Hielko Posted April 3, 2013 Share Posted April 3, 2013 http://biz.yahoo.com/e/130402/sodi8-k.html Pursuant to the Agreement, the Company settled and satisfied all of FDEP's claims related to the Confirmed Plan, the Consent Judgment, the Amended Consent Judgment, the Riviera Beach Escrow Account and the Port Salerno Escrow Account with the payment to FDEP of the total sum of $165,000. This payment included the transfer of the remaining funds in the Port Salerno Escrow Account, plus the payment by the Company of an additional sum to reach the total settlement amount of $165,000. On Friday, March 29, 2013, the Escrow Agent for the Port Salerno Site Escrow Account transferred the balance of the funds in that account to FDEP. In addition, on March 29, 2013, the Company wired the sum of $107,079.87, representing the balance of funds owed by the Company under the Agreement. In return for the receipt of said funds, the Agreement provides for mutual releases among the parties. The Company has no further obligations to FDEP under the Confirmed Plan, the Consent Judgment, the Amended Consent Judgment, the Riviera Beach Escrow Account and the Port Salerno Escrow Account. Link to comment Share on other sites More sharing options...
ragnarisapirate Posted April 3, 2013 Author Share Posted April 3, 2013 http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=9201915-755-9707&type=sect&dcn=0001213900-13-001603 Solitron is out from under the EPA agreement! This was very visible, but now is one less layer of the onion to pull off... This will give the company a ton of flexibility in the near future, methinks... Link to comment Share on other sites More sharing options...
Hielko Posted April 9, 2013 Share Posted April 9, 2013 And more news from Solitron: http://www.sec.gov/Archives/edgar/data/91668/000121390013001700/f8k040313_solitron.htm On April 3, 2013, Solitron Devices, Inc. (the "Company") entered into a Settlement Agreement (the "Agreement") with the City of Riviera Beach (the "City"). In connection with the Company's bankruptcy, in the early 1990s, the United States Bankruptcy Court for the Southern District of Florida approved a payment by the Company to the City in the aggregate of $204,166.67 to be paid in quarterly payments of $1,046.49 (the "Installment Payment Obligation"). The Company began making the quarterly payments on June 30, 1995. As of the date of the Agreement, the Company's outstanding balance on the Installment Payment Obligation was $133,599.88. Pursuant to the Agreement, the Company has paid the City a lump sum payment of $82,000 in full and final satisfaction of the Installment Payment Obligation. Link to comment Share on other sites More sharing options...
writser Posted June 18, 2013 Share Posted June 18, 2013 Today is the AGM. I read on Oddballstocks blog that he is going, any other board members as well? Unfortunately I cannot come. It would be really appreciated if somebody writes a small recap of the AGM afterwards. On a sidenote, I am wondering how many shares the online community roughly represents together. We could put up a poll somewhere if people do not want to disclose. I own a very modest chunk, approx 5k shares. Link to comment Share on other sites More sharing options...
oddballstocks Posted June 18, 2013 Share Posted June 18, 2013 Today is the AGM. I read on Oddballstocks blog that he is going, any other board members as well? Unfortunately I cannot come. It would be really appreciated if somebody writes a small recap of the AGM afterwards. On a sidenote, I am wondering how many shares the online community roughly represents together. We could put up a poll somewhere if people do not want to disclose. I own a very modest chunk, approx 5k shares. Sitting in the Starbucks across the street from the Suntrust building in Miami where the annual meeting is going to be held in less than an hour. I know Ragnar is attending as well, anyone else? On a side note downtown Miami is a but of a dump, never been here and surprised, not what I expected for a big city like this. Link to comment Share on other sites More sharing options...
oddballstocks Posted June 19, 2013 Share Posted June 19, 2013 I'm replying to myself, but anyways…I wrote up my experience and thoughts from the meeting. http://www.oddballstocks.com/2013/06/the-solitron-devices-first-in-decades.html Most value was meeting and talking to other shareholders for sure. Link to comment Share on other sites More sharing options...
Hielko Posted June 19, 2013 Share Posted June 19, 2013 Thanks for writing down the questions and your observations. Link to comment Share on other sites More sharing options...
writser Posted June 19, 2013 Share Posted June 19, 2013 Yeah, great stuff. Thanks a lot. Looks like the meeting was kind of in line with what I expected (but not with what I hoped). Link to comment Share on other sites More sharing options...
