Special situation

Special situation in finance is an event turning business to go not as usual and materially impacting a company's value. The notion covers restructuring of a company and corporate transactions such as spin-offs, share repurchases, security issuance/repurchase, asset sales, or other catalyst-oriented situations. A conflict of shareholders is also considered a special situation.

To take advantage of special situations, a hedge fund manager must identify an upcoming event that will increase or decrease the value of the company's equity and equity-related instruments.^[1]

Investors

Generally, the special situations investing is considered to be a subclass of alternative investments. Special situations are very risky and challenging as businesses go not as usual. They require specialized expertise; determining the best price can be difficult. In addition, profits are far from assured, because prices might increase as more money chases deals.^[2] Therefore, such situations are monitored and sought after by hedge funds, for they provide interesting investments opportunities. Private equity funds and other institutional investors also do special situation investments as part of their strategies.

Definition

There is also a definition of special situation by Benjamin Graham:

First, just what is meant by a "special situation"? Convention has not jelled sufficiently to permit a clear-cut and final definition. In the broader sense, a special situation is one in which a particular development is counted upon to yield a satisfactory profit in the security even though the general market does not advance. In the narrow sense, you do not have a real “special situation” unless the particular development is already under way.^[3]

Classes of special situations

In his well-known book Security Analysis, Benjamin Graham divides special situations into six classes:^[4]

• Class A: Standard arbitrages, based on a reorganization, recapitalization or merger plan
• Class B: Cash payout, in recapitalization or mergers
• Class C: Cash payments on sale or liquidation
• Class D: Litigated matters
• Class E: Public utility breakups
• Class F: Miscellaneous special situations

See also

• Alternative investments
• Bankruptcy
• Default (finance)
• Distressed securities
• Going concern

References

External links

• What's Special About Special Situations Fixed Income?
• Special Situation Survey by Forbes
• Goldman Special Situation Profit Seen at Risk With Volcker Rule
• Event Driven Strategy Outlook: Looking Beyond Merger Arb

Hedge funds
Investment strategy	Arbitrage / Relative value Capital structure arbitrage Convertible arbitrage Equity market neutral Fixed income arbitrage / Fixed-income relative-value investing Statistical arbitrage Volatility arbitrage Event-driven Activist shareholder Distressed securities Risk arbitrage Special situation Directional Convergence trade Commodity trading advisors / Managed futures account Dedicated short Global macro Long/short equity Trend following Other Fund of hedge funds / Multi-manager
Trading	Algorithmic trading Day trading High-frequency trading Prime brokerage Program trading Proprietary trading
Related terms	Markets Commodities Derivatives Equity Fixed income Foreign exchange Money markets Structured securities Misc Arbitrage pricing theory Assets under management Black–Scholes model (Greeks (finance): Delta neutral) Capital asset pricing model (Alpha / Beta / Security characteristic line) Fundamental analysis Hedge Securitization Short Taxation of private equity and hedge funds Technical analysis
Investors	Vulture funds Family offices Financial endowments Fund of hedge funds High-net-worth individual Institutional investors Insurance companies Investment banks Merchant banks Pension funds Sovereign wealth funds
Regulatory	Fund governance Hedge Fund Standards Board
Alternative investment management companies Hedge funds Hedge fund managers

Corporate finance and investment banking
Capital structure	Convertible debt Exchangeable debt Mezzanine debt Pari passu Preferred equity Second lien debt Senior debt Senior secured debt Shareholder loan Stock Subordinated debt Warrant
Transactions (terms / conditions)	Equity offerings At-the-market offering Book building Bookrunner Corporate spin-off Equity carve-out Follow-on offering Greenshoe Reverse Initial public offering Private placement Public offering Rights issue Seasoned equity offering Secondary market offering Underwriting Mergers and acquisitions Buy side Control premium Demerger Divestment Drag-along right Management due diligence Managerial entrenchment Minority discount Pitch book Pre-emption right Proxy fight Post-merger integration Sell side Shareholder rights plan Special situation Squeeze out Staggered board of directors Stock swap Super-majority amendment Tag-along right Takeover Reverse Tender offer Leverage Debt restructuring Debtor-in-possession financing Financial sponsor Leveraged buyout Leveraged recapitalization High-yield debt Private equity Project finance
Valuation	Accretion/dilution analysis Adjusted present value Associate company Business valuation Conglomerate discount Cost of capital Weighted average Discounted cash flow Economic Value Added Enterprise value Fairness opinion Financial modeling Free cash flow Free cash flow to equity Market value added Minority interest Modigliani–Miller theorem Net present value Pure play Real options Residual income Stock valuation Sum-of-the-parts analysis Tax shield Terminal value Valuation using multiples
List of investment banks Outline of finance

Private equity and venture capital
Basic investment types	Buyout Venture Mezzanine Growth Secondaries Equity co-investment
History	History of private equity and venture capital Early history of private equity Private equity in the 1980s Private equity in the 1990s Private equity in the 2000s
Terms and concepts	Buyout Financial sponsor Management buyout Divisional buyout Buy–sell agreement Leveraged recapitalization Dividend recapitalization Venture Angel investor Business incubator Post-money valuation Pre-money valuation Seed money Startup company Venture capital financing Venture debt Venture round Structure Private equity firms and funds Limited partnership Limited liability company Carried interest Management fee Publicly traded private equity Business Development Company Venture capital trust Private investment in public equity (PIPE) Pledge fund
Investors	Corporations Institutional investors Pension funds Insurance companies Fund of funds Endowments Foundations Investment banks Merchant banks Commercial banks High-net-worth individuals Family offices Sovereign wealth funds Crowdfunding
Related financial terms	AUM Cap table Capital call Capital commitment Capital structure Distribution waterfall EBITDA Envy ratio High-yield debt IPO IRR Leverage Liquidation preference M&A PME Taxation of private equity and hedge funds Undercapitalization Vintage year
Private equity and venture capital investors Private equity firms Venture capital firms Angel investors Portfolio companies