year in which 82% of gross repurchases genuinely stuck, cutting the count 7% to ~241M, though the buying ran at 2.7x first-half FCF and averaged ~$133 against a ~$201 close.

• Frontline (US: FRO) — The board declared a $2.61 quarterly dividend, 6% of the market cap in one quarter, but that figure matches Q2 adjusted EPS to the cent under a 100%-of-profit formula rather than a floor, and the additional $0.80 of vessel-sale proceeds is a board determination with no declared record date.

• CANCOM (Germany: COK) — A €30M buyback covering 4.7% of the market cap runs from September 7 to year end, with the stock about 11% below the €25.05 average the company paid completing its last programme early, though first-half operating cash outflow of ~€110M took cash down to ~€22M by June 30.

• Tohokushinsha Film (Japan: 2329) — A single ¥9.75B off-auction cross retired 14% of the share count and took Hisako Uemura from 53% to 11%, handing the top of the register to activist 3D at 22% without it buying a share, though the securities portfolio backing the balance sheet was largely spent on an acquisition that added ¥23B of goodwill.

• Sanyo Shokai (Japan: 8011) — The board authorized ¥5.81B of buybacks on August 28 and filled the entire authorization three days later in one pre-market crossing, taking 9% of the shares for ¥4.56B, hours after cutting interim guidance to a recurring loss, with Asset Value Investors now the largest holder at 12%.

• Prudential (UK: PRU) — Half-year results added about $0.3B to the $1.2B 2026 buyback, funded by that morning’s ICICI Prudential AMC stake sale, taking planned 2026 and 2027 returns to $2.8B or 8% of the market cap, though completing by December 18 requires roughly a 40% step-up on the first-half pace.

• Mitsui & Co. (Japan: 8031) — Month one of the ¥200B buyback delivered ¥11.25B, under a third of the run rate needed to finish by January 29, but the identical ¥200B programme it replaces ran at ¥37B to ¥45B a month and hit its cap ten days early in March, with all ~41M shares cancelled.

• Caesars Entertainment (US: CZR) — The proxy sets a September 22 vote on Fertitta’s $31.00 cash offer against a $29.69 close, and the question is now the antitrust clock after Fertitta pulled and refiled its HSR notification on August 13 in connection with FTC discussions, resetting the waiting period to September 14.

• Perfect Corp. (US: PERF) — Founder Alice Chang is taking the company private at $2.00 cash funded from Perfect’s own balance sheet, leaving a 5% spread into an October 19 meeting, with the real gate a walk-right for the buyer if holders of more than 8% of shares validly dissent under Cayman law rather than any regulatory condition.

• AtaiBeckley (US: ATAI) — At $7.35 against Eli Lilly’s $6.75 cash floor the market pays $0.60 for a non-tradable CVR with $2.50 of face, roughly a quarter of maximum value and 31% below Centerview’s own $0.87 risk-adjusted mark, with the vote on September 8 and only the Australian waiting period left to run.

• Gabia (Korea: 079940) — Macquarie’s DCK Investment is tendering at KRW 48,000 against KRW 44,650, an 8% spread into a September 17 expiry, but two blockholders at 24% and 14% can defeat the 50% minimum outright, and Align Partners is running a competing proxy campaign to an October 8 meeting.

• Genel Energy (UK: GENL) — DNO must table a firm bid by 5.00pm on September 4 or stand down for six months, and at 63p the shares sit 9% below the rejected 69p indication with net cash alone worth 30p a share, though a concert party at 25% and a bank at 19% can block both a scheme and a squeeze-out.

• Irish Continental Group (Ireland: ICG) — The independent board adjourned the August 28 scheme meetings after proxies showed the €8.00 management buyout failing the 75% test. As the adjournment ran under 14 days, the voting record stays at August 24, so arbitrageurs who bought in since then cannot vote on September 10.

• H&R Real Estate Investment Trust (Canada: HR.UN) — The C$4.28 cash plus 0.5688 GO Residential units marks at C$10.82 against C$9.89, a 9% spread into an October vote, but only the cash leg is fixed and the unit leg has fallen 15% since announcement, with distributions switched off through year end so the spread is the entire return.

• Gran Tierra Energy (US: GTE) — The $1.33B sale of the Colombian and Ecuadorian business to Maurel & Prom takes essentially all the debt with it and leaves roughly $8.67 per share of cash and notes against a $10.19 price, implying the market values the retained Canada and Azerbaijan stub at about $58M on a business that loses money.

• Braskem (Brazil: BAK) — A São Paulo court cleared the US$11B extrajudicial reorg for processing on August 28 with 90 days to lift creditor adhesion above 50%, and the filed plan’s own parameters put interest capitalization, a shareholder equity backstop and possible equitization on the table.

• Greenfire Resources (Canada: GFR) — A C$775M rights offering priced 21% below market expires on September 15, and while lapsing costs a non-participant only about 10% of value that is fully recoverable by selling the rights, the 72% holder absorbs every unsubscribed share at that discount without a standby fee, taking it toward 85%.

• Apollo Commercial Real Estate Finance (US: ARI) — The proxy fixes the dissolution vote for September 29, putting a $3.70 to $4.00 cash distribution about 30 days behind approval, so a buyer at $6.86 recovers roughly $3.85 within a month and holds a $3.01 stub against a $3.75 to $4.80 residual estimate in non-transferable trust interests.

• Taylor Maritime (UK: TMIP) — The September 1 sale of three handysize bulkers for $48.6M, about 3% above book, cuts the fleet to two ships and leaves the stock at a 13% discount to NAV, though the buyer of one vessel and 51% of the other is a vehicle controlled by the CEO and no shareholder vote is required.

The deck is available to members (scroll up to download, or sign up below).

Subscribe now

Featured Events

• Latticework 2026, Chicago, Illinois (Nov. 10-11, 2026)

• Ideaweek 2027 (FULLY BOOKED), St. Moritz (Feb. 1-4, 2027)

• The Zurich Project 2027 (COMING SOON) (Jun. 1-3, 2027)

This is the eleventh issue of This Week in Special Situations, our curated survey of actionable ideas. We do not attempt to profile every special situation. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. We filter for situations with a misaligned price or a noteworthy structural reason for market inefficiency.

Over time we will likely narrow this list further. That is where you come in. Please tell us which situations added value to your process and, just as importantly, which were of no consequence. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey progressively more useful to you.

This week’s report (available as a slide deck) profiles 27 situations across four buckets: activist campaigns, capital return and insider conviction, M&A, and strategic alternatives. Below we highlight the handful that stand out on catalyst clarity, valuation, and asymmetry, followed by thesis summaries covering a broad cross-section of the report.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

Medifast (US: MED) holds ~$170M of cash and investments (no debt), $30+M more than its equity market cap, and H1 cash flow shows the balance sheet is not eroding the way that discount implies. Steamboat Capital disclosed a 7.1% stake on August 21 after buying about 84,000 shares near $11.60, then bought more on August 24. Its two nominees under a March cooperation agreement were elected in May. Operating cash flow was positive $2.0M against $2.1M of capex, leaving FCF near breakeven, and cash plus investments rose to $169.8M from $167.3M. The pressure sits on the top line, not the runway: second-quarter active earning coaches fell 49% to 11,700, first-half revenue dropped 31% to $152M, and the operating loss widened to $7.6M against fourth-quarter profitability guidance.

Group 1 Automotive (US: GPI) is an activist situation, with Conifer buying a third of its position at ~$294 per share, as compared to the recent $263 quotation. Conifer disclosed 1.16M shares, or 9.7%, on August 20 at a $258 average, and stated its purpose as seating Benjamin Hart, an employee of a Conifer affiliate. Group 1 is 46% of Conifer’s $607M 13F book, and this is the firm’s first Schedule 13D in an EDGAR record back to 2019. The board had already expanded to ten directors on August 10, ten days earlier. The advance-notice window of January 12 to February 11, 2027 is what would turn a friendly request into a formal contest.

Cars.com (US: CARS) has cut its share count 13% in twelve months through steady open market buying funded from operations, at a 19% trailing FCF yield. Trailing operating cash flow of $151.6M less $24.2M of capital spending, of which $22.4M is capitalized software, leaves FCF of $127.4M against a ~$660M market cap. Working capital was a $13M drag and the first half absorbed a final $11M D2C Media earnout, so that figure is not flattered. Cars.com retired 6.2M shares for $57M in the first half at roughly $9, buying in every month of Q2, but the $90M target reaffirmed August 6 leaves about $33M for the second half at $12 a share. Net debt of ~$420M is 63% of market cap.

Reinet Investments (Luxembourg: REINI) trades at ~€24 per share, as compared to ~€29 of cash per share alone, so a buyer collects the private equity book, the gold, and everything else for less than nothing. After exiting British American Tobacco in early 2025 and selling its 49.5% Pension Insurance Corporation stake to Athora in March for €3.3B, Reinet held €5.4B of cash at 30 June, 81% of the €6.6B NAV, or €36.39 per share. Buybacks of up to €500M are earmarked to the 2027 AGM, the €250M seventh tranche running on the JSE to 15 December, but repurchased shares go to treasury, not cancellation. The Rupert-controlled adviser took €117M for the year to March, charging 10% of cumulative shareholder return off the share price, not NAV, and no further fee accrues until the shares average €28.48 over a financial year’s last 20 sessions.

Cloopen (US: RAASY) offers a 28% gross return to a fixed US$2.96 cash take-private whose September 24 vote is effectively pre-decided, but it’s unclear whether the idea is actionable as the shares are highly illuquid. A consortium of founder-CEO Changxun Sun, Trustbridge Partners and Dmall signed on May 12 at US$0.4940 per ordinary share, six per ADS. Rollover holders control 60% of the voting power against a two-thirds-of-votes-cast threshold, so blocking it needs more than 76% of non-buyer Class A shares voting against, and thin turnout entrenches the deal rather than threatening it. No antitrust clearance is required and there is no express financing condition, leaving a Parent-side US$85M available-cash test at closing as the live break risk. Depositary fees trim the realized return to roughly 23%, and median volume is about 1,200 ADSs a day, including three zero-volume sessions.

Quick Thesis Summaries

Brief takes on the rest of this week’s report:

• Republic Services (US: RSG) — Bill Gates’s Cascade bought about 2M shares for roughly $435M in ten trading days through August 21, taking a 2008-vintage anchor stake to 37%, while the operative Item 4 has been unamended since February 2022 and still disclaims every plan under items (a) through (j).

• Philips (Netherlands: PHIA) — Exor and affiliates hold 19% and lifted their contractual ceiling from 20% to 22% on August 10, leaving ~€680M of permitted buying, or about 18 sessions of median Amsterdam volume, inside a standstill rather than a path to control.

• Norwegian Cruise Line Holdings (US: NCLH) — Elliott’s headline economic interest above 10% is only about 3% votable common, the rest cash-settled swaps, so the March cooperation agreement rather than a proxy fight is the whole governance lever against $15B of net debt at 5.3x leverage.

• BILL Holdings (US: BILL) — Starboard crossed 10% without buying a share, purely on a ~14M-share buyback, and the standstill that barred it from advocating a sale has now lapsed with the nomination window open to September 12.

• Xponential Fitness (US: XPOF) — Fund 1 Investments’ 9.9% stake lands mid-sale-process, but $514M of net debt at 5.2x sits ahead of a $258M equity, and 2025 adjusted EBITDA of $112M rests on roughly $106M of add-backs against $5.7M of GAAP EBITDA.

• Daikin Industries (Japan: 6367) — The ¥350B buyback is complete, executed in a single off-auction block at ¥24,110, and the stock now trades 13% below that price and within 4% of its pre-campaign level, with first-quarter operating margin down 0.8 points.

• Tenet Healthcare (US: THC) — Second-quarter open-market repurchases of ~5.7M shares for about $1.0B cut the count 6% sequentially, but net leverage rose from 2.25x to 2.33x on cash depletion alone, and ten insiders sold roughly $22M over six months with no open-market purchases.

• Bread Financial (US: BFH) — About $450M of repurchase authority remains after a 13% share-count reduction in seven months, but at 1.7x tangible book the buyback now dilutes book value rather than building it, offset only by a 23% ROTCE.

• Wix.com (US: WIX) — A completed modified Dutch auction retired 30% of the shares at $92.00, funded by a $500M revolver draw and a $260M placement rather than cash flow, flipping the balance sheet from $535M of net cash to about $670M of net debt.

• nCino (US: NCNO) — A fourth $100M authorization equal to 4% of market cap follows $300M already spent and a genuine 9% cut in the count, but implied second-half FCF of $22M to $27M means the credit facility, not cash generation, funds this one.

