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CKI - Clarke Inc.


jm25

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The normal course issuer bid is not big enough. I expect to see a tender offer likely around $9.50 if they get it done quickly enough.

 

Dazel

 

Funny how that works!

 

LOL. However, CKI's stock was trading around 8.5 CAD at the time ... so they'd probably need to offer around 11 this time around to get some traction IMHO

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They announced yesterday they have $26m in cash....however, they have the majority of their assets in cash equivalent marketable securities. So the answer is yes they have plenty of cash to to do a big tender offer.

It is possible that they could borrow money (rates are low) to do a buy back as well...the dividend yield is so high that it makes sense to do a large scale tender offer to save the dividend payments. Most would not sell because of the yield and discount to book but those that converted may want out as they are bond investors.

 

Please note -- The text wasn't bolded in the poster's original post.

 

RE: the bolded text -- Perhaps these are the shareholders who may be interested in the tender offer at $9.50; if they haven't already sold.

 

The circular indicates that Clarke expects to incur $100,000 in expenses associated with the tender offer, although it isn't an other-worldly sum of money, I would imagine they intend to make that money count.

 

Is the issue with the 9.50 number the discount from today's share price? Or is the issue that 9.50 is below book? My shares, and the shares of most other posters it seems, are certainly not available at that price; however, I imagine there are others with different takes on the company.

 

In a scenario where a tender offer at $11, or some other number below book, was offered...wouldn't we then see a new (admittedly higher) floor on SP shortly either way? I know some posters were able to enjoy fills under $9.50 after the tender was announced, but the share price eventually got there.

 

It's possible that the $9.50 is somewhere in a sweet spot for interested parties or that I am participating in mental gymnastics that allow me to believe it as such.

 

P.S Thanks Dazel et al. Even months later, everyone's posts from earlier in the thread certainly still help me!

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Something that I've been pondering today: how much of Holloway's revenue is oil-related? I.e. do they have lots of customers from oil sands / resource related companies or mostly tourists? Does anybody have some intelligent insights on this? I don't. I only invest in Holloway through Clarke - I haven't looked at it in great detail.

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Something that I've been pondering today: how much of Holloway's revenue is oil-related? I.e. do they have lots of customers from oil sands / resource related companies or mostly tourists? Does anybody have some intelligent insights on this? I don't. I only invest in Holloway through Clarke - I haven't looked at it in great detail.

Not sure. But I asked a similar question earlier in the thread and got a good response. Holloway announced a repurchase of convertible debentures some days ago but is down a lot today.

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Holloway is very exposed to the oil price with 41% of their NOI coming from Alberta. See the most recent November presentation...

 

http://www.hlcorp.ca/documents/media/HLC%20Corporate%20Presentation%20-%20FINAL.pdf

 

41% is based on 2013 results, i.e. before Royal Host acquisition. 83% of RH rooms are in Ontario. RH had no presence in Alberta. See page 4.

 

http://www.hlcorp.ca/documents/CN/RYLPRESSRELEASE.pdf

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Holloway is very exposed to the oil price with 41% of their NOI coming from Alberta. See the most recent November presentation...

 

http://www.hlcorp.ca/documents/media/HLC%20Corporate%20Presentation%20-%20FINAL.pdf

 

EliG is correct.  The part of the presentation you are referring to relates to the company in 2013 (pre-Royal Host) per the footnote in that presentation.    If you go to their website - about 23% of the current room count is in Alberta.  As for the amalgamated NOI it could be more, it could be less.  One can draw some conclusions from Q3 2014 where Royal Host was consolidated for all but a day or two in the quarter:

 

2013 Q3 Income (before interest, G&A, Income tax) was $4.32 mil

IF 41% of this was Alberta - then that would represent $1.78 mil coming from Alberta hotels in 2013

but up this by 8.75% as they bought a Days Inn in Whitecourt and sold a Holiday Inn in Kamloops (for a better return prior to the quarter - upping their Alberta Room count to 982 from 903)

So had they owned these extra hotel rooms in 2013 - adjust this to about $1.94 mil.

