I will be voting against ALL of them who have been associated with this company and perpetuate the "whatever Hamo wants, Hamo gets" attitude. Then again, will my votes, or any others that don't tow the company line, get counted? Remember when Saddam Hussein and others like him have had "elections"? I think it was claimed in his last "election", Saddam got everyone's vote in the country except 4 or 5 people, when results were announced by the govt. There are legalized scams going on all the time, all over the world, running parallel to those which have been pronounced as "illegal" by the power structures in control. All considered from what we've seen over the last year, I'd have to opine that NRF is leaning toward the "legalized (borderline) scam" category. One place where they have to tread lightly is not to get caught in a breach of fiduciary duty to shareholders that dar indicated he might be going after them on. This can be one of those sticky things to prove given "judicial interpretation" (another scam in itself, depending on which political party/interest the judge(s) is owned by), of the various laws. This is why scammers on both the legal and illegal sides have legal TEAMS. What a pretty picture! Welcome to Wall St, USA!
Their late filings apparently don't go unnoticed! So, what's their ultimate plan here? Steal as much as possible until the cow runs out of milk, then sell the bones off to another REIT (or private equity) with their golden parachutes intact? It looks like they can steal 10's of millions, then, in Hamo's case alone, he gets the $50 million severance package going out the door. Knowing the way Wall St and the SEC run, I suppose it's possible to 'legally" steal hundreds of millions, get "caught" by the SEC for violating some minor rule along the way, and get fined a couple million, if not just $50K . As we all witnessed in the last Wall St financial debacle, FAR bigger these NRF scoundrels (can't use the F word here) could ever do, what happened after they nearly ran the entire country into the ground?
I just took a quick look at the 4/29 10K and can summarize (Americans love slogans!) the new management compensation package which has abated somewhat, but not enough: "Pennies for the peons and gold for the gurus". Looks like if Hamo were to get kicked out for no "good reason" he gets about a $50 million package in severance. Dar, have you cleaned up the spot on the rug where you barfed after reading it all? Wonder where the market will go with this next week?
Oh, I must not forget this paragraph:
2015 Say-on-Pay Vote
At our 2015 annual meeting, a non-binding, advisory resolution approving the compensation paid to our named executive officers, as disclosed in our proxy statement for our 2015 annual meeting, including the Compensation Discussion and Analysis, compensation tables and narrative discussions, was approved by our stockholders. As our 2015 annual meeting occurred after we had established the structure of our executive compensation for 2015, the Compensation Committee did not consider the voting results on this resolution in determining compensation policies and decisions for 2015. However, the Compensation Committee did consider the voting results in connection with the decisions it made in structuring our executive compensation programs for 2016, as well as feedback from our stockholders, each of which influenced the meaningful changes highlighted above.
" .....a non-binding, advisory resolution". So, who again runs this company? Does the peon vote (shareholders) mean anything? Apparently not.
Re proxy deadline: Knowing how HamoCo (AKA NRF) operates, it wouldn't surprise me if they announced a 1 cent div increase OR, perhaps another PR mid week announcing something that the market would view as positive. THEN, with everyone in a good mood, the late Friday filing would spring the new compensation package. The HOPED for reaction would have shareholders saying, oh well, they DID give us more money and things are looking up, so ...well....OK, we'll give 'em a pass this time. $100 million compensation is not so bad; especially if we get another whole PENNY next time! Go Hamo! We love you again, and are so, so sorry we ever doubted you!
Re buybacks. This is from a Bloomberg article dated Mar 24, 2015: "Buybacks, which reached a monthly record in February and have surged so much they make up about 2 percent of daily volume, are customarily suspended during the five weeks before companies report quarterly results, according to Goldman Sachs Group Inc. With the busiest part of first-quarter earnings seasons beginning in April, the blackout is getting started now."
