Thanks for the info....you know much more about him and the company than I do. Any additional info is always welcome. I did buy some more today as I'm hopeful the company will do well in the future. Carole Hochman seems to have a good record, and has invested a lot of her own money in the company.
Are you referring to David Hochman, the director, who bot more @ 3.15, and owns over 100,000 shares? Can you give me more info on your knowledge of the company and Hochman and why you're so negative on the company? I must admit, the stock is not performing very well. Thanks for your info and thoughts. You seem to be pretty familiar with the situation, much more so than I am.
Seeking Alpha Article
As the Schedule 13D we filed today indicates, we are one of the largest shareholders of AdCare Health Systems, Inc. (NYSEMKT:ADK) ("ADK" or the "Company") and own over 3% of its common shares. We own more shares than all but one of the members of ADK's Board of Directors (the "Board").
We believe ADK's common stock and publicly traded preferred stock have been and continue to be deeply undervalued. Fortunately, we believe there is a clear path to creating shareholder value and we are calling on the Board to publicly endorse and the immediately implement this plan. While we have expressed our thoughts to members of the company's senior management (whom we commend for resolving many of ADK's operational problems), we believe it is now appropriate to share our views with the entire Board.
We believe significant shareholder value can be created by selling ADK either in parts or in whole. A buyer of the company could reap significant benefits by reducing ADK's outrageously high cost of capital and by eliminating virtually all of its corporate overhead (which is quite high relative to projected FFO). Furthermore, we believe ADK (with an equity market capitalization of only $45 million) is too small to justify remaining public considering the significant public company expenses it incurs and the clear lack of interest in the Company from the investment community.
One could argue that ADK should make acquisitions in an effort to grow and hopefully achieve a higher valuation multiple. However, we believe this strategy is naive and not in the best interests of shareholders. We believe ADK's cost of capital is too high to justify making acquisitions and that other company specific and market related issues will prevent ADK from ever achieving an appropriate valuation as a publicly traded entity. Simply put, we believe shareholders would be best served if the company were sold immediately. Conversely, we believe that NOT selling the company today would be a disservice to shareholders as it would force them to spend over $5 million on projected G&A expenses this year alone, to pay for the company's high cost of debt/preferred, to incur market, industry and interest rate risks and, importantly, to not be able to reinvest proceeds received from the sale of ADK into investments with more attractive risk/reward scenarios.
We believe that a not widely read 8k filed on February 9, 2016 highlights the underlying value of ADK's assets and the value that could be created through a sale of the entire company. In this filing, ADK disclosed that it granted a party an option to buy ADK's Arkansas facilities for $55 million or what we believe equates to a 10% cap rate. We believe the Arkansas facilities are ADK's weakest, so if a party is considering paying a 10% cap rate for these facilities, we believe ADK can obtain even more favorable multiples for its more attractive remaining facilities.
Therefore, we call on the Board to immediately implement the following plan which we believe is in the best interests of all shareholders. We also believe this plan will eliminate significant confusion (which contributes to ADK's depressed stock price) which we believe exists among the investment community as to Board's true objectives.
1. Publicly announce that the Board has retained a reputable investment bank to sell the company in whole or in pieces. We believe hiring an investment bank will ensure that the Board has conducted a wide and thorough sale process. We believe making a public announcement is important because it will (i) highlight the opportunity to numerous potential buyers, (ii) indicate to potential buyers that the Board is serious about the sale process and, (iii) give ADK investors confidence that the Board is committed to maximizing shareholder value. Importantly, we see very little downside to making such a public announcement since the company has very few employees and is unlike to incur any business risk.
2. Publicly announce the Company has no plans to pursue acquisitions. As stated above, we believe the company has much better uses of capital than making acquisitions. We believe acquisitions are inherently risky and note that ADK shareholders have historically suffered significantly as a result of poorly conceived acquisitions.
3. Use all excess cash to repurchase common stock or preferred stock. We have illustrated above why we believe ADK's common stock is so undervalued. We also believe that ADK's publicly traded preferred stock (on which the company is current on its dividend payments) is undervalued considering it yields over 13% and has an attractive change of control provision. On a risk/reward basis, we doubt ADK has a better use of its excess cash than repurchasing either its common stock or preferred stock.
Importantly, we believe that many of the Company's other large shareholders would agree with the sentiments expressed in this letter.
We also note that several Board members personally own very little ADK stock, especially if you exclude out of the money options and warrants. In general we get concerned when individuals with very little financial incentive to act in the best interests of shareholders are given the power to determine the fate of all shareholders.
We are large and long-standing shareholders who have seen significant shareholder value destroyed over the years. We believe the path to maximizing shareholder value is clear and that the Board should act immediately to implement our plan. We are prepared to take all actions necessary to ensure that shareholders' best interests are being looked after.
Good post, and I agree. I bot more 3 times in the last few days. It should be a very strong company once the merger is completed.
Sentiment: Strong Buy
I would hope that they'd be smarter than to try something like that....it would cause an uproar by the shareholders. I don't think they'll do that as they have lots of new projects coming on line in the next year.