• Upwork (US: UPWK) — Trailing FCF is 16% of market cap, yet repurchases collapsed from $108M in the first quarter to $2M in the second while $361M of converts matured on August 15, and guidance for a higher third-quarter diluted share count embeds no net retirement.

• Yext (US: YEXT) — The completed $140M Dutch auction cleared at the floor of its range on 2.6x oversubscription, retiring 20% of the company six weeks after the CEO withdrew his own $9.00 take-private bid, and neither he nor the board tendered.

• Evolution (Sweden: EVO) — Kenneth Dart’s mandatory SEK 695 cash offer sits 17% below the market, so the question is not an arbitrage spread but how cheaply he accumulates the next increment of control while Evolution’s own buyback shrinks the votable denominator for him.

• NextEnergy Solar Fund (UK: NESF) — Six weeks into a formal sale process with no named bidder, the shares sit 34% below the 73p NAV, against Drax’s June purchase of Bluefield at about 0.91x NAV, which would imply roughly 66p.

• Tourism Holdings (New Zealand: THL) — At NZ$2.83 the shares sit 10% below BGH’s NZ$3.10 all-cash indication and 17% to 20% below an unnamed strategic buyer’s NZ$3.30 to NZ$3.40 range, with both parties in diligence and neither proposal binding.

• Domo (US: DOMO) — Trade 23% below the ~$4.80 per share of net cash the board expects to retain after selling substantially all operating assets to Progress Software, but a distribution is not promised yet.

• SkyCity Entertainment (New Zealand: SKC) — At NZ$0.68 the shares sit 3% under Oaktree’s rejected NZ$0.70 indication and 10% under a NZ$0.75 marker from a second party, against 11% of downside to the undisturbed price and no live bid on the table.

• BlackRock TCP Capital (US: TCPC) — The Pantheon portfolio sale closed August 4 at 95% of December fair value, leaving the BDC at 0.71x pro forma NAV, with KBW hired to run a strategic review.

• Newell Brands (US: NWL) — A $600M 6.250% unsecured issue retires the September 2027 maturity outright but hands the wall to $1.25B of 8.500% notes due June 2028, and reported net leverage of 4.8x is closer to 5.4x excluding about $126M of tariff refunds.

• Wolfspeed (US: WOLF) — The 70% debt cut is done, but ~71M reserved shares stand against 53M outstanding, and the coupon on $636M of notes stepped up to 15.875% in cash after a June test failed, with relief conditioned on CHIPS money that has not been awarded.

• Apollo Commercial Real Estate Finance (US: ARI) — A September 29 vote on complete liquidation would pay $3.70 to $4.00 per share within 30 days against a $6.86 price, with $7.75 to $8.50 estimated in total to 1H 2028, though approval needs a majority of all shares outstanding and brokers hold no discretion.

• Gray Media (US: GTN) — The August 21 first lien refinancing cuts 300bp of coupon and extends to 2034, but $6.7B of net claims continue to rank ahead of a ~$520M equity stub.

The deck is available to members (scroll up to download, or sign up below).

Subscribe now

Featured Events

• Latticework 2026, Chicago, Illinois (Nov. 10-11, 2026)

• Ideaweek 2027 (FULLY BOOKED), St. Moritz (Feb. 1-4, 2027)

• The Zurich Project 2027 (COMING SOON) (Jun. 1-3, 2027)

This is the eighth issue of This Week in Special Situations, our curated survey of actionable ideas. We do not attempt to profile every special situation. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. We filter for situations with a misaligned price or a noteworthy structural reason for market inefficiency.

Over time we will likely narrow this list further. That is where you come in. Please tell us which situations added value to your process and, just as importantly, which were of no consequence. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey progressively more useful to you.

This week’s report (available as a slide deck) profiles 42 situations across four buckets: activist campaigns, capital return and insider conviction, mergers and acquisitions, and strategic alternatives. Below we highlight the handful that stand out on catalyst clarity, valuation, and asymmetry, followed by thesis summaries covering a broad cross-section of the report.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

A few of this week’s situations rise above the rest on the combination of catalyst clarity, valuation, and asymmetry.

Hilton Grand Vacations (US: HGV) trades at 9.5x forward earnings while an activist who has extracted a board seat before presses an annually elected nine-director board whose officers and directors own 3%. CAS Investment Partners filed a 13D on August 14, 2026 disclosing ~5.1M shares, 6.5% of the company, bought for $222M, converting a position held passively since February 2022; Item 4 has Clifford Sosin already in talks on board composition including his own nomination. His June 2023 Cardlytics 13D produced a cooperation agreement and a shareholder nominee inside three months. Apollo’s June secondary cut its stake 31% to 12.5 million shares, forcing David Sambur off the board on July 2 and leaving the second Apollo seat 528,000 shares from lapsing. H1 repurchases were $300M, taking the count to ~78M, but only $103M remains of the $600M authorization against guided buybacks of $150M a quarter. Nominations open January 6.

Abacus Global Management (US: ABX) has authorized a repurchase equal to 11% of its market cap at 9x guided adjusted earnings, and the accretion turns on whether the buying outruns an already approved incentive plan worth roughly 8% of shares. The August 13 authorization for $100M runs from August 17, 2026 through May 6, 2028 and by itself exceeds the $80M of cumulative authorizations granted since December 2023, all of it spent. Completing it requires about $5M per month, roughly 20% above the $24M deployed in H1 2026 at an average of $8.94 per share. Consolidated cash is $23M against $331M of debt, so execution leans on the $131M of H1 operating cash flow thrown off by the $383M, 622-contract policy portfolio. Insiders hold 46% and have only sold, including 196,000 CEO shares on August 12. Full execution retires about 11 million shares, worth roughly $0.12 on FY2026 consensus adjusted EPS of $1.02 against H1 GAAP EPS of $0.14.

Bread Financial Holdings (US: BFH) is retiring stock at 8x earnings and a 12% trailing earnings yield while credit improves, having shrunk the common count 12% in six months with 10% of the market cap still authorized. The board added $600 million on February 26, 2026, taking open-ended capacity to $765 million, and management spent $396 million in H1 retiring 4.8 million shares, with 1.5 million more cancelled on the capped call unwind, taking the count from 44.1 million to 38.7 million. Q2 EPS rose 21% to $3.55 and tangible book value per share rose 22% to $64, funded by $1.0 billion of H1 operating cash flow and deposit growth to $15 billion. Capital is the constraint, with CET1 at 13% as those repurchases and $24 million of dividends outran $328 million of H1 net income. Management cut full-year loss guidance by 30bp to about 7% at the July 23 results, and July losses then improved 80bp year over year.

i3 Verticals (US: IIIV) has retired a quarter of its Class A float in ten months and still holds $74M of authorization, 17% of the market cap, with the stock 27% below the $22.51 average repurchase price. After the September 2024 Merchant Services divestiture and the May 2025 Healthcare RCM sale the board has run four programs totaling $260M, adopting the current $100M program on May 12, 2026, which expires May 11, 2027 and had ~$74M unused at June 30. Class A shares fell from 24.0 million at September 30, 2025 to 18.0 million at August 6, 2026, with 6.1 million bought in nine months at $22.51 for $138M against roughly $30M of FCF, taking cash from $67M to $3M and the revolver from zero to $114M at 1.9x leverage. Management cut FY2026 revenue guidance to $216M-$221M and adjusted EBITDA to $57M-$60M on August 6, three months after CEO Greg Daily bought 50,000 shares at $19.23.

Pelagos Insurance Capital (US: PLGO) trades at 0.89x tangible book and 6x earnings after retiring 14% of its shares in six months at an average $19.51 against $26.56 of book value, clearing a founding private-equity holder’s entire remaining stake in the process. The board raised the authorization to $400M on February 20, 2026, and by June 30 the company had bought 14.3 million shares for $280M, cutting the count to 82.7 million with $139M left, about three months at the H1 pace. Buying below book added roughly $0.90 per diluted share for continuing holders, close to half the $1.95 H1 rise in book value per diluted share to $26.56. CVC’s final ~8.6M shares went at $19.00 in a privately negotiated repurchase announced March 2, and CVC waived its Principal Shareholder rights on May 7. Seller supply persists: Pine Brook and Travelers’ SPFM vehicle each cut to 7% during Q2, disclosed only in August.

Quick Thesis Summaries

The capsule theses below cover a broad cross-section of this week’s issue. Each, along with additional special situations, is developed fully in the downloadable PDF slide deck.

• Northern Star Resources (Australia: NST) — Elliott holds a 6% economic interest entirely through cash-settled swaps that carry no vote and has published six director candidates after the board rejected its demand that at least three of them join; FY26 underlying FCF fell 64% to A$190M on A$2.5B of capex ahead of a November 2026 AGM.

• Birkenstock Holding (US: BIRK) — The company retired and cancelled 12.8 million shares from L Catterton’s exit block at ~$39, cutting the count 10%, and the stock at ~$36 trades 8% below that price after management raised guidance, leaving continuing holders a larger claim on the business at 15x earnings.

• Vail Resorts (US: MTN) — Oasis owns 6% but remains parked on a passive 13G, and the bylaw window that decides whether this becomes a real proxy fight closes within three weeks, with the shares at 24x forward earnings and 12x EV/EBITDA and insiders holding only 1%.

• Dentsu Soken (Japan: 4812) — Oasis Management disclosed a 5% stake with an explicit 12-month agenda covering delisting, capital policy and a third-party change of control, planting an activist inside a live parent-subsidiary take-private before Dentsu Group’s 62% block has even constituted a special committee.

• UMH Properties (US: UMH) — Erez Asset Management’s 5% stake arrives with a sale demand and a claimed NAV of $21 to $24 per share against a ~$17 quote, but the founder-chaired board is classified, has said nothing publicly, and faces no shareholder vote of consequence until 2027.

• Genco Shipping & Trading (US: GNK) — Diana Shipping walked away on August 14, 2026 after nine months and four escalating bids, leaving a 14% blockholder pinned beneath a 15% poison pill and a board that has publicly priced itself at $27.50 of cash NAV plus three Diana shares against a ~$26 quote.

• QVC Group (US: QVCG) — GoldenTree has pushed its post-emergence stake to 17% by buying in the open market above plan value, and the reorganized charter waives Delaware’s Section 203 for the four creditor funds that together hold 75% of the equity, leaving that bloc free to run a sale, take-private or recapitalization at any time.

• Toyota Motor (Japan: 7203) — The August 4, 2026 board resolution authorizes repurchases of up to 500 million shares capped at ¥1 trillion, and at ¥3,066 the yen cap binds first, limiting realized shrinkage to roughly 3% of shares rather than the headline 4%, on a stock at 8x earnings and 0.97x book.

• Salesforce (US: CRM) — A $25B debt-funded accelerated repurchase has already retired 12% of the share count in a single quarter, but $1.3B of new annual interest cancels most of the per-share benefit and the final tally still hangs on an uncollared VWAP settlement, with the stock at 15x forward earnings.

• Tenet Healthcare (US: THC) — Q2 2026 repurchases of 5.7 million shares for ~$1.0B at an average of ~$184 cut the count to 80.5 million, and $2.1B remains authorized, near 10% of the equity, with the stock now 46% above that execution price at 8x EV/EBITDA.

• Gartner (US: IT) — Q2 2026 buybacks of 3.6 million shares for ~$550M at an average of ~$149 took the count to 64.4 million from 70.8 million at year-end 2025, and a July 30 board add-on leaves roughly $1.1B of capacity, about 9% of market cap, against 13x forward earnings.

• Pearson (UK: PSON) — A second consecutive £350m buyback, completed early in May 2026 at an average 998p, retired about 35m shares and cut the ordinary count to 601m, a 5% reduction against a £7B market cap, with the stock at £12 on 16x forward earnings.

• ADT (US: ADT) — The $1.5B three-year authorization has retired 12% of the share count in seven months at an average of ~$7, and the $885M still unspent equals 16% of the market cap, on a stock at 8x forward earnings and 5x EV/EBITDA against $13B of enterprise value.

• FTI Consulting (US: FCN) — Management retired 8% of the share count in a single quarter at an average of ~$150, funded by a $265M increase in drawn debt, and the CEO bought 10,000 shares of his own six weeks earlier at ~$144, with the stock now at 17x forward earnings.

• Wix.com (US: WIX) — The completed $1.6B Dutch auction retired 30% of the shares at $92.00, and the 41.8 million-share residual now trades at ~$78, or 8x the $420M of FY2026 FCF management guides to, with insiders holding 10%.