Sunrider Posted June 19, 2013 Share Posted June 19, 2013 I'm replying to myself, but anyways…I wrote up my experience and thoughts from the meeting. http://www.oddballstocks.com/2013/06/the-solitron-devices-first-in-decades.html Most value was meeting and talking to other shareholders for sure. Whilst not a shareholder, I much appreciated the information. Thank you. Link to comment Share on other sites More sharing options...
racemize Posted June 19, 2013 Share Posted June 19, 2013 interesting read--I'm not involved at all, but are you still going to keep the shares? It seems like nothing is really going to change? Link to comment Share on other sites More sharing options...
oddballstocks Posted June 20, 2013 Share Posted June 20, 2013 interesting read--I'm not involved at all, but are you still going to keep the shares? It seems like nothing is really going to change? Not really sure I follow the logic here. We found a very undervalued sleepy company, threw out two directors and have put the company on watch. The company also executed a buyback at the urging of shareholders, the stock is up 50% since we started to prod them. Shareholders aren't going away, and management clearly knows and understands this. I think they wish they would have acted differently when we first talked to them, but they reacted the way they did, and shareholders have taken action. The tone I took away from the meeting was clearly something will change, dividend, buyback, acquisition, something, it's just we don't know what, and we don't know if it'll be good or not. Saraf is a penny pincher to the utmost, the company's secretary has a typewriter on her desk at the entrance. Solitron is a value investor's dream, they don't spend a penny they don't have to, that's the mentality of the CEO, so we need to trust that with his penny pinching background he isn't going to go and blow the cash on a big trip to Disney or something similar. Link to comment Share on other sites More sharing options...
kmukul Posted June 20, 2013 Share Posted June 20, 2013 funny :) but having a typewriter is stupid if anything else, these days you can find a second hand pc for almost free if they look around. Link to comment Share on other sites More sharing options...
oddballstocks Posted June 20, 2013 Share Posted June 20, 2013 funny :) but having a typewriter is stupid if anything else, these days you can find a second hand pc for almost free if they look around. The point is no money is spent for anything non-core, I agree a PC is cheap, but apparently she doesn't need one, maybe she plays Solitaire on her desk with real cards.. Link to comment Share on other sites More sharing options...
racemize Posted June 20, 2013 Share Posted June 20, 2013 interesting read--I'm not involved at all, but are you still going to keep the shares? It seems like nothing is really going to change? Not really sure I follow the logic here. We found a very undervalued sleepy company, threw out two directors and have put the company on watch. The company also executed a buyback at the urging of shareholders, the stock is up 50% since we started to prod them. Shareholders aren't going away, and management clearly knows and understands this. I think they wish they would have acted differently when we first talked to them, but they reacted the way they did, and shareholders have taken action. The tone I took away from the meeting was clearly something will change, dividend, buyback, acquisition, something, it's just we don't know what, and we don't know if it'll be good or not. Saraf is a penny pincher to the utmost, the company's secretary has a typewriter on her desk at the entrance. Solitron is a value investor's dream, they don't spend a penny they don't have to, that's the mentality of the CEO, so we need to trust that with his penny pinching background he isn't going to go and blow the cash on a big trip to Disney or something similar. I wasn't aware of the success you already had (congratulations!), but my impression from your summary of the meeting was that the management is pretty much against the shareholders. I guess I didn't pick up the tone of change from the summary you posted. Even if things do change, if it isn't sure whether it will be good or bad, isn't that quite dangerous for you? Absent getting control of the board, what can you do? Link to comment Share on other sites More sharing options...
writser Posted June 20, 2013 Share Posted June 20, 2013 In terms of excessive salaries, board compensation and insider holders / traders I have seen much worse than Solitron. At least they did organise the AGM, held an informal chat with investors afterwards and the board has changed. Personally I don't think management is trying to exploit shareholders. The CEO seems very frugal and conservative and he probably doesn't like that a bunch of kids show up to tell him what to do with the company that he has run succesfully for the past decade. Which is wrong, but I can see that he might feel that way. I don't think this is the type of guy that will buy a company jet or do a retarded acquisition. But this is just my humble opinion. I might be completely off the mark in my assessment of management but on top of that the company has roughly been earning 800k / year for the past decade yet is debt-free, has significant NOL's, an ex-cash market cap of roughly 3m and is trading below NCAV. All sorts of things could go wrong, but if they continue doing for the next 10 years what they did the past 10 years I'm a happy owner. And if they do something reasonable with the excess cash I would be a very happy owner :). Link to comment Share on other sites More sharing options...