Sentiment: Strong Buy
I agree, I already own a ton of ETE and the other companies in the group, and I bot more ETE twice today.
Williams Cos. could owe ETE $1.48 billion if merger pact terminated.
By CASEY SMITH World Business Writer
Williams Cos. may be on the hook to Energy Transfer Equity for nearly $1.5 billion if the merger agreement between the two companies falls through, according to a disclosure filing.
The document outlining the benefits and risks of the proposed merger agreement between the two energy companies states that if the merger isn’t consummated, Williams may be required to pay ETE a termination fee of $1.48 billion or reimburse the Dallas-based business for up to $100 million of its expenses.
Williams would only owe the $1.48 billion penalty to ETE if the merger was terminated under certain circumstances. Those circumstances include:
Williams terminating the agreement to accept a better offer.
ETE terminating the agreement due to a reverse in the Williams Cos. board of directors recommendation of the merger to Williams stockholders.
ETE terminating the agreement due to Williams violating its obligation not to solicit a different takeover proposal.
The disclosure filing that contains information on the termination fees was filed with the U.S. Securities and Exchange Commission last week. The document, called a Form S-4, is an important part of the process public companies must go through when they want to merge or combine businesses.
After months of speculation, Tulsa-based Williams Cos. and ETE announced on Sept. 28 a $37.7 billion deal that would merge Williams Cos. into Energy Transfer Corp., a master limited partnership created by ETE.
The announcement was made following a vote by the Williams Cos. board of directors to approve the merger agreement and recommend the transaction to WMB stockholders.
Williams shareholders will vote on the deal in the coming months. The merger also has to be approved by the Federal Trade Commission, the Federal Energy Regulatory Commission, the Antitrust Division of the Department of Justice, and other U.S. and Canadian authorities.
The S-4’s section on termination fees and expenses also includes details on penalties that are much lower than the $1.48 billion Williams could have to pay its suitor.
There is fee of up to $100 million to reimburse all out-of-pocket fees and expenses that one party incurs in connection with the merger if the other party breaches terms of the agreement. Depending on which party conducted the breach, the $100 million could be owed by either ETE or Williams.
Under different circumstances, if Williams stockholders fail to approve the merger proposal at their upcoming special meeting, then WMB will reimburse ETE up to $50 million for all out-of-pocket expenses incurred with the deal.
As the World has previously reported, Williams Cos. already owes $428 million to Williams Partners for ending the planned consolidation of the businesses. Williams Cos. ended its deal with the master limited partnership as part of the proposed deal with ETE.
According to the S-4, Energy Transfer Equity may have to reimburse Williams for $410 million of the breakup fee WMB owes to Williams Partners.
The circumstances under which ETE would make that $410 million payment include the government not allowing the merger with Williams or Energy Transfer breaching any of agreement’s terms.
Casey Smith 918-732-8106
The abrupt departure of Energy Transfer Equity's (ETE) CFO earlier this month spooked investors, especially as it came as the company is working to acquire fellow pipeline operator Williams (WMB). Weeks later, analysts are still trying to understand how to interpret the move. Asked about Jamie Welch's departure during ETE's 4Q conference call this morning, CEO Kelcy Warren offered, "The decision was made by me that we needed to make a move and we did." ETE skids 14% to $6.20 as the quarter's results missed expectations. It's down 29% for the month and 55% for 2016.
February 17, 2016, 4:15 pm EST
Williams Reports 2015 Financial Results
TULSA, Okla.--(BUSINESS WIRE)--Williams (NYSE: WMB) today announced fourth quarter 2015 adjusted EBITDA of $1.07 billion, a $212 million, or 25 percent increase from fourth quarter 2014. For the year, the company reported adjusted EBITDA of $4.1 billion, an increase of $751 million, or 22 percent, from full-year 2014. The increases in both periods were driven primarily by Williams Partners’ adjusted EBITDA, which increased $215 million in the quarter and $848 million in the year.
The billionaire founder of $18 billion Appaloosa Management bought 5.1 million shares of Energy Transfer Partners worth $173.5 million as of Dec. 31, and 9.4 million shares of Kinder Morgan Inc. with a market value of $140.9 million, according to a regulatory filing Friday. Appaloosa also bought 5.9 million shares of the Alerian MLP Exchange Traded Fund, which holds stocks of companies that earn cash from the transportation, storage and processing of energy commodities.
Sentiment: Strong Buy
Probably not a big deal, but better than a downgrade.
Ford Equity Research upgrades ENERGY TRANSFER EQUITY LP from HOLD to STRONG BUY. Investars Analyst Actions - private 02/06/2016
Ford Equity Research downgrades SPECTRA ENERGY CORP from HOLD to SELL. Investars Analyst Actions - private 02/06/2016
Trading Central upgrades SPECTRA ENERGY PARTNERS LP from SELL to NEUTRAL. Investars Analyst Actions - public 02/06/2016
Sentiment: Strong Buy
Quite a bit of selling today for some reason. I noticed that the insiders bot quite a bit at of the offering at 2.18, so I bot some more at 1.99 today. I hope the stock comes back for us.