• EQT Holdings (Australia: EQT) — TPG Global’s indicative A$24.55 cash scheme proposal leaves A$4.45 of spread at A$20.10, a 22% gross return underwritten entirely on how TPG diligences two ASIC civil penalty cases and the exit from the superannuation-trustee business.

• Caesars Entertainment (US: CZR) — A signed, no-financing-condition $31.00 cash sale to Fertitta Entertainment trades 5% below the offer at ~$30, and the $34.00 Icahn alternative is now contractually dead rather than live, which reduces the position to a closing-timeline question on a $30B enterprise value.

• Hugo Boss (Germany: BOSS) — Frasers converted a rejected €38 cash tender into a 48% stake without triggering a mandatory offer, and with the acceptance window now shut the €38 exit no longer exists for minority holders, who own a 12x earnings business alongside a blockholder that cannot be ignored.

• Reliance Worldwide (Australia: RWC) — Brookfield’s fourth and highest cash proposal, A$4.75 per share, leaves an 8% gross spread at A$4.39, with the binding risk being deal formation rather than completion because no scheme has yet been signed, on a stock at 16x forward earnings.

• easyJet (UK: EZJ) — Shares at £6.72 sit 6% below Apollo’s recommended £7.15 cash offer, roughly a 10% annualized return if the scheme becomes effective by the end of Q1 2027, with the residual gap pricing whether a leveraged buyout can keep the UK, Austrian and Swiss operator certificates compliant with airline ownership rules.

• Cleanaway Waste Management (Australia: CWY) — A 20% gross spread at A$2.60 to EQT Infrastructure’s A$3.13 cash proposal prices bid-formation risk on a board-supported process that is not yet a signed scheme, against A$8B of enterprise value at 2x sales.

• Steadfast Group (Australia: SDF) — At A$5.65 the shares leave A$0.35, a 6% gross spread, to the reconfirmed A$6.00 cash proposal from the Amwins, Dragoneer and KKR consortium, which now states that diligence is in its final stages and key commercial terms of the draft scheme implementation deed are substantially agreed.

• SK hynix (Korea: 000660) — The largest treasury-share cancellation in Korean corporate history, ₩40 trillion struck 26% below the price at which the company itself sold new equity five weeks earlier, is management’s answer to a Solidigm carve-out that has already cost parent shareholders ₩123 trillion of market value, on a stock at 5x forward earnings.

• MSGS Spinco (US: MSGR) — MSG Sports publicly filed the Form 10 on August 14 to spin the New York Rangers into MSG Rangers Corp., and at third-party franchise marks the two post-separation pieces are worth roughly $1,130 per two current shares against $807 of market value today.

• Seritage Growth Properties (US: SRG) — Four years into a shareholder-approved plan of sale and dissolution, the stock at ~$2 sits 47% below the $3.94 per share of GAAP equity left after the preferred, and management has still disclosed neither a distribution range nor a dissolution date.

• Costamare (US: CMRE) — The dry bulk separation is finished but the holding-company discount is not: the containership remainder trades at 0.8x book and 6x trailing earnings while the controlling family, at 62%, sells stock under Rule 144 and leaves a $150M repurchase authorization completely unused.

The deck is available to members (scroll up to download, or sign up below).

Subscribe now

Featured Events

• Latticework 2026, Chicago, Illinois (Nov. 10-11, 2026)

• Ideaweek 2027 (FULLY BOOKED), St. Moritz (Feb. 1-4, 2027)

• The Zurich Project 2027 (COMING SOON) (Jun. 1-3, 2027)

Read more

This is the eighth issue of This Week in Special Situations, our curated survey of actionable ideas. We do not attempt to profile every special situation. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. We filter for situations with a misaligned price or a noteworthy structural reason for market inefficiency.

Over time we will likely narrow this list further. That is where you come in. Please tell us which situations added value to your process and, just as importantly, which were of no consequence. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey progressively more useful to you.

This week’s report (available as a slide deck) profiles 30 situations across four buckets: activist campaigns, capital return and insider conviction, M&A, and strategic alternatives. Below we highlight the handful that stand out on catalyst clarity, valuation, and asymmetry, followed by thesis summaries covering a broad cross-section of the report.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

A few of this week’s situations rise above the rest on the combination of catalyst clarity, valuation, and asymmetry.

FTI Consulting (US: FCN) is a countercyclical restructuring franchise at 18x earnings, with the CEO and CFO buying shares while the company pursues aggressive buybacks. The board added $370 million in June, lifting cumulative authorization since 2016 to $2.6 billion, with ~$340 million unspent at June 30. FTI retired 2.6 million shares for ~$390 million in Q2 at an average ~$150, cutting the count to 27.7 million, an 8% sequential drop. That spend ran 2.8x the quarter’s $141 million of FCF, funded on a revolver the company then expanded to $1.5 billion on June 30. Gunby, CFO Eun Nam, and strategy chief Paul Linton bought $2.1 million between them on May 13 at $144, on top of Gunby’s $1.1 million buy last October.

Bread Financial (US: BFH) earns strong returns on tangible equity yet trades at under 9x earnings, while retiring more than 6% of shares in each of the last two quarters. Board authorizations since August 2025 total $1 billion: $200 million on August 27, 2025, another $200 million on October 23, 2025, and $600 million on February 26, 2026. Share count fell from 44.1 million at year-end 2025 to 41.3 million at March 31 and 38.7 million at June 30, a 12% cut in six months, driven by $150 million of Q1 open-market buying, 1.5 million shares retired on the capped-call unwind, and $241 million in Q2. That leaves $449 million open. The binding constraint is CET1 at 13%, and a $135 million preferred issue helped fund the Q2 buying.

Commercial Metals (US: CMC) is a rebar producer and steel recycler whose board just multiplied buyback capacity six-fold as it set its first formal mid-cycle targets. On August 5, 2026 the board added $600 million to the repurchase program, taking capacity from $117 million to roughly $717 million, or 9% of the $8.3 billion market cap. The same day CMC introduced FY29 mid-cycle targets of $1.65 to $1.80 billion core EBITDA, 15% to 16% margin, 13% to 14% ROIC, and $1.375 to $1.525 billion FCF. US rebar has climbed from roughly $780 per ton in February 2025 to about $950 by April 2026, and fiscal Q3 core EBITDA rose 79% to $354 million. The catch is cash: trailing FCF is roughly $405 million against $3.4 billion of debt and $2.5 billion of precast deals already funded.

Diversified Energy (US: DEC) is a US mature-well gas producer retiring 8% of its shares in seven months and paying a 9% dividend while the stock changes hands at book value. Shares outstanding fell from 76.98 million at year-end 2025 to 72.32 million at March 31 and 70.77 million at August 5. The February 25, 2026 authorization covers 7.8 million shares, 11% of the count, through March 2027. H1 operating cash flow of $258 million less $98 million of capex funded $82 million of buybacks and $43 million of dividends at 1.3x coverage, while $259 million of divestiture proceeds paid for $262 million of asset purchases.

Yelp (US: YELP) trades at 6x EV/EBITDA and 12x forward earnings while retiring stock faster than in any quarter since 2019. Shares outstanding fell 7% in one quarter, from 60.0 million at year-end 2025 to 55.9 million at March 31, 2026, and to 55.0 million by May 1. The board added $500 million to the authorization on February 10, taking cumulative capacity to $2.45 billion with ~$390 million left. Yelp spent $125 million on 5.09 million shares in Q1 at an average $24.57, buying the February dip. That is roughly $500 million annualized against trailing FCF of ~$280 million. Q1 FCF of $45 million covered a third of the quarter’s repurchases.

Quick Thesis Summaries

The capsule theses below cover a broad cross-section of this week’s issue. Each, along with additional special situations, is developed fully in the downloadable PDF slide deck.

• ADT (US: ADT) — Apollo’s exit was the mechanism behind a 9% quarterly share-count drop, with ADT buying 29 million shares directly out of the secondary at $7.25, and officers including the CFO buying on the open market at ~$6.75-$6.90, leaving $885 million of authorization.

• SEACOR Marine (US: SMHI) — The board opened a strategic review on July 29 after Pointilist Family Office (7%) argued for a sale citing broker-appraised NAV above $20 per share against a $9.50 stock, with Q2 vessel sales realizing gains of $31 million on $45 million of proceeds, well above book.

• Smith & Nephew (UK: SN) — Cevian Capital has built to 14% of the vote (119.2 million shares) at an average cost near 1,053p over two years, and with the shares at 1,109p after a guidance cut to about 4% underlying revenue growth, the question is whether it now presses publicly for an orthopaedics separation.

• Nano Dimension (US: NNDM) — Murchinson’s 8% stake flipped the board on July 17, and the new directors now decide between Tang Capital’s $1.60 all-cash bid, a 4% spread to the $1.55 close, and an $890 million reverse merger, with the stock at a 22% discount to net cash of $1.97 per share.

• Anheuser-Busch InBev (US: BUD) — Board authorized a $6 billion buyback on October 29, 2025 with a 24-month window; $1.9 billion spent by July 31, or 32% of the program, tracks below the pace needed to exhaust the authorization by late October 2027 unless the run rate accelerates from $185 million a month.

• Honeywell Aerospace (US: HONA) — The new spin-off authorized an open-ended $3.5 billion buyback equal to 5% of market cap on July 23, but management ranks repurchases fourth behind growth, M&A, and dividends, and second-half FCF guidance of $1.0 to $1.5 billion against $15 billion of net debt argues against full execution.

• Tenet Healthcare (US: THC) — A $2 billion authorization increase on July 23 takes cumulative capacity to $5 billion since mid-2024, about 24% of the $21 billion market cap, after adjusted EPS rose 52% to $6.12 and management raised full-year FCF guidance to $2.7 to $3.0 billion.

• Pinterest (US: PINS) — Elliott’s $1 billion investment came as convertible notes rather than equity, funding a share-count reduction of 14% in Q1, but Q2 buybacks slowed to $58 million against $2 billion of remaining authorization and the stock still trades at 46x trailing earnings.

• Paycom Software (US: PAYC) — A fresh $2 billion open-ended authorization, 25% of the $8.1 billion market cap, follows $1.4 billion of repurchases in six months against trailing FCF near $916 million, part revolver-funded after the facility was expanded to $1.46 billion.

• Pelagos Insurance Capital (US: PLGO) — The renamed Fidelis cut shares 12% in one quarter, largely via negotiated purchases from exiting sponsor CVC. At $25.50 per share, the stock trades roughly in line with book value, with a $400 million buyback authorization still running.

• MidCap Financial Investment (US: MFIC) — This Apollo-managed BDC retired 8% of its shares in Q1 at an average $10.73, roughly 23% below NAV, adding $0.24 per share of NAV accretion, then exhausted the $100 million authorization by April 13; at 0.69x NAV the catalyst is whether the board funds another tranche.

• Globalstar (US: GSAT) — Amazon’s $90 per share cash-or-stock buyout leaves a 5% spread to blended consideration at the ~$83.40 price, with HSR cleared July 17 but FCC, Team Telecom, and French approvals outstanding and a date of April 2027 extendable to 2028.

• easyJet (UK: EZJ) — Apollo’s 715p indicative proposal and Castlelake’s 690p both face a 5pm August 7 deadline to firm up or walk, leaving an 11% spread at the 647p close against a 399p unaffected price that marks the downside if both bidders stand down.

• Payoneer Global (US: PAYO) — Nuvei’s $7.40 per share cash deal trades at a 4% spread with HSR early termination granted July 28 and holders of about 19% of the vote locked up, though management still guides to a mid-2027 close and the special meeting is unscheduled.

• Pinewood Technologies (UK: PINE) — Ridgeview’s 448p non-binding cash proposal values the company at £545 million and leaves a 4% spread, with Rule 2.6 forcing a firm offer or withdrawal by August 21 and 49% of the register already backing the deal in letters of intent.

• Monash IVF (Australia: MVF) — The board rejected the Genesis Capital and WHSP consortium’s A$0.90 best-and-final bid in April, and at A$0.70 the stock sits 28% below that lapsed price with the consortium’s 20% stake complicating any rival approach.

• Pharos Energy (UK: PHAR) — Serica’s recommended 34p aggregate offer leaves a 7% spread at 31p, with Aberforth irrevocably committed on 14% of shares and remaining break risk concentrated in Vietnamese and Egyptian regulatory clearance ahead of a mid-2027 long-stop.

