# Friday, October 10, 2008
Spanish Broadcasting System Inc. (NDAQ: SBSA) shares have fallen over 80 percent since the summer began and is now in danger of being delisted from the Nasdaq. Once in the spotlight thanks to a quickly growing Spanish market, Spanish broadcasting firms are quickly losing ground thanks to the economic slowdown and advertising weakness. Analyst downgrades citing weak momentum with no upturn yet in sight hasn't helped the cause either.

Spanish Broadcasting shares have fell from a high of $20 per share in 1999 to just $0.24 right now. In the meantime, at least one activist shareholder has been trying to unlock value. Discovery Group has insisted that the company form a special committee to explore strategic alternatives, including a going-private transaction, sale to a strategic party, or at least the adoption of modern corporate governance practices.

Investors believe that Spanish Broadcasting may hold a number of properties that large media channels may be interested in acquiring. The company enjoys market leadership position, operating in a highly attractive geographic market and is situated in the most promising media genre. However, CEO Alacron has refused to entertain any offers that would involve him relinquishing control of the company. This includes offers that have already been made at a substantial premium.

According to a letter sent months ago:
"We now know this claim to be justified because we have direct knowledge of an important public media company (“XYZ”) that is interested in a potential transaction that could yield a substantial premium to the current SBSA stock price, yet Mr. Alarcon refuses to engage in an evaluation of this opportunity. During a meeting with Mr. Alarcon in December 2007 members of our firm presented the rationale for a combination with XYZ, to which SBSA would bring great strategic value and substantial, immediate cost synergies. Mr. Alarcon concurred with the analysis and suggested that we get the reaction of XYZ’s management to the idea.

"Our team met in January 2008 with XYZ’s Chairman/Chief Executive Officer and its Chief Financial Officer. We communicated to Mr. Alarcon that the XYZ officials were very enthused about the possible combination and wish to engage in a further dialogue directly with Mr. Alarcon. Mr. Alarcon is also in possession of detailed materials prepared by Discovery that outline a proposed structure for this transaction which yields a premium in excess of 100% to SBSA shareholders.

"Suddenly and without explanation, Mr. Alarcon refuses to discuss this opportunity. While Mr. Alarcon’s change in posture is consistent with his industry reputation, it is surprising nonetheless. Mr. Alarcon’s resistance in this case cannot be attributed to valuation because the proposed structure gives him the option to either remain invested or liquidate his shares. Rather, it appears that Mr. Alarcon fears a loss of control. That fear is interfering with Mr. Alarcon’s ability to act in the interest of all shareholders."
It is clear that there is a lot of value that can be unlocked if Discovery Group can successfully pressure Spanish Broadcasting into at least entertaining such offers. Moreover, a simple move to modernize governance practices would enable shareholders to more forcefully make demands designed to maximize value. In the end, this is a valuable company being held back by a poor management team, but Discovery Group aims to change all that.

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Friday, October 10, 2008 3:48:38 PM UTC  #     |  Trackback
# Wednesday, October 08, 2008
Brooks Automation (NDAQ: BRKS) shares jumped higher after a large holder demanded that the company commit to an immediate and continuing substantial share repurchase program. The request was initially made by activist investor David Nierenberg on October 6th in a letter addressed to chief executive Robert Lepofsky. The letter called on the company to utilize free cash over the next three or four years to fund an aggressive share buyback program.

Nierenberg believes that Brooks has, and can generate, sufficient cash over the next three or four years to both fund an aggressive share repurchase program, which would nearly halve their share count relative to Brooks' 77 million shares before their first repurchase, and enable Brooks to roughly double its revenues relativel to their current revenue run rate, through organic growth and acquisitions. The activist urged them to act now while the share price is weak.

The program will enable Brooks to grow their earnings per share and increase return on invested capital by actively managing three variables: revenue growth, costs, and capital expenditures. Similar long-term programs have been used to successfully build shareholder value at Teledyne from 1972 to 1984, and for decades at Loews Corporation and Washington Post. At Teledyne the repurchase program enabled it to increase EPS nearly six times faster than net income.

Finally, Nierenberg provided an example: If Brooks were to repurchase 26 million shares at a hypothetical average price of $10 per share over the next several years, it would only require $260 million, which leaves $198.4 to $318.0 million for acquisitions in the future. The result would be a share price for Brooks of between $26.40 and $44.25 a piece at 15x earnings. Meanwhile, if money is tight, the company can monetize all of their real estate.

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Wednesday, October 08, 2008 4:34:07 PM UTC  #     |  Trackback
# Tuesday, October 07, 2008
INX Inc. (NDAQ: INXI) shares fell today after the company released news relating to its order book. The order book increased 47%  with September bookings increasing by 17% in total while the last two weeks saw bookings jump by 33% in total. However, this strong growth was met by concerns that orders may slow as the economy weakens.

INX noted, "While demand by customers has been healthy right up through the last two weeks of September, our sales staff are indicating that some customers are delaying moving forward with some large projects, and it is logical that the uncertainty of the last several weeks will cause some enterprise organizations to delay cap-ex expenditure projects."

INX is a provider of IP networked based solutions for enterprise-class organizations, such as corporations, schools and federal, state and local governmental agencies. The company's solutions consist of network infrastructure, IP voice and video communications systems, wireless network connectivity, network storage solutions, data center, and network and data security.

Shares of INX are down $0.29, or 4.61%, to $6.00 per share.

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Tuesday, October 07, 2008 6:41:49 PM UTC  #     |  Trackback