 

2014 Q3 Income (before interest, G&A, income tax) was $9.20 million

 

$1.94/ $9.20 = 21% Alberta

 

The above percentage needs to be adjusted for:

- any increase or decrease in Alberta profitability or inflation from 2013 to 2014

- any franchise related fees to travelodges in Alberta which they now own the franchise rights for in Canada.

- JVs

- future fix up and margin improvements to the Royal Host -- exclusively eastern weighted portfolio.

 

There seems as much (if not more) reason that this number could decrease than increase if adjusted.  Bottom line is that the 41% Alberta weighting mentioned in that presentation has been decreased by roughly half (plus or minus).   

 

Something that I've been pondering today: how much of Holloway's revenue is oil-related? I.e. do they have lots of customers from oil sands / resource related companies or mostly tourists? Does anybody have some intelligent insights on this? I don't. I only invest in Holloway through Clarke - I haven't looked at it in great detail.

Very little if anything is Oil Sands related.  All of the hotels are located well outside the Fort McMurray region.  Most are located in the Montney and Duvernay (said to be world class O&G regions - maybe more weighted to gas though).  Slave Lake is the exception and they own two hotels here - this town is weighted a bit more toward forestry than O&G (tourism is also becoming an increasing part of this town).  While there is plenty of scare in Alberta right now that can and probably will spin off into the forestry and tourism industries - my own feeling is the Oil Sands is the most vulnerable (they are reasonably sheltered from direct fall out of the Oil Sands itself).     

 

Here is something to consider though as far as a bit of an offset to what is going on.  4 hotels are located in Grande Praire  - 2 in Whitecourt.  These 6 hotels account for 70% of the Alberta room count.  These two regions also have significant forestry industry and just importantly are both located along or just off the Alaska Highway which gets a lot of American tourist traffic in a normal year which should increase quite a bit this summer if gas prices stay low and American dollar high.  The two hotels they own in BC are also on this Alaska Highway route.  Perhaps only a 2 or 3 month part of the summer - but something else to mitigate possible weakness ahead.

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checked google map,

seems Grande Praire  and Whitecourt are not in the mountain region and far from Alaska

just curious why US tourist will visit these places

 

just b/c it's located besides the highway that leads to Alaska?

 

 

Holloway is very exposed to the oil price with 41% of their NOI coming from Alberta. See the most recent November presentation...

 

http://www.hlcorp.ca/documents/media/HLC%20Corporate%20Presentation%20-%20FINAL.pdf

 

EliG is correct.  The part of the presentation you are referring to relates to the company in 2013 (pre-Royal Host) per the footnote in that presentation.    If you go to their website - about 23% of the current room count is in Alberta.  As for the amalgamated NOI it could be more, it could be less.  One can draw some conclusions from Q3 2014 where Royal Host was consolidated for all but a day or two in the quarter:

 

2013 Q3 Income (before interest, G&A, Income tax) was $4.32 mil

IF 41% of this was Alberta - then that would represent $1.78 mil coming from Alberta hotels in 2013

but up this by 8.75% as they bought a Days Inn in Whitecourt and sold a Holiday Inn in Kamloops (for a better return prior to the quarter - upping their Alberta Room count to 982 from 903)

So had they owned these extra hotel rooms in 2013 - adjust this to about $1.94 mil.

 

2014 Q3 Income (before interest, G&A, income tax) was $9.20 million

 

$1.94/ $9.20 = 21% Alberta

 

The above percentage needs to be adjusted for:

- any increase or decrease in Alberta profitability or inflation from 2013 to 2014

- any franchise related fees to travelodges in Alberta which they now own the franchise rights for in Canada.

- JVs

- future fix up and margin improvements to the Royal Host -- exclusively eastern weighted portfolio.

 

There seems as much (if not more) reason that this number could decrease than increase if adjusted.  Bottom line is that the 41% Alberta weighting mentioned in that presentation has been decreased by roughly half (plus or minus).   