• Corteva (US: CTVA) — The October 1 separation of Vylor, which carries the larger seed business at $7.6 billion of first-half sales and $3 billion of segment EBITDA, remains on track after the Form 10 filing, and the parent stub fell 12% on July 31 on a revenue miss, the only entry point before terms and the record date are set.

• Mobility Global (US: MBGL) — The S&P Global spin-off was placed in the SmallCap 600 despite a $6.2 billion market cap, forcing large-cap index funds to sell into a first-day volume spike of 97 million shares, and first standalone results land August 7 against consensus of $0.45 EPS on about $474 million of revenue.

• Middleby (US: MIDD) — Post the Midera spin, the pure-play foodservice business trades at roughly 21x continuing-operations earnings of $289 million, a number screens miss because a $135 million discontinued-operations loss pushed reported Q1 GAAP results negative, while the share count is down 16% since February 2025.

• Resideo Technologies (US: REZI) — The August 3 ADI spin left RemainCo at roughly 3.4x to 4.0x gross leverage against management’s 3.0x target, with CD&R’s preferred conversion price re-struck 28% lower to $18.844 and a lock-up extended to 2028, so buybacks stay off the table until deleveraging lands.

• Solventum (US: SOLV) — Board announced August 5 intent to separate the Health Information Systems segment within 12 to 18 months, advised by Morgan Stanley and Goldman Sachs; Trian holds just under 5% and pushed for cost cuts and divestitures in April, 3M retains a 15% non-voting stake.

• Churchill Downs (US: CHDN) — Macquarie is running a sale of nine regional casinos generating about $330 million of EBITDA, which at regional multiples of 6-9x implies $2-3 billion of proceeds against $4.6 billion of net debt, refocusing the company on racing and TwinSpires.

• Bioventus (US: BVS) — An unsolicited take-private approach plus additional expressions of interest triggered a board review with Evercore advising, and the stock rose 18% on the August 5 disclosure with net leverage now below 2.0x and Smith & Nephew already holding 20% as a legacy shareholder.

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• The Zurich Project 2027 (COMING SOON) (Jun. 1-3, 2027)

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This is the seventh issue of This Week in Special Situations, our curated survey of actionable ideas. We do not attempt to profile every special situation in the market. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. We filter for situations with a misaligned price or a noteworthy structural reason for market inefficiency.

Over time we will likely narrow this list further. That is where you come in. Please tell us which situations added value to your process and, just as importantly, which were of no consequence. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey progressively more useful to you.

This week’s report (available as a slide deck) profiles 34 situations across five buckets: activist campaigns, capital return and insider conviction, strategic alternatives, M&A, and corporate separations. Below we highlight the handful that stand out on catalyst clarity, valuation, and asymmetry, followed by thesis summaries covering a broad cross-section of the report.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

A few of this week’s situations rise above the rest on the combination of catalyst clarity, valuation, and asymmetry.

Smith & Nephew (UK: SN) is an undermanaged three-division medtech conglomerate where Cevian Capital has now built its largest position ever, at 14% of shares outstanding, explicitly targeting a breakup that would separate Orthopaedics, Sports Medicine and ENT, and Advanced Wound Management into focused units. The July 27 Schedule 13D/A discloses 119 million shares, or 14% of shares outstanding, aggregate cost near $1.67 billion, built from a 5% initial disclosure two years ago. Top-20 holders have already pushed publicly for divesting Orthopaedics, and management signaled openness to a split as far back as March 2025. Cevian’s track record on governance and margin outcomes is strong: an Ericsson board seat and margin discipline after a multi-year campaign, ABB Power Grids sold to Hitachi after Cevian pressed for the spinoff, Vodafone portfolio simplification substantially executed following the 2022 stake build. Insider ownership is roughly 0.2%, so the board has little defensive alignment against Cevian and its aligned top-20 register. Half-year results on August 4 and the 13D anniversary dates are the near-term catalysts for board-seat or breakup demands to surface.

CCC Intelligent Solutions (US: CCCS) is a live Morgan Stanley-run sale of a mission-critical auto-insurance-claims software platform whose stock trades at roughly 63% of its year-ago value, with Elliott building a private-equity stake ahead of the process becoming public. Reuters reported on July 9 that CCC hired Morgan Stanley and had already approached prospective buyers, and Bloomberg reported one day later that Elliott had built its stake before the sale news, routed through its private-equity arm rather than its public-activist unit, a signal of bidder or co-investor positioning rather than a campaign for board change. The stock closed near $6.15 on July 29 against a $3.6 billion market cap, having round-tripped violently on the news. Advent International’s November 2025 full exit at $7.79 per share sits well above the current price. Q2 results before the open today are the first data point inside the process, with consensus at $0.10 EPS on $284 million revenue following a 43% adjusted EBITDA margin in Q1.

Chemed (US: CHE) is a two-business conglomerate whose activist-led breakup thesis rests on a low-growth, margin-eroding Roto-Rooter segment sitting inside an otherwise high-quality VITAS hospice business, with a formal Barington strategic-review demand now on the table. Barington Capital’s July 20-21 letter from CEO James Mitarotonda demanded a strategic review of the VITAS-Roto-Rooter pairing, a zero-based review of the $70 million corporate cost base, and a board refresh requiring at least two 20-plus-year directors to step down at the 2027 annual meeting. Q2 results one week later gave management fresh cover: revenue rose 9% to $673 million, adjusted EPS jumped 42% to $6.06, and full-year EPS guidance was raised to 25.75. Roto-Rooter, the segment Barington targets, grew only 3% and lost another 77 basis points of margin, keeping the breakup logic intact. Barington’s disclosed stake is roughly 0.4%, so this is a letter-writing campaign rather than a proxy fight yet, and the near-term catalyst is the board’s public response.

Quick Thesis Summaries

The capsule theses below cover a broad cross-section of this week’s issue. Each, along with additional special situations, is developed fully in the downloadable PDF slide deck.

• Nano Dimension (US: NNDM) — Murchinson now controls the board after a July 17 settlement, with no strategic-review verdict yet on the contested $890 million Infinite Epigenetics reverse merger; watch for the review outcome as the next binary catalyst at a stock trading at 0.66x tangible book with a negative enterprise value.

• Pinterest (US: PINS) — Board authorized a $3.5 billion buyback backstopped by a $1 billion Elliott convertible note at a $22.72 initial conversion price, retiring 14% of shares in a single quarter and delivering roughly $2.0 billion of buybacks executed in H1 2026.

• BASF (Germany: BAS) — New €1.0 billion share buyback tranche launches August 2026 and runs through April 2027, equal to about 2% of a €45 billion market cap, funded 7x over by €7.8 billion trailing FCF alongside €1.6 billion of Q3 2026 bond and loan early repayments.

• Wipro (US: WIT) — Record tender-offer buyback at ₹250 per share retired 6% of equity, with promoters tendering pro rata to hold their stake near 73%, funded entirely from free reserves rather than debt.

• Yext (US: YEXT) — Completed modified Dutch auction tender retired 20% of shares at $5.75, and the stock now trades below the clearing price, giving new buyers effective entry below the price a self-selecting group of holders was willing to accept.

• Docebo (US: DCBO) — $70 million fixed-price self-tender at $20.40 per share expires August 26, targeting 14% of shares outstanding while the stock trades roughly 7% above the tender price at $21.87, meaning proration is likely.

• New Mountain Finance (US: NMFC) — Genuine buyback, not merger dilution: shares outstanding fell 7% quarter-over-quarter to 95.6 million as the BDC retired stock at a 27% discount to NAV, one of the largest BDC-buyback signals of the year.

• MidCap Financial Investment (US: MFIC) — Apollo-managed BDC cut shares outstanding 8% quarter-over-quarter via buybacks, exhausting a $100 million authorization at a steep discount to NAV.

• Ibotta (US: IBTA) — Board has repurchased roughly $310 million of stock since August 2024 while shares outstanding fell more than 5% in consecutive quarters, an unusually aggressive pace for a recently IPO’d digital-marketing platform.

• i3 Verticals (US: IIIV) — Two consecutive quarters of 5%+ sequential share-count reduction, backed by a fresh $100 million authorization following last year’s exit from the payments business, marking a genuine narrowing of the equity base.

• Diversified Energy (US: DEC) — Aggressive buyback pace cut shares outstanding 6% quarter-over-quarter, with a live authorization covering roughly 10% of the share count still two-thirds unused.

• Yelp (US: YELP) — Repurchases cut shares outstanding 7% quarter-over-quarter, with a $500 million authorization added in February giving the buyback more runway than the current share price reflects.

• Alithya (Canada: ALYA) — Board launched a strategic review after concluding the market price undervalues the IT consulting firm, opening a defined process at a company small enough for real optionality.

• SEACOR Marine (US: SMHI) — Board launched a formal strategic-alternatives review on July 29, 2026 after its largest shareholder publicly demanded a sale, establishing a defined process at a still-cyclical offshore supply operator.

• KKR Real Estate Finance Trust (US: KREF) — Board formed a special committee to review a sale or merger after book value fell 14% in a single quarter, an unusually clean setup where a defined process and a fresh valuation baseline arrive together.

• Pinewood Technologies (UK: PINE) — Shares trade at a 4% spread to Ridgeview’s 448p possible cash offer with a Rule 2.6 PUSU deadline of 21 August 2026, a compact UK Takeover Code timeline.

• Union Pacific (US: UNP) — Canadian National dropped opposition to the $85 billion Norfolk Southern deal, clearing a key regulatory obstacle while the arb spread still prices in real STB risk that most large-cap arbs would consider mispriced.

• Domo (US: DOMO) — Asset sale of the AI and Data Platform Business to Progress Software leaves a cash-and-NOL shell at a ~25% discount to guided $4.84 per-share post-closing net cash, before assigning any value to a $900 million+ NOL pool.

• Honeywell (US: HON) — Three-way breakup complete with the Aerospace spin, leaving a leaner automation pure-play at a distorted single-digit trailing P/E as the market re-underwrites each piece.

• Flex (US: FLEX) — Full leadership slate now named for both sides of the CPI spin, keeping the tax-free separation on track for Q1 calendar 2027 and reducing execution risk on one of this year’s largest US industrial separations.

The deck is available to members (scroll up to download, or sign up below).

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• The Zurich Project 2027 (COMING SOON) (Jun. 1-3, 2027)

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This is the sixth issue of This Week in Special Situations, our curated survey of actionable ideas. We do not attempt to profile every special situation in the market. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. We filter for situations with a misaligned price or a noteworthy structural reason for market inefficiency.

Over time we will likely narrow this list further. That is where you come in. Please tell us which situations added value to your process and, just as importantly, which were of no consequence. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey progressively more useful to you.

This week’s report (available as a slide deck) profiles 24 situations across three buckets: activist campaigns, capital return and insider conviction, and M&A. Below we highlight the handful that stand out on catalyst clarity, valuation, and asymmetry, followed by thesis summaries covering a broad cross-section of the report.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

A few of this week’s situations rise above the rest on the combination of catalyst clarity, valuation, and asymmetry.

On capital return, Yext offers the cleanest read-through from a completed corporate action to a live insider signal. CEO Michael Walrath withdrew his $9.00/share go-private bid in February, and the Special Committee’s alternative, a modified Dutch auction tender at $5.75-$6.50, closed oversubscribed: 62.97 million shares were tendered against a 24.35 million share cap, a 38.5% proration, cutting shares outstanding 18.6% to 100.1 million. The board layered a fresh $100 million buyback on top, roughly 19% of the $520M market cap, while director Daniel Englander bought 76,190 shares on July 13 at $5.22, below the $5.75 tender price.

Scholastic‘s completed Dutch auction shows what happens when a buyback and a succession fight collide. The tender, which ran March 23 to April 20 with a $36.00-$40.00 collar, drew only 2.83 million shares, well under the roughly 5.0 million-share maximum, so Scholastic paid the top-of-range $40.00 clearing price for $113.4 million, cutting shares outstanding 13.7% with no proration. Directors, officers, and the Estate of M. Richard Robinson Jr. all declined to tender, and in mid-July Richard Robinson’s son Ben Robinson filed a formal probate objection contesting the will that vests the Estate’s 53.8% super-voting stake, putting effective control of the company in dispute just as the float shrinks. The stock trades at 8.8x EV/EBITDA against a 12.3% free cash flow yield, cheap for a company whose governance outcome is now genuinely uncertain.

