This Week in Special Situations
A survey of event-driven investment ideas
This Week in Special Situations is a research-based slide presentation sent on a separate mailing list. If you do not wish to receive it, opt out here.
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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