 

Something that I've been pondering today: how much of Holloway's revenue is oil-related? I.e. do they have lots of customers from oil sands / resource related companies or mostly tourists? Does anybody have some intelligent insights on this? I don't. I only invest in Holloway through Clarke - I haven't looked at it in great detail.

Very little if anything is Oil Sands related.  All of the hotels are located well outside the Fort McMurray region.  Most are located in the Montney and Duvernay (said to be world class O&G regions - maybe more weighted to gas though).  Slave Lake is the exception and they own two hotels here - this town is weighted a bit more toward forestry than O&G (tourism is also becoming an increasing part of this town).  While there is plenty of scare in Alberta right now that can and probably will spin off into the forestry and tourism industries - my own feeling is the Oil Sands is the most vulnerable (they are reasonably sheltered from direct fall out of the Oil Sands itself).     

 

Here is something to consider though as far as a bit of an offset to what is going on.  4 hotels are located in Grande Praire  - 2 in Whitecourt.  These 6 hotels account for 70% of the Alberta room count.  These two regions also have significant forestry industry and just importantly are both located along or just off the Alaska Highway which gets a lot of American tourist traffic in a normal year which should increase quite a bit this summer if gas prices stay low and American dollar high.  The two hotels they own in BC are also on this Alaska Highway route.  Perhaps only a 2 or 3 month part of the summer - but something else to mitigate possible weakness ahead.

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checked google map,

seems Grande Praire  and Whitecourt are not in the mountain region and far from Alaska

just curious why US tourist will visit these places

 

just b/c it's located besides the highway that leads to Alaska?

 

 

Yes, that is correct.  They are not travelling to Alaska to visit these places, they are merely passing through for one nights sleep and back on their journey in the morning. 

 

Mile Zero of the official Alaska Highway begins at Dawson Creek, BC.  The two hotels owned by HLC in BC are located north of Dawson Creek on the official Alaska Highway.  The fastest route to Dawson Creek for a great majority is through Alberta via Calgary >> Edmonton >> Grande Prairie >> Dawson Creek,BC.  This route is all dual lane up to Grande Prairie (akin to an Interstate).  Grande Prairie is the largest city between Fairbanks and Edmonton.  Whitecourt is the largest town/city between Grande Prairie and Edmonton.  An option for those in the extreme western states might be the very scenic Cassiar Highway in BC.  This route does not take in all of the official Alaska Highway - so some will opt to go up one way and come back the other. 

 

While HLC doesn't have a lot to offer those doing the trek via RV - this little snippet from an RV park (located in Whitecourt) might give you an idea as to the welcoming of American tourists along this route each summer:

"Each year we warmly welcome many American travelers making their way to untamed and breathtaking Alaska. Our large pull-through sites allow these often weary travelers to come in for the night and drive away the next morning quickly and efficiently. Many stay longer to recharge their batteries, do some laundry, and visit Walmart, before making the next leg of their trip to Dawson Creek, which is an easy days drive away. We are located midway between the Calgary area and Dawson Creek."

http://sagitawahrv.com/ratesservices.html

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From their latest presentation:

 

"Well positioned for growth with strong balance sheet:

 $37mn of net cash (net of debt)

 $132mn marketable securities

 $114mn other assets"

 

So in total 283M

And the market cap is 184M, or a discount of 35% (55% upside if converges to the NAV)?

seems very nice if the exposure to oil directly and indirectly is limited

 

 

 

 

checked google map,

seems Grande Praire  and Whitecourt are not in the mountain region and far from Alaska

just curious why US tourist will visit these places

 

just b/c it's located besides the highway that leads to Alaska?

 

 

Yes, that is correct.  They are not travelling to Alaska to visit these places, they are merely passing through for one nights sleep and back on their journey in the morning. 

 

Mile Zero of the official Alaska Highway begins at Dawson Creek, BC.  The two hotels owned by HLC in BC are located north of Dawson Creek on the official Alaska Highway.  The fastest route to Dawson Creek for a great majority is through Alberta via Calgary >> Edmonton >> Grande Prairie >> Dawson Creek,BC.  This route is all dual lane up to Grande Prairie (akin to an Interstate).  Grande Prairie is the largest city between Fairbanks and Edmonton.  Whitecourt is the largest town/city between Grande Prairie and Edmonton.  An option for those in the extreme western states might be the very scenic Cassiar Highway in BC.  This route does not take in all of the official Alaska Highway - so some will opt to go up one way and come back the other. 