Omnicom is the largest capital-return story in the issue on a dollar basis, and the multiple compression on the other side of the IPG merger is the real setup. The board approved a $5.0 billion open-market program on February 18 alongside $2.5 billion of ASR arrangements, all funded from cash on hand; total authorization equals roughly 22% of the $23.3B market cap. Shares outstanding fell 9.0% sequentially to 284.8 million in Q1, though that decline is flattered by the 39.4% pro-forma share issuance from November’s $13.25B all-stock IPG close. 2025 free cash flow of $2.94 billion covers the full authorization at 1.7x, and management has flagged an additional $2.5 billion of non-strategic divestitures. The headline 28.3x trailing EV/EBITDA is an artifact of $1.1 billion of Q4 merger charges; on FY2026 consensus EBITDA, EV/EBITDA normalizes to roughly 6.3x, in line with the 6.3x forward P/E on consensus $13.01 EPS.

Fluor is the cleanest example this week of an activist-catalyzed buyback funded from a monetized non-core asset rather than free cash flow. Fluor sold its final 40 million NuScale shares in April for $473 million, bringing total NuScale proceeds to $2.43 billion since September 2025, a realized multiple above 3.5x invested capital on a position first funded in 2011. Q1 2026 buybacks of $516 million cut shares outstanding 6.9% to 141.6 million, and the board expanded the authorization to 96 million shares in February, leaving more than $1.45 billion available against a $7.1 billion market cap, with management targeting $1.4 billion of full-year 2026 buybacks.

Quick Thesis Summaries

The capsule theses below cover a broad cross-section of this week’s issue. Each, along with additional special situations, is developed fully in the downloadable PDF slide deck.

• Nano Dimension (NASDAQ: NNDM) — Murchinson converted its 13D campaign into direct board control via the July 17 settlement, seating three nominees, installing Moshe Rozenbaum as interim CEO on July 21, and leaving the 2026 AGM undated; Murchinson is the largest holder at 8.1% of 210.5 million shares against a roughly $310M market cap and 0.65x price to tangible book.

• Verisk Analytics (US: VRSK) — Verisk drained $1.6 billion on Q1 buybacks and cut shares out 5.3% sequentially to 131 million via a $1.5 billion ASR settling by September 30, funded mostly by a new $500 million term loan rather than the $326 million of quarterly FCF.

• Corebridge Financial (US: CRBG) — Share count fell 8.0% quarter over quarter as AIG completed its full exit at $30.42 a share ahead of the $22 billion all-stock Equitable merger, which freezes buybacks until the July 30 special meetings and expected year-end 2026 close.

• Pinterest (US: PINS) — Elliott, Pinterest’s largest holder at 4.7%, funded a $1.0 billion accelerated repurchase by buying $1.0 billion of convertible notes rather than stock, part of a $3.5 billion authorization (27% of market cap) that cut shares outstanding 13.7% in one quarter.

• Paycom Software (US: PAYC) — Founder-CEO Chad Richison’s board approved a fresh $2.0 billion authorization, 30% of the $6.7 billion market cap, after Q1 buybacks of $1.06 billion outran free cash flow by roughly 6x and cut shares outstanding 15.0% in a single quarter.

• Armstrong World Industries (US: AWI) — The board added $800 million to the buyback on July 21, extending it through December 2029 and pushing the full $2.5 billion program to 38.5% of the $6.5 billion market cap, though the historical pace of $111 million a year suggests no urgency to accelerate.

• Dave (US: DAVE) — A tripled $300 million buyback authorization retired 6.7% of shares for $187 million in five weeks, but the spend outran quarterly free cash flow and was funded by a concurrent $175 million convertible note.

• SLM Corporation (US: SLM) — A $200 million ASR with Goldman Sachs cut shares outstanding 5.4% in one quarter, drawing on a $500 million authorization management expects to fully exhaust in 2026, with the stock at roughly 7x trailing earnings and 8x forward guidance.

• Post Holdings (US: POST) — Basic weighted-average shares fell 6.8% quarter over quarter, the third straight quarter above 5%, funded partly by the $375 million Ronzoni pasta divestiture; Barclays has called the program, which retired roughly 20% of shares since fiscal 2025, a creeping LBO.

• Progyny (US: PGNY) — A $200 million buyback, fully completed by March 31 with zero debt drawn, cut shares outstanding 6.1% in a single quarter; net cash of $225 million leaves a fresh authorization as the signal to watch.

• Upwork (US: UPWK) — A $300 million 2026 authorization cut shares outstanding 5.3% in one quarter, with $256 million (22.5% of the $1.14 billion market cap) still unspent even after the stock’s post-May repricing left it at 11x trailing but just 6x forward earnings.

• Employers Holdings (US: EIG) — The fourth buyback authorization in fifteen months, $125 million equal to 13% of the $934 million market cap, followed two consecutive quarters of over 5% share reduction, even as the combined ratio deteriorated to 107.1% on elevated California trauma claims.

• Docebo (NASDAQ: DCBO; TSX: DCBO) — Docebo’s second self-tender in five months targets 13.8% of shares outstanding at $20.40, a 7.4% premium to the $18.995 current price, with controlling shareholder Intercap Equity (63.9% of shares) intending to tender proportionally to hold its stake flat.

• i3 Verticals (US: IIIV) — A fresh $100 million authorization, 23.6% of the $424 million market cap, follows two straight quarters of over 9% share count reduction, funded partly by a revolver draw since TTM free cash flow of $47 million covers less than half the new program.

• Gladstone Land (US: LAND) — A $55 million preferred stock repurchase program, not a common buyback, targets 6% Series B and C shares while LAND’s common trades at 0.6x tangible book value and roughly a 39% discount to management’s own $14.53 NAV estimate.

• SEGRO (UK: SGRO) — The UK Takeover Panel’s Rule 2.6(a) deadline forcing Prologis to name a firm offer or walk away expired today, July 22; SEGRO closed at 870.6p against Prologis’s escalated 1,031.7p “best and final” proposal (£14.0B, 0.0920 shares plus up to £3.5B cash), a spread of roughly 18% after three board rejections.

• PayPal (US: PYPL) — PayPal’s board rejected Stripe and Advent’s $60.50 all-cash bid, and with the stock already at $55.70 the spread to the rejected price is just 8.6%, pricing in a sweetened offer ahead of Q2 earnings on July 28.

• easyJet (LSE: EZJ) — Apollo’s 715p all-cash proposal trades at a 7.9% spread to easyJet’s 662.8p close ahead of an August 7 Rule 2.6 deadline, with Castlelake’s rival 690p bid still alive and EU airline-ownership rules the binding structural constraint.

• Perpetual (Australia: PPT) — EQT’s third pursuit in four years was rejected again at A$22.07 a share, only a 2% bump on the prior offer, leaving the stock at A$19.54, a 13% discount to the spurned bid with no competing bidder in sight.

• IP Group (UK: IPO) — Railpen’s fourth proposal implies 71.3p a share excluding an unpriced CVR tied to a Metsera stake, against a 64.1p close, an 11.2% discount, with the Takeover Panel extending the deadline to 5:00pm London on July 27.

The deck is available to members (scroll up to download, or sign up below).

Subscribe now

Featured Events

• Latticework 2026, Chicago, Illinois (Nov. 10-11, 2026)

• Ideaweek 2027 (FULLY BOOKED), St. Moritz (Feb. 1-4, 2027)

• The Zurich Project 2027 (COMING SOON) (Jun. 1-3, 2027)

Share Latticework by MOI Global

Enjoying Latticework? Help us make it even more special.

• Share Latticework (simply click the above button!)

• Introduce us to a thoughtful speaker or podcast guest

• Be considered for an interview or idea presentation

• Volunteer to host a small group dinner in your city

• Become a sponsor of Latticework / MOI Global

Volunteer by reaching out directly to John (john@moiglobal.com).

This is the fifth issue of This Week in Special Situations, our curated survey of actionable ideas. We do not attempt to profile every special situation in the market. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. We filter for situations with a misaligned price or a noteworthy structural reason for market inefficiency.

Over time we will likely narrow this list further. That is where you come in. Please tell us which situations added value to your process and, just as importantly, which were of no consequence. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey progressively more useful to you.

This week’s report (available as a slide deck) profiles 29 situations across four buckets: activist campaigns, capital return and insider conviction, strategic alternatives, and mergers and acquisitions. Below we highlight the handful that stand out on catalyst clarity, valuation, and asymmetry, followed by thesis summaries covering a broad cross-section of the report.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

A few of this week’s situations rise above the rest on the combination of catalyst clarity, valuation, and asymmetry.

Align Partners’ campaign at JB Financial Group, South Korea’s Honam-based regional bank, is the sharpest activist re-rating story in the issue. Align, JB’s second-largest shareholder at a 14.83% stake, sent an open letter on July 14 demanding an independent special committee and a global bank to study a full merger with BNK Financial, setting an August 7, 2026 deadline for the boards to respond. Align’s math shows a combined entity with ₩234T in assets re-rating from a simple ₩10.3T sum to as much as ₩20.3T if the merged bank trades at the 9.4x average P/E of Korea’s national banks, versus JB’s own 8x P/E and 1x book today. Independent analysts put the odds of an actual merger within two years under 20%, but the August 7 deadline forces a public disclosure either way, making this week actionable regardless of outcome.

DaVita’s buyback is not discretionary in the way most capital return stories are. Berkshire Hathaway’s April 2024 standstill agreement forces DaVita to repurchase shares from Berkshire every quarter once Berkshire’s stake exceeds 45%, with immediate mandatory buying above 49.5%; Berkshire held roughly 28.9M shares after its latest trim in May 2026. The board added $2B to the authorization in August 2025, lifting total capacity to $8B, and DaVita has already retired 3M shares for $403M in Q1 2026 alone, funded by guided 2026 free cash flow of $1.0-1.25B. Shares outstanding have fallen roughly 30% since 2024 to 64.2M, and the stock, after rallying to roughly $232, now trades at 15x forward earnings. The mechanical, quarter-by-quarter nature of the Berkshire trigger means the float keeps shrinking on a fixed schedule, independent of management discretion or sentiment.

In strategic alternatives, LKQ is the widest valuation gap in the entire issue. The board launched a company-wide strategic review on January 26, 2026, explicitly including a potential sale, after activist Ananym Capital pushed for a European divestiture and buybacks; separately, Bank of America has been running a Specialty-segment sale (Keystone Automotive) since November 2025 at an implied $500M-$1B value, though tightening credit has delayed signing. At a recent $25/share, LKQ trades at 12x trailing and 8x forward earnings against a sell-side average target near $42, a gap of roughly 68%. Neither process carries a disclosed deadline, but management has flagged fresh disclosure around the July 30, 2026 Q2 earnings call, the next hard date for either a signed Specialty deal or an update on the full-company review.

The Olin-Huntsman combination creates a $12.5B-revenue chemicals platform that turns Olin’s chlor-alkali and EDC volumes into internal feedstock for Huntsman’s MDI, amines and epoxy chains, with identified synergies of $400M+ annually, over 90% targeted within 24 months. Capitalized at a mid-cycle 8x multiple, that synergy stream is worth roughly $2.5-3B in NPV; Olin shareholders own 54.5% of the combined company, so their pro-rata share is $1.4-1.6B against Olin’s current $2.5B market cap. Pro forma net leverage falls from 4.6x to roughly 3.2x with synergies, Sachem Head’s 21.4% stake is aligned behind the deal, and CEO-designate Ken Lane will run the combined company. The August 25, 2026 shareholder vote, which requires a two-thirds majority, is the catalyst that determines whether this deleveraging and re-rating thesis gets underwritten at all.

Quick Thesis Summaries

The capsule theses below cover a broad cross-section of this week’s issue. Each, along with additional special situations, is developed fully in the downloadable PDF slide deck.

• CCC Intelligent Solutions (NASDAQ: CCCS) — Elliott’s PE arm (Evergreen Coast Capital) built an undisclosed stake ahead of a Morgan Stanley-run sale process, with shares up to $8.75 from a pre-news $5.92, though no offer price or bid deadline has been disclosed yet.

• Central Plains Bancshares (NASDAQ: CPBI) — Stilwell Group holds 9.7% and secured a board seat in exchange for withdrawing its director slate, now pushing a non-binding proposal requiring 10% annual buybacks whenever the Nebraska thrift trades below its $21.21 book value per share.

• Phunware (NASDAQ: PHUN) — Goldenwise Capital’s 6.6% stake and four-director nominee slate target a company with a negative $52.6 million enterprise value despite a $44.7 million market cap, a cash pile that exceeds the stock’s own valuation.

• Salesforce (US: CRM) — A debt-funded $25 billion accelerated repurchase retired 103 million shares (11% of shares outstanding) in one transaction, cutting FY2027 free cash flow growth guidance to 4-5% from 9-10% as debt service absorbs cash.