With earnings coming up on May 3, it's doubtful they would have been buying any time in April. Then again, in another article I found on "The Intercept" dated Aug 13, 2015: "The Securities and Exchange Commission has admitted that it has no ability to enforce the main rule intended to prevent market manipulation when companies buy back their own stock, and has no intention to do so. SEC Chair Mary Jo White made the acknowledgement in a response to Sen. Tammy Baldwin, D-Wisc., who queried the agency about stock buybacks."
OK then, where does THAT comment leave the status of company buybacks? Of course, we all know that no Wall St CEO would ever think of putting his own interests ahead of shareholders, so I'm sure this "rule" is
rkym.. I think management DOES know how to increase shareholder value; we all do! It's called stop stealing the f-n company with over the top overcompensation! They had a good thing going here, acquiring many assets during the last financial debacle, but the emphasis is always on enriching themselves, with s'holders getting just enough to stay invested. Unfortunately, they got too greedy, too fast, and here we are. My guess is they're probably trying to come up with one option on how to steal the most with a "graceful" exit out the door, with advice from the firms they hired, on how to do it "legally" and minimize s'holder lawsuits.
Considering that NRF/NSAM insiders own a lot of NSAM, could it now be time to buy some in anticipation of a run up in sp when they determine the possible new relationship between NRF and the other 2? Knowing how greedy management is, I can't see them allowing all their NSAM stock to wallow in the mud by coming up with a solution to the, shall we say, FOULED up spin off (spin ooops?) problem that we've been living with for the last year or so. Does anyone see a situation where NSAM might do a fast take off if a viable solution to the dilemma is proposed?
OK Dar, but how much can they really buy back before the end of the quarter? I figure about $8.2mm worth because they have only 5 more trading days this quarter (starting tomorrow), at 25% of daily volume max. According to google figures that's about 143K/day=715K total shares at say $11.50 average. Not much thanks to the late filing! If my figures are correct ( I know you will check them!), will this amount to much more than a fart in a gale of wind? From today's action it looks like the stink has settled over all 3 companies.
Here we go again: Move an NRF company (NRE) to another continent with a more straightforward, easier to understand company, and down we go after good earnings. Is it the overall STINK factor passed down from the parent, or market worries about possible repercussion for any associated NSAM uncertainty? Maybe the market is reacting to the portfolio valuation by Cushman & Wakefield. Articles like this, from 2012 don't help: " Cushman & Wakefield Inc. and Credit Suisse Group AG were sued by developer Tim Blixseth, the founder of the luxury Yellowstone Club resort in Montana, who seeks $2 billion in damages that he says were caused by fraudulent property appraisals."
When you see the phrase "fraudulent property appraisals" are you more, or less likely to say "...hmmmm, yes, that sounds like something our NRF team might pay for". Also, I heard the term "shareholder value" about 3X yesterday on the CC, and we know how THAT'S worked out on NRF/NSAM!
Also, NRF is basically going nowhere so far this month despite the buy back which may or may not be taking place. If it IS taking place to any substantive extent, where would we be without it? And, assuming it ends in 5 more trading days this month, how far will we drop in April? One last thing: Since my post a week ago asking if anyone can come up with ANYTHING management has done/said since earnings release to increase shareholder confidence, I haven't heard it, CC or otherwise.
In a letter to Hamo today re the new NSAM plan to act in the interest of shareholders (where have we heard that one before?), Johnathan Litt of L&B wrote:
The credibility of the NSAM Board is bankrupt. The announcement this morning that the existing Board has now formed a different special committee of “three independent directors” is farcical. Were any or all of these directors part of the Boards of NRF and NSAM that saw fit to pay you north of $70mm in FY 2014? Were these “independent directors” supportive of the egregious change of control and termination payments of up to $390 million for senior management?
Jonathan Litt is da man! THANKS for saying what has needed to be said for many months now!
