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Don’t Hold Current Managment Responsible For The Sins of The Prior One

First, I have respect for Jeff Matthews and link to his stuff often, but this time, he misses…

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Matthews writes:

The poster child of poor capital management might just be Borders Group.

Borders, which runs one of our favorite book stores in the country (Union Square in San Francisco) and goes by the ticker BGP, is the now-beleaguered bookseller spun out of K-mart long ago in happier times.

Borders is also one of those companies that so desperately wanted to make Wall Street’s Finest happy—not to mention its own shareholders—that it spent all its cash, and more, to buy back stock.

“Returning value to shareholders,” it was called back in February 2005, when Borders management proudly announced a $250 million share repurchase plan, and the stock price was $25.

Wall Street’s Finest were, of course, delighted, and the company received the kind of “attaboys” that caused a long list of management teams to pursue the greatest value-destroying fad in American business history. In this case, it crippled a once wonderful chain of bookstores:

“The stock’s cheap, in our opinion, and the company seems to agree,” [hedge fund manager Bill] Ackman said last week at the Value Investing Congress in New York. Borders…has “one of the most aggressive share-repurchase programs I’ve ever seen.”

—Bloomberg LP, November 2006

In the end, of course, that repurchase program was far too aggressive.

Five years ago Borders had a $1.9 billion market value and more cash than debt on its books. Today, Borders has a $50 million market value (yes, that’s right, $50 million) and more debt than cash. Like, $525 million in debt against $38 million in cash.

Oh, and the stock’s current price? $1.00 a share.

“Returning value to shareholders?” No. “Mortgaging the future,” at best. “Destroying the company,” at worst.

What Matthew fails to acknowledge is that current CEO George Jones has only been a the company since July 2006. Jones’ first act as CEO was to take back control of the Borders.com site from Amazon (AMZN). The site now has nearly 30 million rewards members. Second he outlined the new concept stores Borders is building that are the companies most profitable. He then said he was going to lower the chains inventory levels and reduce its huge debt load and both are down 30% and 40% respectively.

Now, we all know retail turnarounds take time and that time is painfully exacerbated in a recession and credit crunch like we are seeing. But we need to be clear that Jones has the company cash flow positive, has reduced debt and his vision for the new concept stores is a success.

Here is a podcast Jones did in July 2007 after his plan was announced.

A recent Credit Suisse research report backs this by saying:

The improvement we have seen in just the last few months is very encouraging, and perhaps in a better macro environment, could make an interesting story. However, in an environment where the comparable-store-sales declines are worsening, its gap with its No. 1 competitor is widening, in a retail segment on the decline and shifting to other channels, and with technology threatening to change the business even further, we see limited upside from current operating levels and remain cautious on the stock.

Overall, we believe Borders management deserves credit for the progress it has made. In the midst of a challenging macro environment, the company has managed to cut costs without destroying the bottom line, has sold off business lines to focus on the U.S., and has positioned the company to survive.

Results for the third quarter, while worse than expected, showed lower expenses as promised, improved gross margins absent the fixed-cost deleverage from lower sales, better management of promotions, a significant reduction in debt, and much improved cash flow. The company also upped its cost savings target by $20 million to $140 million.

If we look further, I think someone would be very hard pressed to find a retailer who’s share sit today higher than they did in mid 2006 when Jones took over. Not Target (TGT), Macy’s (M), JC Penny (JCP), Home Depot (HD), Lowes (LOW), Sears Holdings (SHLD), Barnes & Noble (BKS) or scores of others sit today higher than they did them.

Were the actions of previous management ill planned? Yes. But let’s be clear that current management is doing the right things to fix those mistakes..


Disclosure (“none” means no position):Long BGP, WMT, SHLD, none
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Dow Chemical Finalizes Kuwait JV

Dow will still receive $9 billion from the JV which means the Rohm & Haas (ROH) deal can still proceed without additional financing from Dow (DOW). $

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The Dow Chemical Company (Dow) (NYSE: DOW – News) and Petrochemical Industries Company (PIC), a wholly owned subsidiary of Kuwait Petroleum Corporation (KPC), today announced that they have signed the Joint Venture Formation Agreement and other key definitive agreements regarding the formation of K-Dow Petrochemicals, a 50:50 joint venture that will be the leading global supplier of petrochemicals and plastics.

It is expected that the new company will begin operations no later than January 1, 2009, with closing on that date as articulated in the December 13, 2007 MOU announcement.

K-Dow will be a leading global supplier of essential petrochemicals and plastics and will manufacture and market polyethylene, ethyleneamines, ethanolamines, polypropylene and polycarbonate, and will also license polypropylene technology and market related catalysts.

“The signing of these documents is the critical step in the formation of K-Dow, which will immediately become a leading petrochemicals supplier globally,” said Andrew N. Liveris, Dow chairman and chief executive officer. “The formation of K-Dow Petrochemicals will be a critical milestone in Dow’s transformation into an earnings growth company. This is a giant step in our strategy of growing our Basics businesses through joint ventures, reducing our capital intensity, and freeing up $9 billion in pre-tax cash proceeds to invest in our Performance businesses. We have effectively set the stage for our next major landmark – completing the proposed acquisition of Rohm and Haas in early 2009.”

