Summary of Steel Connect $STCN - Draft Proxy for Annual Meeting
1. Virtual Annual Meeting, July 26, 12pm – link below. 2. Board met 16 times (vs 7 for last 3 years) during 2020 to upgrade both CEOs, take EBITDA to $87mm and FCF to $60mm, and prepare offer to buy 100% of $STCN. 3. Nominate 3 Directors (Fenton, Wald – both legacy, and Simril – new & on Special Committee). 4. Proposing 1 for 10 stock split, so if you own 1,000 shares at $2.14 each, you would get 100 shares worth $21.40 each = no change in total value. Total shares outstanding goes from 63mm to 6.3mm.
Why would they propose this? 1. Fractional shares and sub-10 shares cashed out. Effectively using company cash to buyback $STCN at current price, rather than $SPLP buying at a premium. 2. Makes a take-over more look attractive at $30-50 per share vs. $3.00-5.00 per share. 3. Buyout could be using $SPLP PFD stock, which trades at $22.86 (6.6% yield), where they could offer 1-2 PFD shares for STCN common. 4. $SPLP owns 42.3mm of 87.45mm (48.5%). Repurchase through split gets SPLP closer to 50%. 5. Updated buyout offer or other strategic review updates could come before or after annual meeting. 5. Stock trying to break through 3-month high of $2.21, to previous high of $2.90!! 6. $SPLP Annual Meeting this Wed, June 9 at 12pm.
so if SPLP makes $2.52 a share for the next 4 quarters we should see $100+ a share... assuming just a 10 p/e with a 15 p/e would be $150 A share
M
We believe the combination of SPLP and STCN (55% owned today), with ~$2.5 billion of NOLs, ~$350-400mm in EBITDA and ~$250-300mm in FCF could be the largest and most valuable public NOL platform in the world.
Back at all-time high of $42. Buybacks continue and SPLP making lots of moves. Likely taking over AJRD board in May and have liquid $200mm investment, or option to roll it into next deal. Making moves at STCN today by extinguishing all debt at sub IWCO and preparing for tender to buy rest of STCN with $2.2B in NOLs. STCN up 23% on big volume.
The switch to in-kind with cash-in-lieu for partial shares for the mid-June 2020 distribution of the Series A caused a problem at some brokers with holders not receiving the full dividend amount ... folks might want to check accounts to see if the cash part is correct...
Neutral
A
Made $0.79 profit last quarter on $330 mil revenues... trading at $345 mil market cap... This company should be 4x it's current value
B
Someone playing with SPLP last trades are allways 100 shares or lower trying to manulate then accumalates more Book value $12 -$15.Most undervalued stock, I have ever seen Web financial worth $10 +.Keep watching someone trying to buy large volume but no sales!HOLDING price down,maybe Steel trying taking it private!!
Bullish
G
il take 50.00 gotta love the L man hes a arbitrage guy on buying cos ..and changing direction or spin offs ..long term hold plus prefered stock a gift
Y
Steel Partners Holdings L.P reached an all time high at 44.56
G
like the dividend and L man hes a money man..hold nice safe play
J
Anyone sees the q report? Adjusted income is actually negative?
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m
Is it possible that insiders who hold both STCN and SPLP are selling STCN and buying SPLP with the freed up cash? Under the assumption that such a lowball offer would be a bigger benefit to SPLP holders than STCN? A 50% move for STCN but a 100%+ move for SPLP. As someone said, Gabelli holds both. So he might go for this. This would explain why over the last week, SPLP and STCN have been trading in different directions - SPLP up and STCN down. Over the last week , STCN went from $2.20 to $2.01 while SPLP went from $27 to $30.50. In the las two days alone, STCN is down 10% while SPLP is up 10%! Enquiring mind want to know -------
A
2x revenue is $141 per share.... 15 p/e could be $150
F
any reasons for the bullish trend?
B
Someones playing with splp .In splp presentation yesterday,it shows value of SPLP is $33+a share. Now look at STCN[MLNK} 3/15/18 quarterly sec filing shows STCN earned $1.11 a share. no annoucement,WHY!!
1. Virtual Annual Meeting, July 26, 12pm – link below.
2. Board met 16 times (vs 7 for last 3 years) during 2020 to upgrade both CEOs, take EBITDA to $87mm and FCF to $60mm, and prepare offer to buy 100% of $STCN.
3. Nominate 3 Directors (Fenton, Wald – both legacy, and Simril – new & on Special Committee).
4. Proposing 1 for 10 stock split, so if you own 1,000 shares at $2.14 each, you would get 100 shares worth $21.40 each = no change in total value. Total shares outstanding goes from 63mm to 6.3mm.
Why would they propose this?
1. Fractional shares and sub-10 shares cashed out. Effectively using company cash to buyback $STCN at current price, rather than $SPLP buying at a premium.
2. Makes a take-over more look attractive at $30-50 per share vs. $3.00-5.00 per share.
3. Buyout could be using $SPLP PFD stock, which trades at $22.86 (6.6% yield), where they could offer 1-2 PFD shares for STCN common.
4. $SPLP owns 42.3mm of 87.45mm (48.5%). Repurchase through split gets SPLP closer to 50%.
5. Updated buyout offer or other strategic review updates could come before or after annual meeting.
5. Stock trying to break through 3-month high of $2.21, to previous high of $2.90!!
6. $SPLP Annual Meeting this Wed, June 9 at 12pm.
https://www.sec.gov/Archives/edgar/data/914712/000121390021031049/pre14a_steelconnectinc.htm
www.virtualshareholdermeeting.com/STCN2020
www.virtualshareholdermeeting.com/SPLP2021
https://www.hillandaleadvisors.com/bestideas
Updates here: https://www.hillandaleadvisors.com/news