The Reporting Persons oppose the announced transaction between New Residential Investment Corp. (“NRZ”), Hexagon Merger Sub, Ltd. and the Issuer pursuant to that certain Agreement and Plan of Merger, dated February 22, 2015 (the “Merger Agreement”). The Reporting Persons do not believe a transaction at GAAP book value adequately compensates the Issuer’s shareholders for the value of its assets, which have historically traded between 1.2x - 1.3x book value according to the Issuer’s September 2014 Investor Presentation. The Reporting Persons further note the overly conservative nature of the assumptions underlying the Issuer’s book value, including (i) an assumed weighted average prepayment rate of 18% versus the actual 10.3% for the nine months ending September 30, 2014, (ii) an assumed weighted average delinquency rate of 25% versus actual non-performing residential assets of 18.5% of UPB as of September 30, 2014, (iii) an assumed weighted average discount rate of 19% versus a 10% discount rate used by NRZ to value its own MSR assets, and (iv) the exclusion of any value from deferred servicing fees, which were $470M at year-end 2013.
The Reporting Persons believe that adjusting these assumptions to reflect recently observed rates and the discounted value of deferred servicing fees, among other factors, could add more than $7 per share of additional value above the stated book value.
There is no reason for shorts to cover above the buyout price unless they think there is a chance a higher price will emerge. Investors paying more for shares certainly believe there is a decent chance at a higher price. The stock trading at $18.65 reflects more far than just some short covering - volume is over 20 million shares so far. Listen to the call - hopefully they take questions from shareholders that think $18.25 is too cheap.
"We began this dialogue with the hope of highlighting past mistakes and offering solutions. Thus far, our efforts at engagement have been met with denials, counter-arguments, and a poison pill. It remains our sincere hope that this exercise will prove to have been constructive and that the Board will take decisive action to improve shareholder value by embracing our recommendations, at least in some form. However, this circular process of us pointing out areas in need of improvement and you denying the weaknesses and ignoring the suggestions is not constructive. We are simply asking that you expand a program you have already embraced (share buybacks), return to a strategy that was previously a core part of your value proposition (dividends), and work to ensure that corporate governance issues are appropriately addressed. This should be an easy conversation! We are prepared to wait a bit longer for movement on your end. However, if we do not see some meaningful action within the next 30 days or so, we will assume that no such action is forthcoming. We will then assess our options to enhance shareholder value through external means, having failed to convince you to do so internally which we would very much prefer."
IMRIS Regains Compliance with NASDAQ Listing Requirements
PR NEWSWIRE 5:01 AM ET 2/17/2015
MINNEAPOLIS, MN , Feb. 17, 2015 /PRNewswire/ - IMRIS Inc.(IMRS)IMRIS Inc.(IMRS) (the "Company" or "IMRIS") today announced that it has regained compliance with listing requirements of the NASDAQ Global Market.
As previously reported, the Company received a letter, dated August 25, 2014, from the NASDAQ Stock Market LLC ("NASDAQ") stating that for the previous 30 consecutive business days the bid price of the Company's common stock closed below the minimum $1.00 per share required for continued listing under NASDAQ Listing Rule 5450(a)(1).
On February 13, 2015, the Company received a letter from NASDAQ stating that since the closing bid price of the Company's common stock had been greater than $1.00 for the last 10 consecutive business days, from January 30 to February 12, they determined that IMRIS(IMRS) was in compliance with Listing Rule 5450(a)(1) and that this matter was now closed.
StealthGas Inc : MLV & Co cuts price target to $12 from $14; rating buy EOM
"recruit some of the other major holders - Royce, for instance"
Royce added 60,100 shares in 3Q14 which brought their total to 1,650,945 shares.
So far the stock has not responded much to Hilson, but it appears they are just getting started. GASS responded to Hilson's first letter (dated November 28) by writing a December 14 letter trying to defend itself and enacting the poison pill plan announced late December. Hilson's last letter basically shredded management's attempt to defend itself and made good suggestions for moving forward. There is a good chance that others will become involved with this situation as management does not appear to own enough shares to prevent activists or other firms from making a move. Certainly Hilson will be in contact with many other large GASS shareholders who are underwater and also looking for shareholder relief. I'll be surprised if the stock moves much lower in the face of various positive outcomes.
Hilson makes a number of good points in their letter which is easy to see via Google. Given insiders relatively low ownership it is possible that activists could shake things up or bigger firms may be enticed into attempting a buyout. The lower the stock goes and the longer it stays depressed the greater the odds of such an event. A strategic buyer could strip out related party and other costs and nicely benefit even after paying well above the stock's current price. Ironically management makes Hilson's case when they highlight in their quarterly slides how cheap the stock is and how they expect bright future results in many scenarios. Too bad for them and shareholders that the market does not give management any credit for creating value. It'll be interesting to hear the grouchy CEO comment on this if any of the analysts do their job and dare to ask him to respond to Hilson on the next call. I was a buyer last week near the lows.
With the stock down, insiders keep nibbling. A director bought 2,000 shares on Monday a bit under $19.
"Adjusted earnings per share are expected to be $1.11 to $1.17. Our guidance includes six cents from higher pension settlement expense. 2014 full-year expectations remain unchanged with GAAP earnings per share from continuing operations to be in the range of 93 to 95 cents and full-year adjusted EPS of $1.11 to $1.13.