“I am very pleased with the outcome of our due diligence and thorough preparation to launch K-Dow Petrochemicals. The K-Dow joint venture will not only diversify Kuwait’s national economy, but it will also position Kuwait as a leader on the global business stage,” said Maha Mulla Hussain, Chairman and Managing Director of PIC. “Through the K-Dow joint venture, PIC, in pursuit of its long term strategy, will enter a new arena of petrochemical products based on leading global technologies. This represents the best option for PIC to achieve a leading position in petrochemicals and to optimize growth between our connecting businesses of oil refining and basic petrochemicals while building on our long-standing, positive relationship with Dow.”

The total enterprise value of the Dow businesses going into K-Dow is approximately $17.4 billion. This equates to $8.72 billion for each shareholder. The final proceeds of the transaction include usual adjustments of $1.2 billion, related to working capital and net debt.

Upon closing of the transaction, each shareholder plans to receive a $1.5 billion special cash distribution, paid by K-Dow.

The gross payment by PIC is expected to be approximately $7.5 billion, with the net payment of $6 billion, including the special cash distribution from K-Dow.

Dow expects to receive $9 billion in total pre-tax proceeds related to the transaction. These proceeds include the special cash distribution from K-Dow of $1.5 billion.

Dow and PIC also announced today that two of their existing 50:50 joint ventures will be moved into K-Dow: MEGlobal, a world leader in ethylene glycol, and Equipolymers, a supplier of PET resins. K-Dow will have estimated sales of $11 billion and with the addition of MEGlobal and Equipolymers the total annual revenue of K-Dow will be $15 billion.

The K-Dow transaction has received regulatory approvals from the U.S. Federal Trade Commission and the European Commission, and also received clearance from the U.S. Committee on Foreign Investment in the United States (CFIUS), but remains subject to customary closing conditions.


Disclosure (“none” means no position):Long DOW, ROH
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Francis Chou 2006-2008 (video)

Here are three video’s with Francis Chou. The dates range from 2006-2008.

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2006

2007

2008


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Gates Picks Up 1.9 Million More AutoNation Shares

As bad as things look for auto dealers’s, AutoNation (AN) is picking up large market share gains presently.

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Through 4 transactions of Cascade Investments and the Bill & Melinda Gates Foundation, Bill Gates has brought his total holdsing in AutoNation (AN) to 20.5 million shares or 11.7% of the outstanding total.

He and Sears Holdings (SHLD) Eddie Lampert now hold a combined 57% of the outstanding shares.


Disclosure (“none” means no position):Long SHLD, AN
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Monday’s Links

Cuban, 2 for 1, Twitter, Do not Sell

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– Calling out the SEC

Beating the MSM

Hysterical

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Prem Watsa Talks About Ben Graham (video)

Fairfax Financials (FFH) Watsa has gotten quite a bit of press lately. Here he is giving a talk at the Ben Graham Center for Value Investing.

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Roubini Still Pessimistic (video0

From Bloomberg Europe..

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Part 1

Part 2


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Schiller: Crisis May Last "Years and Years" (video)

This is a good speech by Schiller and worth watching..

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Part 1: Why is this a surprise and why did this happen?

Part 2: We thought “buying a house anywhere was a good investment”

Part 3: Solutions….


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GMO’s Jeremy Grantham Investor’s Letter Pt. 2

Part 2 is titled “Silver Linings and Lesson’s Learned”

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GMO’s Jeremy Grantham Investor Letter Pt. 1

The title of this part is “Reaping the Whirlwind”.

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Friday’s Links

Thank you, Ackman, CNN, Citi Field

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– Thank you for the mention

– A good take on the General Growth Properties investment

– Why watching the MSM is no way to learn about the crisis..

– Not bad, $400 million of tax dollars to name the Mets new stadium…


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Fairholme’s Bruce Berkowitz Press Conference

This is truly great stuff. Mr. Berkowitz talks about Lampert & Sears (SHLD), the current economy, the case for HMO’s and defense companies and more. This is one of the best one of these I have ever heard.

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Charlie Brown Thanksgiving… (video)

Here is the full video..

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Borders and Pershing…..A Very Interesting Idea

Still have not listened to the earnings call yet but will get to it. Had to go pick up the 34lb. turkey for tomorrow. Anyway, had this great idea emailed to me today from JB..

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“What would happen if Pershing Square guaranteed all of Borders (BGP) debt (maybe for a small fee). The stock would skyrocket wouldn’t it? The reason the stock has been hammered in addition to the slowing consumer/macro environment is b/c of the heavy debt load. Eliminating a major concern should get the equity moving significantly. Keep in mind that all of BGP’s debt is a credit facility with no restrictive covenants until they are 90% borrowed…Considering they have $518mm of an available $1,125mm outstanding it seems awfully flexible in this environment.

Why would Pershing square do this? Well I doubt that they believe that BGP will default on this debt and they would benefit from both a small fee on the guarantee as well as a significant appreciation in their equity holdings. It’s not as if BGP management will stop managing the business prudently and they likely will continue to pull as much costs out of the business as possible and pay down debt on a continuing basis.”

I can’t poke a hole in this…anyone have any comments?


Disclosure (“none” means no position):Long BGP
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Citigroup CEO Vikrim Pandit on Charlie Rose (video)

Citi (C) CEO Pandit…..don’t know. I do know this. I am glad I no longer own shares. Listening to him I just get the feeling this is not over yet..

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