• MSCI (US: MSCI) — A $3.0 billion authorization has already cut shares outstanding from 77.7M to 72.9M in five quarters, though the stock’s 36.1x trailing P/E and 26x EV/EBITDA multiple leave little valuation cushion for a program that is also partly debt-funded.

• Maplebear (US: CART) — The board lifted its buyback authorization to $3.5 billion in April 2026 after spending $1.4B in 2025 against only $971 million of operating cash flow, a pace that is drawing down cash faster than free cash flow replenishes it.

• Paycom Software (US: PAYC) — A fresh $2.0 billion authorization (25% of market cap) followed $1.06 billion repurchased in a single quarter, funded partly by $675 million drawn on a new credit facility, with shares at 16.6x trailing versus 13x forward earnings.

• Dropbox (US: DBX) — Combined buyback firepower of $1.7 billion (22% of market cap) is self-funded, with $1.82 billion of trailing free cash flow covering the incremental $900 million tranche roughly twice over at a 9x forward P/E.

• AutoNation (NYSE: AN) — An additional $1 billion authorization lifted cumulative buyback capacity to $11.5 billion since 2007, cutting shares outstanding 8% since December 2024, though the pace leans on leverage (6.5x net debt/EBITDA) rather than free cash flow alone.

• SLM (Nasdaq: SLM) — A $200 million accelerated repurchase layered onto a $500 million 2026 program has cut the share count more than 58% since 2020 at an average price of $17.15, well below today’s $25.23 quote.

• EquipmentShare.com (NASDAQ: EQPT) — A $500 million authorization (12.4% of shares) is funded by $2.6 billion of pro forma liquidity rather than free cash flow, which is negative $1.8 billion trailing twelve months on heavy fleet capex.

• Post Holdings (NYSE: POST) — Management has replaced its buyback authorization twice since August 2025, now at $600 million, after repurchasing stock in fiscal 2025 and 2026 at average prices of $100-110, well above today’s $85.16 quote.

• Dana (NYSE: DAN) — The board doubled its capital return target to $2.0 billion through 2030, with $775 million already completed and 23% of the float retired in 2025 at an average $18.96, funded entirely by free cash flow without added leverage.

• StoneCo (NASDAQ: STNE) — An active R$2 billion open-market buyback has already retired 8.3% of shares, running alongside a R$3.08 billion extraordinary dividend paid in May, with the stock at roughly 4x trailing earnings.

• Donnelley Financial Solutions (NYSE: DFIN) — A new $150 million authorization (12.4% of market cap) follows a predecessor program that retired 10.17% of shares outstanding in eleven months, funded comfortably by $180.6 million of trailing free cash flow to equity.

• PagerDuty (NYSE: PD) — A $100 million program replaces a just-completed $200 million authorization, with the float already down 13.9% year-over-year and the stock trading at a 5.1x trailing P/E funded by $440 million of cash on hand.

• Ibotta (NYSE: IBTA) — A fourth $100 million tranche brings cumulative buyback authorization to $400 million against an $832.6 million market cap, cutting weighted-average diluted shares 27% year-over-year even as insiders sold $18.8 million with zero purchases.

• Yext (NYSE: YEXT) — After a failed $9.00/share go-private bid collapsed in February, a completed $140 million Dutch tender bought back shares at $5.75 with 38.5% proration, and a director bought 76,190 shares at $5.22 on July 13, still below the tender price.

• Dine Brands Global (NYSE: DIN) — A new $100 million authorization adds to $51.2 million remaining under a prior program, giving combined capacity to retire nearly a third of shares outstanding at a 7-8x forward P/E despite negative tangible book value.

• Paysafe (NYSE: PSFE) — Trades at 0.7x price-to-book and a 3.9x forward P/E, with a November 2025 block repurchase at ~$6.70/share taking Cannae Holdings’ stake to zero, even as the board prioritizes deleveraging toward 5x by year-end 2026 over further buybacks.

• Akzo Nobel (Netherlands: AKZA) — The all-share merger of equals with Axalta implies a ~31% spread on the Axalta leg at AKZA’s €57 close, with the rival Nippon Paint/Sherwin-Williams cash bid abandoned June 3 and both companies voting on the same day, August 5.

• Paramount Skydance (NASDAQ: PSKY) — The signed $31.00/share all-cash acquisition of Warner Bros. Discovery cleared DOJ review June 12 but faces a 12-state attorney general antitrust suit filed July 13, with PSKY equity at $9.21 reflecting real deal-completion risk.

• DCC (LSE: DCC) — KKR and Energy Capital’s revised 6,672.22p proposal leaves a 5.8% spread to DCC’s 6,305p quote, but Fidelity, Aviva and founder Jim Flavin (3.2% stake) are publicly opposing the terms ahead of today’s PUSU deadline.

• G2 Goldfields (US: GUYGF; TSX: GTWO) — G Mining Ventures’ C$3.0 billion all-stock arrangement, with all court and regulatory approvals already secured, is targeted to close by end of July 2026, leaving holders a free option on the G3 Goldfields spinout and its CVR of up to US$200 million.

• Repay (US: RPAY) — The board unanimously rejected Forager Capital’s raised $5.25/share cash bid on July 13, leaving shares near $4.06, about 23% below the proposal, with no counter-valuation, advisor engagement, or process timeline disclosed to shareholders.

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• The Zurich Project 2027 (COMING SOON) (Jun. 1-3, 2027)

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Volunteer by reaching out directly to John (john@moiglobal.com).

This is the fourth issue of This Week in Special Situations, our curated survey of actionable ideas. We do not attempt to profile every special situation in the market. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. We filter for situations with a misaligned price or a noteworthy structural reason for market inefficiency.

Over time we will likely narrow this list further. That is where you come in. Please tell us which situations added value to your process and, just as importantly, which were of no consequence. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey progressively more useful to you.

This week’s report (available as a slide deck) profiles 30 situations across four buckets: capital return and insider conviction, restructuring and liquidations, M&A, and corporate separations. Below we highlight the handful that stand out on catalyst clarity, valuation, and asymmetry, followed by thesis summaries covering a broad cross-section of the report.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

A few of this week’s situations rise above the rest on the combination of catalyst clarity, valuation, and asymmetry.

Salesforce (NYSE: CRM) is running the largest debt-funded buyback in software. A $25 billion accelerated share repurchase launched on March 11, 2026, funded entirely by a same-week $25B senior notes offering at 4.5-6.7% coupons, retired 103 million shares upfront (roughly 11% of shares outstanding). It represents half of a $50B aggregate authorization the board approved in February 2026, leaving another $25B unallocated. Shares outstanding fell 7.2% quarter-over-quarter, non-current debt jumped from $10.4B to $39.3B in a single quarter, and management simultaneously cut FY27 free cash flow growth guidance from 9-10% to just 4-5%. The $25B ASR consumes roughly two years of normalized free cash flow, so this is a levered bet by CEO Marc Benioff (3.47% owner) that the market re-rates the stock or FCF growth reaccelerates before the second $25B tranche is deployed. (Click here to view a recent in-depth presentation on Salesforce at Wide-Moat Investing Summit 2026.)

Dana (NYSE: DAN) is one of the cleanest capital-return setups in the small-cap industrial space. The board authorized a $2 billion open-market repurchase running through 2030, equal to roughly 74% of the current $2.7B market cap, directly funded by the $2.732 billion cash sale of the Off-Highway business to Allison Transmission that closed January 1, 2026. Proceeds cut total debt from $3.21B to $1.26B by March 31, and shares outstanding fell 21.1% quarter-over-quarter, from 139.2 million to 109.9 million. Of the $2B authorization, $650M is already complete, leaving roughly $1.35B to deploy against a float now under 110 million shares. The residual on-highway business trades at roughly 4-5x EV/EBITDA on 2026 guidance of $750-850M adjusted EBITDA, so every dollar of continued buyback near $25 per share is mechanically per-share accretive.

StoneCo (Nasdaq: STNE) offers an unusual combination: a Brazilian payments fintech that has retired 7.2% of its shares in one quarter while trading at a P/E of roughly 4x. Shares outstanding fell from 266.9 million to 247.8 million in Q1, and the board authorized a fresh R$2 billion (approximately $390M, or 15% of the $2.6B market cap) buyback program on December 18, 2025 with no fixed expiration. A $2.53 per share special dividend funded by the Linx divestiture added a second capital-return channel in May 2026. The widely-quoted $22.8B enterprise value is a data artifact that nets in Ton’s gross customer receivables as if funded debt; adjusted, EV roughly equals market cap. The risks are BRL translation and Ton credit provisioning; the reward is the cheapest listed EM payments platform buying back stock aggressively.

TriMas (NASDAQ: TRS) is post-divestiture and cash-heavy. TriMas closed the sale of its Aerospace segment to Tinicum/Blackstone for $1.45 billion on March 16, 2026, banking roughly $1.2 billion in net after-tax proceeds that now sit against a $1.5B market cap, producing a genuine net-cash position (EV of $593M). The board lifted its repurchase authorization to $150 million (about 10% of market cap) on February 26, and shares outstanding fell 5.6% quarter-over-quarter. The trailing P/E of ~2x is distorted by the one-time divestiture gain; the decision-relevant multiple is 24x forward P/E on FY2026 guidance of $1.50-$1.70 adjusted EPS. Activist Barington Capital (roughly 1.5%) drove the Aerospace exit; the open question is whether Specialty Products (Norris Cylinder, Arrow) is the next divestiture, with Sedaghat’s 15% insider stake providing further alignment.

ZipRecruiter (NYSE: ZIP) is a micro-cap where the buyback authorization is a third of the market cap. A $111.8 million remaining authorization sits against a $336 million market cap, part of a cumulative $750 million program already retired at pace, with 3.5 million Class A shares repurchased for $9.4M in Q1 2026 and shares outstanding down 6.9% quarter-over-quarter to 83.7 million. Founder-CEO Ian Siegel controls 15.8% on an as-converted basis via super-voting Class B shares, concentrating capital-allocation control against institutional holders like BlackRock and Vanguard. Separately, ZipRecruiter has retired $295M of 5% senior notes at a $65M discount to par, closing through June 30, 2026. Free cash flow yield runs at 4.6% TTM despite negative reported earnings, and net debt/EBITDA of 4.8x is real leverage; the setup underwrites labor-market normalization arriving before authorization capacity runs out.

Quick Thesis Summaries

The capsule theses below cover a broad cross-section of this week’s issue. Each, along with additional special situations, is developed fully in the downloadable PDF slide deck.

• MSCI (NYSE: MSCI) — A $4 billion three-year buyback (roughly 9% of the $46B market cap) replaces a nearly-exhausted authorization; shares outstanding fell 4.8% quarter-over-quarter, valuation runs at 34x P/E and 28x EV/EBITDA, and net leverage sits at 3.9x, framing this as an execution-and-growth setup, not a value one.

• DaVita (NYSE: DVA) — Berkshire Hathaway sold roughly $2 billion of stock across April and June 2026, cutting its stake from 45% to 32.4% and lifting the tender-offer ownership limitation to 35%, enabling a $3B accelerated share repurchase (24% of the $12.5B market cap) that alone would take net debt/EBITDA over 4x while the company simultaneously funds a Ransomware Incident Assistance Program for affected patients.

• Maplebear / Instacart (Nasdaq: CART) — A $1B buyback increase brings total authorization to $2.75B (about 25% of the $11.4B market cap); shares outstanding fell 3.9% quarter-over-quarter with $2.7B in net cash, and the strategic overlay is Ali Ghodsi’s July 8 appointment as CEO of a marketplace trading at ~15x EV/EBITDA.

• Paycom (NYSE: PAYC) — A new $1.5B buyback (~10% of the $14.7B market cap) replaces a nearly-exhausted $1.5B program under which shares outstanding fell 3.8% quarter-over-quarter; the setup is a low-leverage compounder where founder-CEO Chad Richison holds 12% and the buyback is self-funded from cash flow rather than debt.

• Dropbox (Nasdaq: DBX) — A $1.5B authorization equal to 21% of the $7.2B market cap on top of $216M spent in Q1 2026 has driven share count down 8.7% quarter-over-quarter; net-debt-to-EBITDA of 1.4x, 10x EV/EBITDA, and roughly 11% free cash flow yield support the pace, but the AI-competition overhang on core storage is the offset.

• AutoNation (NYSE: AN) — A $1B authorization brings total buyback capacity to $1.28B (roughly 15% of the $8.5B market cap) while shares outstanding fell 4.3% quarter-over-quarter; the balance sheet carries net debt/EBITDA of 4.1x, so pace hinges on the used-car cycle holding through 2026.