For 2015, Xerox expects operating cash flow of $1.9 to $2.1 billion. The company also expects to allocate at least $500 million for stock buyback, and anticipates spending up to $500 million on acquisitions and approximately $300 million on dividends. Building on its share repurchase plan, Xerox’s board of directors has approved $1.5 billion increase in its current share repurchase plan.
The company continues to expect operating cash flow for 2014 at the $1.8 to $2.0 billion range."
Note that analysts were estimating 2015 adjusted EPS of $1.18, but add back the 6 cent pension charge and the guidance range would have been $1.17 to $1.23.
The following is a press release from Standard & Poor's: NEW YORK (Standard & Poor's) Oct. 29, 2014--Standard & Poor's Ratings Services today said that its ratings on Home Loan Servicing Solutions Ltd.(HLSS) are not immediately affected by the regulatory difficulties of its largest customer, OCWEN Financial Corp.(OCN) We recently downgraded OCWEN (B/Negative/--) and revised our rating outlook on its related party, Altisource Portfolio Solutions, to negative from stable. At this time, we do not feel that a negative rating action on HLSS is warranted based on these events. First, the interactions between HLSS and OCWEN have not faced the same level of scrutiny as OCWEN's relationships with its other related parties. Regulators have explicitly questioned aspects of the relationship between OCWEN and Altisource, but have not done so for the company's relationship with HLSS. Secondly, although the business products that HLSS sources from OCWEN will likely come under pressure, we believe that the asset coverage covenants on HLSS' secured term-loan and its earnings capacity, which includes minimal tax expense, support the current ratings. Third, the business and financial risks inherent in HLSS's close relationship with OCWEN have already been factored into our rating on HLSS.
HLSS Director McGinnis bought 1,500 shares on Friday at $18.516 and now holds 16,000 shares.
A director bought 1,500 shares on Friday at over $18. These buys hopefully indicate the stock is cheap here and that they are showing confidence about the current outlook.
"...Producers have turned to overseas customers to take up the slack. Propane can be shipped abroad, unlike most types of U.S. crude oil, and exports have jumped in the past year. In October, propane and propylene exports climbed above 400,000 barrels a day for the first time and have held above that level in five of the nine months since, according to EIA data going back to 1973. The EIA doesn’t separate its data for propane from propylene.
EXPORTS WILL BECOME THE LARGEST SOURCE of demand for U.S. propane by next year, according to consulting firm Bentek Energy, a unit of McGraw Hill Financial Inc. “We’re going to be exporting a lot more propane,” from about 25 cargoes a month currently to about 40 cargoes a month next year, says John Dwan, partner at Houston brokerage Ion Energy Group, which is owned by OTC Global Holdings.
Even so, analysts say, the export market won’t be enough to absorb the growing supplies. U.S. propane output has soared in recent years due to new technologies that enable producers to access supplies trapped in shale-oil fields. Production reached a record high of more than 1.6 million barrels a day in the week ended on Sept. 19.
Bentek expects propane prices to hold below $1.50 a gallon through 2020, as output nears 1.8 million barrels a day..."
"Draghi stops dragging his heels and starts QE"
Nige, my read of the situation is that it is the Germans that are stopping Mario from pursuing more aggressive QE. If not for strong hawkish (inflation phobic) Germans,, he would have already done US-style QE and bought sovereign debt. You are closer to the situation - is this your view? Or do you think Mario is the problem or perhaps he is legally blocked from US-style QE (buying sovereign debt). TIA
08:53 AM EDT, 10/02/2014 (MT Newswires) -- StealthGas(GASS) received a buy investment rating Thursday from Canaccord Genuity, which initiated coverage of the owner of a fleet of liquefied petroleum gas carriers with a $15 price target, saying it is "flying above the radar."
The price target implies expected upside of 67% to the stock's Wednesday closing price of $8.98.
GASS was inactive in recent pre-market trading. It has a 52-week range of $8.88 to $13.00.
"If you can raise the cash and survive, I will be happy with my shares. Even then, you will have to raise again soon after."
Odds are quite good they'll raise sufficient cash. And I agree, at some point they'll very likely need more. However, recent restructuring has significantly reduced the burn rate. A partnership or other deal as Franshei suggests could further reduce burn while providing cash. This means it will be quite some time before they need to raise cash again, and in the mean time, they will make progress with BARDA, CCTRN, Japan, Lorem, and other initiatives. If any of these are successful, the stock should rise and reduce the dilutive effect of any future offering down the road.
"if the Company raises at least $13.0 million (the “Transactional Proceeds”) on or before October 31, 2014"
We knew they needed cash and this indicates they are getting close to a deal. The only way they raise cash via sub-debt is if they do an equity or partnership deal. The stock should bounce on a partnership and may bounce on an equity deal since the stock has already discounted a lot of dilution. If any deal gets done it should pretty much mark the bottom on the news or after tax-loss selling is done.
"Unfortunately, the entanglement with OCN is a little more than I suspected."
For more information relating to OCN, see today's 8-K filing by HLSS which includes its latest investor presentation slides.