oddballstocks Posted June 20, 2013 Share Posted June 20, 2013 Wrister, Yes and no… it's complicated to say the least. I got a very "us vs them" mentality, I actually called it out in the meeting, I asked (no it wasn't part of my two questions, I just started to talk) why the company viewed shareholders as outsiders and that we owned the company and want to work with them to move things forward. I was cut off by the lawyer who asked for a break, they came back and held an informal session afterwards, big thanks to Jeff Moore (ragnar) for requesting that and being persistent. There was another shareholder there who stood up and said "As my second question I want to ask if we can ask more than two questions, I've never heard of a limit like this, we all have more questions", he was shot down initially. There was an attitude that a bunch of "kids" came in to shake things up. It's a strange attitude, I'm in my 30s, but was told by Schlig when he met me "thanks for coming young man." Now granted, he's in his 80s, so maybe anyone 60 and below is considered young by him. Maybe I look young, which I guess is good, but in finance apparently a liability. At least I haven't prematurely aged, I'd had to be 32 going on 45. This is a total tangent, but I worked with a guy like that, he appeared old, and seemed old. We used to joke he was coasting towards retirement. I worked with him for about a year before one day the department manager announced this guy was turning 40 and we should congratulate him, I and a few co-workers were in shock, that was a good 15 years younger than we had pegged him at. There were other shareholders who are in their 30s/40s/50s(?) who were there as well, we all want the same thing. While on age, Saraf is in his early 70s, but age has not been good to him, he seemed a lot older and wasn't full of youthful energy. Age is somewhat physical, and somewhat mental, I know family members in their 70s who seem more youthful than others in their 50s. Saraf appeared to have no youth or energy left in him at this point, I honestly can't imagine him running the company another 10-15 years even if he lives that long. This meeting was important for me because I realized the value of looking management in the eyes, and talking to them. There is SO much information to be gained by talking to management, when they're willing to talk. I had tried to talk to Saraf about Solitron in the past and he kept to a script, when these guys finally opened up it was really cool to learn the details of how they make money, and what challenges they face. I think I'm going to be calling a lot more microcap CEO's in the future. There is also a LOT of value in non-verbal language. This is probably something I didn't communicate well in my summary, but some answers were stated one way, but their body language spoke another. I agree that it's unlikely he's going to blow this hard earned cash on retooling the plant, or a bad acquisition. It's also concerning that we have no idea what he might buy or how he'd measure it. I asked if he could explain acquisition criteria, or what metrics he'd look at, I got a generic "return on capital" answer… Sure, if the company could deploy $6m and get 15% on day one, $900k that would more than double earnings. Is this likely? I have no idea. Link to comment Share on other sites More sharing options...
jschembs Posted November 1, 2013 Share Posted November 1, 2013 Looks like there's some activism afoot at Solitron. Groveland just filed a 13-D. Link to comment Share on other sites More sharing options...
Hielko Posted November 1, 2013 Share Posted November 1, 2013 Seems like they have the right focus, and also a decent amount of the outstanding stock (9.5%): We are writing this letter to formally request a meeting with Solitron Devices’ board of directors (Shevach Saraf, Joseph Gerrity, and Sidney Kopperl). We would like to discuss Solitron’s capital allocation strategy with the board as well as discuss shareholder representation on Solitron’s board. Set forth below is background relating to our request. Groveland Capital and accounts controlled by Seth Barkett collectively own 206,200 shares of Solitron’s common stock representing approximately 9.5% of the Company’s outstanding common stock. We purchased shares of Solitron Devices because we believed and continue to believe that the Company’s common stock is significantly undervalued. While we believe Solitron's leadership has done a good job managing the Company from an operational perspective, we believe Solitron’s leadership has done a poor job managing the Company from a capital allocation perspective. In this regard, we believe it is very important that Solitron's board be accountable to shareholders. Over the past year, we have attempted to engage in friendly and constructive dialogue with the Company’s Chairman and CEO, Shevach Saraf. Recently, we requested a Company visit where we hoped to meet with Mr. Saraf as well as the Company’s other two board members, Mr. Gerrity and Mr. Kopperl. In response, we received an email from Solitron’s legal counsel describing how to communicate with board members pursuant to Solitron’s policy. We believe capital allocation is an important issue that Solitron’s shareholders want the board to address. Unfortunately, we feel there has been a lack of transparency over the years regarding this issue. As significant shareholders of Solitron Devices, we believe board accountability and transparency are very important. We look forward to hearing from you. Link to comment Share on other sites More sharing options...