• Middleby (Nasdaq: MIDD) — The board’s $2B open-ended repurchase authorization and $500M ASR retired 12.7% of shares quarter-over-quarter as management preps a Q3 2026 spin of the Food Processing segment; net leverage of 2.9x, an 11x EV/EBITDA, and 8% insider ownership frame this as a size-and-simplify catalyst.

• SLM / Sallie Mae (Nasdaq: SLM) — The board added $1B to buyback capacity ($1.2B total, or 17% of the $7.1B market cap) and lifted the quarterly dividend by 20% to $0.15; shares outstanding fell 5.6% quarter-over-quarter and trailing P/E of 7.5x on a private-education-loan monoline reflects credit-cycle skepticism.

• Post Holdings (NYSE: POST) — CEO Rob Vitale, a founder-figure holding 11.4% (largest holder, roughly $735M stake), purchased $78 million of stock at $107 per share on July 1, 2026 through wholly-owned Emil Capital Partners; the transaction represents a 26% increase in his personal position at a company where net debt/EBITDA of 6.0x already reflects operator conviction.

• United Parks & Resorts (NYSE: PRKS) — A $500M buyback increase (about 17% of the $2.9B market cap) on top of $32.6M already repurchased in Q1 2026 sits against net debt of $2.15B (4.1x EBITDA) and roughly 9% free cash flow yield; Hill Path Capital owns approximately 42% and drives capital-return policy.

• Marqeta (Nasdaq: MQ) — The board added $500M to buyback capacity ($650M total, or 34% of the $1.9B market cap) at a price around $3.30 per share, near multi-year lows, with 21 million shares already repurchased in Q1; the story hinges on card-issuing platform monetization while Marqeta is buying itself back below trailing sales.

• Oil-Dri (NYSE: ODC) — A new $100M three-year authorization equals roughly 15% of the $665M market cap; founder Jaffee family control (roughly 40%) and net-debt-to-EBITDA of 1.5x support the setup, though the family has historically prioritized dividends over buybacks.

• Donnelley Financial Solutions (NYSE: DFIN) — A $150M refresh sits on top of a completed $150M ASR (together roughly 20% of the $1.5B market cap) at a 19x P/E; shares outstanding are down 8.7% quarter-over-quarter, funded by proceeds from the sale of the Global Investment Companies business.

• Armada Hoffler / AH Realty Trust (NYSE: AHH) — CEO Shawn Tibbetts and directors purchased roughly $1.6M of stock at $6.30-$7.00 across May and June 2026; separately, the board authorized a $50M buyback (around 8% of the $650M market cap) while the dividend was cut 55% and net debt/EBITDA runs at 7.5x.

• Yext (NYSE: YEXT) — A new $100M authorization (about 12% of the $850M market cap) follows completion of a prior $50M program; shares outstanding fell 3.7% quarter-over-quarter, EV/EBITDA is 9x, and insider ownership sits at roughly 5% with net leverage under 1x.

• Dine Brands (NYSE: DIN) — A $100M refresh (roughly 25% of the $400M market cap) on top of $18M already repurchased at prices near multi-year lows; the offset is net debt/EBITDA of 6.3x and same-store sales pressure at Applebee’s and IHOP.

• Paysafe (NYSE: PSFE) — A $100M authorization (roughly 17% of the $600M market cap) at prices around $8-9 per share where shares outstanding fell 4.8% quarter-over-quarter; net debt/EBITDA of 6.4x and roughly 8% free cash flow yield define the tension.

• Regional Management (NYSE: RM) — A $50M three-year authorization (about 15% of the $350M market cap) at a 7x P/E and 1.0x book value; shares outstanding fell 2.8% quarter-over-quarter as the specialty consumer lender ran an 11-13% ROE through cycle.

• SEGRO (LSE: SGRO) — Prologis’s 925p all-share proposal was rejected on July 3, 2026 as inadequate against a 1.05x P/NAV valuation vs 1.15x for peer Prologis; the PUSU deadline is July 31, and any firm offer at 1,050p would represent a 13% premium to the unaffected price of 928p.

• easyJet (UK: EZJ.L) — Shares trade at £5.94 versus Castlelake’s £6.90 recommended cash offer, a 14-16% spread; the board has committed only to “best endeavours” ahead of the August 3, 2026 PUSU deadline, and one shareholder has publicly pegged deal break risk above 30%.

• Genco Shipping (NYSE: GNK) — Trades at $25.16-25.19 versus Diana Shipping’s $24.80 hostile cash tender, a 1.5% premium implying market conviction in a bump toward Diana’s live sweetened $27.34 per share proposal ($24.80 cash plus one DSX share); tender deadline extended to July 10, 2026 with a poison pill in place.

• IP Group (LSE: IPO.L) — The board recommended Oakley Capital’s 72p per share cash offer (net asset value approach), a 7-9% spread to the current 66p share price; the court-sanctioned scheme meeting is July 24, 2026 and the court hearing follows August 15, with Oakley already holding 29.9%.

• ITV (LSE: ITV.L) — Bank of America upgraded the stock to buy on July 8, 2026, citing All3Media’s £1.9B valuation as roughly matching ITV’s own £2.0B market cap; PSE Media’s June 2026 open letter demanded a strategic review, and any break-up would value the M&E studios segment discretely.

The deck is available to members (scroll up to download, or sign up below).

Subscribe now

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• Ideaweek 2027 (FULLY BOOKED), St. Moritz (Feb. 1-4, 2027)

• The Zurich Project 2027 (COMING SOON) (Jun. 1-3, 2027)

Share Latticework by MOI Global

Enjoying Latticework? Help us make it even more special.

• Share Latticework (simply click the above button!)

• Introduce us to a thoughtful speaker or podcast guest

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Volunteer by reaching out directly to John (john@moiglobal.com).

This is the third issue of This Week in Special Situations, our curated survey of actionable ideas. The format remains an experiment. We do not attempt to profile every special situation in the market. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. We filter for situations where a misaligned price or a structural mechanic gives an intelligent investor something concrete to underwrite.

Over time we will likely narrow this list further. That is where you come in. Tell us which situations added value to your process and, just as importantly, which were of no consequence. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey progressively more useful to you.

This week’s report profiles 27 situations across five buckets: activist campaigns, capital return and insider conviction, strategic alternatives, mergers and acquisitions, and corporate separations. Below we highlight the handful that stand out on catalyst clarity, valuation, and asymmetry, followed by quick thesis summaries covering a broad cross-section of the report. Each idea, along with additional special situations not summarized here, is developed in depth in the slide deck included below.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. No due diligence has been performed on the companies profiled. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

A few of this week’s situations rise above the rest on the combination of catalyst clarity, valuation, and asymmetry.

easyJet (LSE: EZJ) is a binary event on a hard clock. Castlelake, backed by Brookfield, has tabled four escalating cash bids (560p, 600p, 625p, 650p) that the board has rejected, and Castlelake must announce a firm intention to offer or walk away by 5:00pm BST on July 5, 2026 under the extended PUSU. Shares at ~555p trade ~95p below the last rejected bid, so the market is pricing meaningful deal-failure risk. Two structural gates matter. First, EU airline ownership law forces Castlelake and Brookfield into a 49% economic stake with 51% held by two EU-national individuals; easyJet’s board has called the structure “opaque.” Second, founder Sir Stelios Haji-Ioannou’s ~15% stake is decisive; no hostile bid can clear the 90% compulsory-acquisition threshold without him, and he has not publicly endorsed either side. Institutional anchors have signalled a floor near 700p. If Castlelake walks, Rule 2.8 bars a further approach for six months and the pre-bid 394p becomes the reversion anchor.

Ziff Davis (Nasdaq: ZD) is the cleanest capital-return story of the week. The company retired more than 15% of shares over the past year, including 4.9M shares for $174M in FY2025 and another 1.2M shares for $51.6M in Q1 2026, on a Fwd P/E of 9.9x. The June 2026 close of the $1.2B Accenture sale of the Connectivity division (Ookla, Downdetector) swings pro forma net cash from negative $260M to approximately $940M against a ~$1.9B market cap, giving management dry powder equal to roughly half of equity value for accelerated repurchases or acquisitions. Continuing operations lose the divested segment’s $60M-per-quarter EBITDA contribution, so the near-term question is how aggressively the buyback offsets that dilution. Insider ownership is thin at 2.23%, but the authorization retains 9.7M shares under a February 2036 deadline.

Seer (Nasdaq: SEER) is the sharpest activist setup in the issue. The Radoff-JEC Group, holding ~7.8%, has been rejected three times on escalating bids that culminated in $2.40 cash plus an 80%-of-proceeds CVR, priced below Seer’s own $220M cash and investments against a market cap of roughly $91M and negative enterprise value near -$128M. After the last rejection the activists offered to withdraw the proxy fight in exchange for a 20M-share, $2.50 tender (36% of shares outstanding); the board has not responded. The contest now goes to a shareholder vote at the July 28, 2026 annual meeting, with three activist nominees on the ballot. Q1 cash burn ran ~$11M against the treasury that the activists’ own math funds their offer from. The binary is board refresh into a sale process, or continued burn on non-consensus proteomics.

Stratus Properties (Nasdaq: STRS) is the rare situation in this issue with a declared distribution range. Stockholders approved a Plan of Liquidation on June 1, 2026 (4,905,081 for, 5,612 against), and the board estimates total per-share distributions of $29.73 to $37.69 on ~1,500 acres of Austin-area development property; the current price is roughly $28.75. The $5.00 initial distribution is payable July 20 to holders of record July 13, and a $46.5M sale of Jones Crossing retail on June 26 delivered early proof of execution. Two structural risks matter. Every future distribution requires Fifth Third Bank consent under debt covenants that cap dividends at $1.0M absent lender approval. And Stratus intends to file Form 25 on or about July 31, 2026 with Nasdaq delisting around August 10, moving the security to OTC illiquidity and, following a Form 15, terminating periodic disclosures during the wind-down.

Quick Thesis Summaries

The capsule theses below cover a broad cross-section of this week’s issue. Each, along with additional special situations, is developed fully in the member deck included below.

• Fermi (NASDAQ: FRMI) — Ousted co-founder Toby Neugebauer controls ~23% and is running a proxy fight for board control and an independent sale of the 7,500-acre Amarillo AI power campus, with a 75-day dual-path process targeted at the June 30 special meeting and a hard December 31, 2026 Texas Tech ground-lease deadline requiring at least one binding 200 MW tenant.

• Genesco (NYSE: GCO) — Radoff-Jumana Group at ~9.1% is contesting two board seats at the July 21, 2026 annual meeting, targeting two directors who oversaw cumulative TSR of -53.4% and -50.2% on a $377M market cap.

• Nano Dimension (Nasdaq: NNDM) — Murchinson’s sixth campaign culminates in a July 31 EGM to strip three directors and block the contested Infinite Epigenetics merger, at a company with net cash exceeding its $313M market cap.

• Seer (Nasdaq: SEER) — Radoff-JEC’s third rejected bid at $2.40 cash plus an 80%-of-proceeds CVR goes to a board-control vote at the July 28 annual meeting, with the company sitting on $220M of cash and a negative -$128M EV.

• Identiv (Nasdaq: INVE) — A three-year Bleichroeder campaign produced a June 24 asset-sale agreement, leaving a $64M market cap stub trading at a 49% discount to its post-deal cash position.

• Ziff Davis (Nasdaq: ZD) — More than 15% of shares retired in twelve months, with a fresh $1.2B Accenture cash close taking pro forma net cash to ~$940M against a ~$1.9B market cap on a 9.9x Fwd P/E.

• United Parks & Resorts (NYSE: PRKS) — A $500M buyback is being executed against a 57.9% Hill Path stake, structurally amplifying per-share accretion on a $2.2B market cap.

• Aptiv (NYSE: APTV) — A $3B accelerated share repurchase retired 9.2% of shares in a single quarter, alongside the Versigent spin-off and a $1.37B debt tender, at a 7.4x forward P/E.

• Pitney Bowes (NYSE: PBI) — Formal Phase 2 strategic review at the $2.4B mailing and logistics business, with BofA Securities, Goldman Sachs, and Sullivan & Cromwell engaged and a full sale explicitly on the table.

• FMC Corp. (NYSE: FMC) — Strategic review concludes with a $403M Tessenderlo minority placement and a ~$1B debt paydown that appears fully funded, avoiding a distressed full sale at ~6.5x forward P/E.