Ok, the buyback window is about 2/3 closed now, and we continue to head down. NRF closed 3/1 at $12.65, and we must not forget to profusely thank Hamo for the generous dividend of 0.40 he gave us. That said, we closed today 10 cents lower at $12.55. IF, and that's a big if, they are indeed buying back, where would we be without the buyback? Depending on the last 8 trading days action coming up, I may dump half or all my position, hoping to buy back about a month later after the potential carnage where there can be no buy back in place to support the stock. Back to 9 or 8 range? The stink seems to continue to linger here. Can someone tell me anything management has done since earnings came out to alleviate investor concerns? There are still no management buying Form 4's.
Hmmm, April 1 dividend payment from our "friend" Hamo. Could that date have some significance as to his opinion of his shareholders?
I don't know guys, but this thing (NRF) is looking scam-ier by the day. If there's a buyback in place, why are we going down again? If shorts are doing this in the face of an alleged buyback, they obviously think there's a long way to go down, especially when the alleged buyback has to end 11 trading days from now (markets closed on GF). NRF SP on 3/1 was $12.81, so with the alleged buyback in place we're down to $12.55 (11:27AM). With 5.4MM average shares traded per day per google, and the company can buyback up to 25% of that, that's 1.35MM shares per day MAX. OK, that's $17.55mm/day with the SP at $13.00 X 11 days left = $193MM MAX more that can be purchased. If the company's hands are tied now due to the NSAM/etc recombine effort, or whatever else they may try, we could be headed back to $8-9 range especially after the quarter ends and their can be no buybacks. Also, the other elephant in the room is there have been no Form 4's from anyone in management indicating a market BUY. All we're seeing is the freebies. Does anyone see ANY evidence that the company "gets it" and is going to actually do anything for shareholders? I'm rapidly approaching the dump half or all my shares point, especially if it keeps going down.
Very strange indeed! With that kind of short volume, that would indicate that there were few/no buy backs yesterday. If NRF can buy up to 25% of the day's volume. How can 83% be short? That begs the question from a few days ago re the possibility that they can't buy back until the pending issues with recombo with NSAM or other proposed changes are settled. Today, with NRF up big, did shorts just get caught up in the overall market upswing and are covering, or will they, once again, resume the attack if there is no buyback going on. The company really can't afford to wait until if and when the price drops much more because the buyback will run out of time at the end of the quarter in 20 days. More mystery, more uncertainty, coupled with the additional recent Form 4 STINK, and where does that leave us? Maybe another heads they win, tails we lose.
Soooo , is it finally time to admit we are being had by company crooks and sell ALL NRF run companies? Bernie Sanders sure has these Wall St 1%'ers pegged! NRF was supposed to be a big part of my retirement income. For the last 8+ months it's been watch Hamo and Co walk off with it.
Wow, down 5% despite buyback. Looks like NOBODY wants this stock now after the latest round of management's share rip off's. Can't wait to vote NO on everyone who allowed this to happen in the May elections of board members, etc.
With the big SP drop going on this afternoon, I wonder if our hard working leaders quit doing buybacks early to get out of town for the weekend and enjoy some of their not-so-hard-earned bonus money. Down 30 cents and sinking fast at 2:54PM.
OK, we now have the latest NRF/NSAM earnings filings plus the NRE appraisal. A new factor, other than the continuing "stink factor" has to be ascribed to this situation: The "X" factor, for want of a more descriptive name. This factor is the question of what's going to be the final solu... (oh wait, I don't want to go there) final outcome of the NRF/NSAM re-combo, or whatever they plan? We know they're back to handing out robber shares, and sneaky filings. Everything here seems to continue to border on the illegal, but so far has not gone over the line, from what we can see. Let's just call it unethical. Will this be rinse and repeat? Hand out more big bonuses, watch the SP drop, lower the div again after selling off more assets, etc, until the company is effectively stolen "legally". The big question: Are we left with a reliable investment here or have they forced us to treat it as a trading stock only. Most of us are here for income over the long haul. Have we reached the point yet where this is no longer possible? Maybe the upcoming SH meeting in May(?) and the final vote counts will be the answer.