oddballstocks Posted November 2, 2013 Share Posted November 2, 2013 Seems like they have the right focus, and also a decent amount of the outstanding stock (9.5%): We are writing this letter to formally request a meeting with Solitron Devices’ board of directors (Shevach Saraf, Joseph Gerrity, and Sidney Kopperl). We would like to discuss Solitron’s capital allocation strategy with the board as well as discuss shareholder representation on Solitron’s board. Set forth below is background relating to our request. Groveland Capital and accounts controlled by Seth Barkett collectively own 206,200 shares of Solitron’s common stock representing approximately 9.5% of the Company’s outstanding common stock. We purchased shares of Solitron Devices because we believed and continue to believe that the Company’s common stock is significantly undervalued. While we believe Solitron's leadership has done a good job managing the Company from an operational perspective, we believe Solitron’s leadership has done a poor job managing the Company from a capital allocation perspective. In this regard, we believe it is very important that Solitron's board be accountable to shareholders. Over the past year, we have attempted to engage in friendly and constructive dialogue with the Company’s Chairman and CEO, Shevach Saraf. Recently, we requested a Company visit where we hoped to meet with Mr. Saraf as well as the Company’s other two board members, Mr. Gerrity and Mr. Kopperl. In response, we received an email from Solitron’s legal counsel describing how to communicate with board members pursuant to Solitron’s policy. We believe capital allocation is an important issue that Solitron’s shareholders want the board to address. Unfortunately, we feel there has been a lack of transparency over the years regarding this issue. As significant shareholders of Solitron Devices, we believe board accountability and transparency are very important. We look forward to hearing from you. So we have them, Ancora, Alex Toppan, and Jay Schembs, between them I'm pretty sure if they agreed on something they have control of the company. Seems like it's time to put up some directors and get things moving! Link to comment Share on other sites More sharing options...
writser Posted November 3, 2013 Share Posted November 3, 2013 I never heard of Groveland Capital but I started to dig into their holdings and it looks like they do some interesting stuff at other companies as well. They just won a proxy fight and installed a new CEO at Pro-Dex (recently written up by Whopperinvestments: http://seekingalpha.com/article/1728502-follow-the-pros-into-pro-dex). They settled a proxy fight at Air-T and became board members. In both cases they appear actively involved in capital allocation: slashing board compensation, starting a stock repurchase program and investing the excess cash on the balance sheet. So it looks like these guys are willing to take the fight to Solitron. Their other holdings also look interesting at first glance. Link to comment Share on other sites More sharing options...
writser Posted February 5, 2014 Share Posted February 5, 2014 Thanks to Nate, Solitron finally decided to become more shareholder-friendly. First step: the board has to change (link). on February 3, 2014, Mr. Sidney H. Kopperl, a Class I director, resigned from the Board of Directors effective as of February 3, 2014. The Board then filled the vacancy that same day by appointing Mr. Sidney H. Kopperl as a Class II director to serve as a director until his term shall expire at the 2015 Annual Meeting of Stockholders or until his successor is duly elected and qualified. Wait, what? ... :D A disappointing 8K. Opening it I expected somebody from Groveland Capital joined the board. Link to comment Share on other sites More sharing options...
writser Posted February 28, 2014 Share Posted February 28, 2014 Now the CEO increased the board size to bring back the board member that was just voted out. https://www.bamsec.com/filing/121390014001213?cik=91668 Link to comment Share on other sites More sharing options...
thepupil Posted May 19, 2014 Share Posted May 19, 2014 Where's our 10-K? Came out 5/15 last year, 5/29 2012. Link to comment Share on other sites More sharing options...
thepupil Posted May 27, 2014 Share Posted May 27, 2014 10-K w/ dividend and some nice language about capital return http://seekingalpha.com/pr/10037813-solitron-devices-inc-announces-cash-dividend-and-2014-annual-stockholders-meeting https://www.bamsec.com/filing/121390014003768?cik=91668 Link to comment Share on other sites More sharing options...
jschembs Posted May 27, 2014 Share Posted May 27, 2014 strong year overall. ~$415k in free cash flow, gross margins at their highest levels in 3 years. i'd love to just sit here as a long-term shareholder and reap the rewards if shevach would get more responsive to capital allocation strategies. company also disclosed that on 5/23 the nov 2013 3rd party complaint has no grounds to move forward. Link to comment Share on other sites More sharing options...
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