• Stratus Properties (Nasdaq: STRS) — Board-approved Plan of Liquidation with a $5.00 initial distribution payable July 20 and an estimated total range of $29.73–$37.69 per share against a ~$28.75 price, gated by Fifth Third Bank consent.

• Kakaku.com (Japan: 2371) — LY/Bain’s binding ¥3,384 offer (with a ¥3,500 KDDI-conditional uplift) forces the board to neutral against EQT’s live ¥3,000 tender, with Digital Garage and KDDI locking 38.1% under non-tendering agreements.

• Warner Bros. Discovery (Nasdaq: WBD) — Paramount Skydance’s $31/share all-cash offer trades at a ~16% gross spread ahead of Q3 2026 close, with EU and UK clearance the last regulatory gate and a $0.25/quarter ticking fee kicking in after September 30.

• easyJet (LSE: EZJ) — Castlelake’s four rejected bids culminate in a July 5 PUSU deadline with shares trading roughly 95p below the last offer, making deliverability the dominant variable at a £4.2B market cap.

• Tate & Lyle (LSE: TATE) — Ingredion’s recommended 595p cash scheme plus up to 20p permitted dividends (615p total) leaves a 6.8% spread to the current 557p price on a £2.47B cap.

• Ceconomy (Germany: CEC) — JD.com’s €4.60 cash bid trades at an ~11% spread ahead of an October 2, 2026 EU FSR decision deadline, with 85.2% closely held and the FSR probe the last remaining condition.

• Genco Shipping (NYSE: GNK) — Diana Shipping’s escalated implied value of $27.34/share is being rejected by the Genco board as below NAV, versus the current cash offer of $24.80 on a $1.08B cap.

• Nagarro (Germany: NA9) — Persistent Systems’ €81 all-cash offer trades at a ~9% spread with both boards recommending and ~21% of shares already locked up.

• Pierre et Vacances (Paris: VAC) — Mubadala Capital’s €1.90 all-cash voluntary tender is live with a July 17, 2026 shareholder commitment deadline at Europe’s largest proximity-tourism operator.

• High Templar Tech (NYSE: HTT) — Issuer Dutch auction cleared at the $3.20 top of range and the stock trades at $2.57, a 19.7% discount to the accepted price with positive net cash of ~$375M behind it.

• Capricorn Energy (LSE: CNE) — Genel Energy’s recommended $360M cash acquisition is live at a 33% premium to undisturbed, with a competing bidder’s July 29 PUSU deadline still open.

• Ramsdens Holdings (AIM: RFX) — FirstCash’s recommended cash scheme at 600p (plus up to 9p in permitted dividends) values the equity at up to £206M, a 33% premium to the pre-approach 453p.

• Zinnwald Lithium (AIM: ZNWD) — AMG Lithium’s recommended 10p cash-and-share scheme carries a 63% premium with shareholder and court votes scheduled for July 13 and an effective date of July 27.

• Honeywell Technologies (Nasdaq: HON) — Aerospace spin completed June 29 on a 1-for-2 ratio, distributing Honeywell Aerospace (HONA) and leaving HON as a pure-play automation stub with $70.3B market cap and 8.9x P/B.

• Middleby (NASDAQ: MIDD) — Midera Food Processing separates July 6 in a 1-for-1 tax-free distribution, creating a classic small-SpinCo forced-selling setup at a $7.8B market cap and 15x forward P/E.

The full deck is included below. We look forward to your feedback.

Read more

We are trialing a new format: a curated selection of special situations. This is an experiment; we do not attempt to profile every special situation in the market. The universe of activist campaigns, buybacks, insider purchases, strategic reviews, and merger arbitrage spreads is vast, and most of it is noise. Instead, we filter for situations that strike us as actionable and potentially rewarding, where a a misaligned price or a structural mechanic gives an intelligent investor something concrete to underwrite.

Over time, we will likely narrow this list further. That is where you come in. Please let us know which situations were particularly value-added to your process and, just as importantly, which were of no consequence to you. Brutally honest feedback is the most valuable input we can receive. It will shape what we keep and what we cut. Our goal is to make this survey of ideas progressively more valuable to you.

This week’s report (available for download as a slide deck) profiles 26 situations across four buckets: activist campaigns, capital return and insider conviction, strategic alternatives, and mergers and acquisitions. Below we highlight the handful that seem most actionable and compelling, followed by quick thesis summaries on a broad cross-section of the report. Each idea, along with additional special situations not summarized here, is profiled in depth in the slide deck included below.

This publication is provided for informational purposes only and does not constitute investment advice. The information is based on publicly available data and regulatory filings. No due diligence has been performed on the companies profiled. Errors are not only possible but likely. Readers should conduct their own research.

The Situations That Stand Out

A few of this week’s situations rise above the rest on the combination of catalyst clarity, valuation, and asymmetry.

Oasis Management’s escalating campaign at Kadokawa is the most interesting activist event in the issue. Oasis lost the June 24 CEO removal vote but raised its stake to 15.25% the next day, with stated intent to add more than 5% additional pending regulatory approval. The thesis is structural rather than personality-driven: Kadokawa cedes the global economics of FromSoftware’s IP (Elden Ring at 30M+ units sold, 90%+ of revenue from outside Japan) to Bandai Namco for overseas distribution, while EPS under the current CEO has fallen roughly 89% and ROE has compressed from 8.2% to 0.5%. A Japan Fair Trade Commission corrective order against the company in June adds governance ammunition. With the 2027 AGM in view and a credible activist actively buying, pressure intensifies rather than dissipates.

On deep-value capital return, Accenture stands out. The Board raised the FY26 repurchase program to $7.5 billion with all buybacks to complete by August 31, retiring 9.7% of the market cap in a single fiscal year. Total FY26 planned shareholder returns of $11.5 billion are up 38% year over year. The stock has fallen roughly 59% from its 52-week high, leaving it at 9.8x trailing and ~9.4x forward earnings against a 25-30x historical multiple. FY26 free cash flow guidance of $10.8-11.5 billion comfortably covers the buyback, and a fresh authorization for the remaining ~$1 billion of board capacity is expected in September. This is not a fashionable name today, which is precisely why the price embeds so much pessimism.

In strategic alternatives, Rayonier Advanced Materials offers the cleanest set-up. Morgan Stanley is running a formal review announced April 20, the board rejected an $11-12/share all-cash bid from American Industrial Partners in late 2025 at roughly a 100% premium to the then-price, and a 3% activist (Mill Pond Capital) sent a public letter on June 17 urging an outright sale and citing $55-60M of corporate overhead to strip out. The new CEO appointed June 22 has an inducement grant structured as leveraged performance units (0% vest below 25% stock growth, 250% at 100% growth), which works equally well in a sale outcome. The company’s $695M of net debt and seven straight years of losses are real, but the price already reflects them, and the board is on record describing the review as “well underway.”

Among merger arbitrage names, Cordel Group offers a hard-catalyst setup with the clearest near-term resolution. Vossloh’s recommended 12.4p all-cash scheme has Court and General Meetings on June 30 with 48.9% of shares locked under irrevocables (including 17.9% from directors). The gross spread at 11.9p is approximately 4.2%, expected to close over six to ten weeks; the only outstanding condition is UK NSIA clearance, with a long-stop of February 13, 2027. A German railway-infrastructure group acquiring a UK rail-digital-inspection technology company is a moderate, not severe, national-security profile, which is why the spread is tight but not zero.

Quick Thesis Summaries

The capsule theses below cover a broad cross-section of this week’s issue. Each, along with additional special situations, is developed fully in the member deck included below.

• Kadokawa (Japan: 9468) — Oasis at 15.25% (up from 13.76%) with intent to add another 5%+ lost the June 24 CEO vote but is escalating into the 2027 AGM, anchored by the unmonetized global economics of FromSoftware’s IP.

• Align Technology (US: ALGN) — Elliott has built a significant stake in the Invisalign maker, down 75% from its 2021 peak, trading at 14x forward earnings versus a historical multiple well above 20x with a clean balance sheet and 6% insider ownership.

• Bunzl (UK: BNZL) — Elliott’s near-5% stake is demanding a 10% (~£850M) buyback and a North America strategic review; insider ownership of 2% removes any structural defense, with H1 2026 results the next read-through.

• Seer (US: SEER) — The Radoff-JEC Group (7.7%) is contesting three board seats July 28 at a company whose $95M market cap implies a negative value for the Proteograph platform given roughly $171M of net cash on the balance sheet.

• Central Plains Bancshares (US: CPBI) — Stilwell (9.7%) is pushing a board nominee and a formal 10%-of-shares buyback at a $79M Nebraska thrift trading at 0.8x book, with 79 prior bank activism positions skewing heavily to M&A exits.

• Accenture (US: ACN) — A $7.5B FY26 buyback retires 9.7% of the cap in one fiscal year at 9-10x earnings, with a fresh ~$1B authorization expected in September.

• Visteon (US: VC) — An $800M authorization equal to 26.9% of market cap through 2029, backed by ~$650-670M of excess cash; stock trades at 0.72x EV/Sales, the cheapest among major automotive electronics suppliers.

• ICF International (US: ICFI) — A $400M total authorization with $165M of immediately available capacity (14% of market cap) at ~9.2x guided non-GAAP earnings; pace will be governed by 3.1x net leverage.

• Orchid Island Capital (US: ORC) — A 16-fold expansion of buyback capacity to 13.3% of market cap at a 5.5% discount to estimated book value, mechanically accretive to NAV per share for a 20.4%-yielding Agency mortgage REIT.

• SPS Commerce (US: SPSC) — Morgan Stanley formally retained to run a sale at a stock 61% off its high; a 30-40% takeout premium implies ~$2.6-2.9B, well within PE underwriting range given recurring revenue and 10x EV/EBITDA.

• Rayonier Advanced Materials (US: RYAM) — Formal review, prior $11-12/share AIP bid rejected, new CEO with sale-aligned comp, activist letter, and Morgan Stanley engaged.

• Bumble (US: BMBL) — Confirmed sale process via Morgan Stanley at 0.27x EV/Revenue and 0.9x EV/EBITDA; Blackstone at ~22% is incentivized to support exit.

• Humm Group (Australia: HUM) — After Credit Corp’s bid collapsed, the company is exploring a breakup; the current A$0.46 price sits at a 20% discount to Abercrombie’s prior A$0.58 indication and 46% below consensus.

• SEGRO (UK: SGRO) — Prologis’s 925p all-share indicative offer (24.6% premium) rejected; under Rule 2.6(a), Prologis must firm up or walk away by 5pm London on July 22.

• easyJet (UK: EZJ) — Castlelake’s 650p fifth proposal rejected; board granted limited data access and extended PUSU to July 5, with major shareholders reportedly anchoring on a minimum of 700p.

• Genco Shipping (US: GNK) — Diana Shipping’s hostile $24.80 tender expires today after three board rejections and a full board re-election; the realistic path is a higher negotiated deal, with analyst NAV at $26.66-$27.10.

• Fnac Darty (France: FNAC) — EP Group’s recommended €36 (€35 ex-dividend) cash offer is live with EU merger control as the sole remaining gate; spread of approximately 4.2% at €34.55.

• Pierre et Vacances (France: VAC) — Mubadala’s binding €1.90 offer (up to €2.00 with squeeze-out bonus) requires 80% commitment by July 17 or lapses; analyst targets at €2.30 frame the buyer as opportunistic.

• Ramsdens (UK: RFX) — FirstCash subsidiary’s recommended 609p scheme is gated by FCA, CMA, and court approvals into H2 2026; ~1.4% spread to the 600p cash component (3% to 609p total) reflects board recommendation and FCA precedent.

• Pharos Energy (UK: PHAR) — Ratio Petroleum’s recommended scheme at up to 28p with 41.76% irrevocables (including all directors); ~10% gross spread to the cash-plus-special-dividend component, gated by Vietnam and Egypt regulatory approvals into H1 2027.

• Destination XL (US: DXLG) — Camac/Zodiac’s hostile $0.84 tender extended to July 24 after 16% of shares tendered; the stock at $0.65 prices in a 29% discount to the offer, with diligence access the gating item.

• Cordel (UK: CRDL) — Vossloh’s recommended 12.4p scheme votes on June 30 with 48.9% irrevocable support; ~4.2% gross spread, NSIA clearance the sole open condition.

• Melrose Industries (UK: MRO) — Post-Dowlais demerger, a pure-play GKN Aerospace targeting £5B revenue and £600M FCF by 2029; at 470p, ~15x 2025 earnings prices in supply-chain headwinds against a 2029 target implying ~70p+ EPS on a declining share count.

The full deck is included below. We look forward to your feedback.

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