 

While HLC doesn't have a lot to offer those doing the trek via RV - this little snippet from an RV park (located in Whitecourt) might give you an idea as to the welcoming of American tourists along this route each summer:

"Each year we warmly welcome many American travelers making their way to untamed and breathtaking Alaska. Our large pull-through sites allow these often weary travelers to come in for the night and drive away the next morning quickly and efficiently. Many stay longer to recharge their batteries, do some laundry, and visit Walmart, before making the next leg of their trip to Dawson Creek, which is an easy days drive away. We are located midway between the Calgary area and Dawson Creek."

http://sagitawahrv.com/ratesservices.html

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TerraVest, their 2nd biggest holding, owns a drilling company. I like it at this level though and also invested directly in Holloway a couple of days ago during selloff. I believe the selloff might be due to this SA Pro article which is available for free now: http://seekingalpha.com/article/2830456-holloway-lodging-update-oil-pains

 

While this analysis might make a few valid points - it is also quite misleading on a few accounts.  Firstly, by stating in the summary that Oil related/western hotels accounted for 52% of HLC's 2013 NOI (ie. seemingly referring to Alberta + BC).  Yes, he acknowledges the Royal Host acquisition - but not the magnitude that it has changed the geographic distribution that he refers to.  Almost 2400 hotel rooms were added midway through 2014 (2000+/- of these are in Ontario, the remainder Nova Scotia, New Brunswick and Yellowknife).  In 2013 the company's total room count was only 1798 (about 1835 including their JV's).  This is a 130% boost in hotel room count vs 2013 - and this boost is mostly eastern with pretty much zero exposure to O&G.

 

He seems to suggest that from historical profitability the Western Hotels are more profitable than those in the east.  But consider that while 52% of 2013 NOI came from Alberta + BC - the actual room count represented about 67%.  Perhaps the margins have actually been lower out west due to a higher cost of labour due to shortages, etc?  He does mention that cheaper gas could actually boost tourism.  I would add that this potential boost is magnified even more considering the significant drop in the Cndn dollar.

 

While he does say that the company is making good progress on improving profitability of the newly acquired mostly eastern properties - he seems to discount continued progress going forward.  He is missing the huge fix up potential here and the divestiture potential of practically $1/share of assets acquired that generate very little income.  He is also missing out on the point that the Travelodge franchise rights they own in Canada (that came along with the Royal Host acquisition) are carried on the books at an amount equating to about $0.75/share equivalent and requires very little capital to expand.  The company's debt load and the make up of the company are not what he makes it to be.

 

The bottom line is the far two western provinces now account for <29% of the total hotel count.  That's a significant drop from the 67% they were at in 2013 when these western hotels accounted for 51% of NOI.  And one should keep in mind the 2 BC hotels (which account for 6 of the 29 percent) are located directly on the official Alaska Highway.  And again as mentioned before, 70% of the Alberta room count is located on the main route leading to the official Alaska Highway.  Yes he is right there could be a boost to tourism for the company - but the catalysts are more than just cheap gasoline.  He is also right that progress seems to have been made in the newly acquired mostly Ontario hotel expansion - but I think there is a lot further potential ahead.  I own some CKI but am mostly concentrated in HLC.  At this point I don't understand TVK so don't own it directly.

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Clarke Inc. announces investment in Northern Frontier Corp.

 

2 minutes ago - ACQUIREMEDIA

 

HALIFAX, Jan. 26, 2015 /CNW/ - Clarke Inc. ("Clarke") (TSX: CKI) acquired 589,000 common shares of Northern Frontier Corp. ("Northern Frontier") at a price of $0.40 per common share, representing 2.5% of the outstanding common shares of Northern Frontier. Immediately after the transaction, Clarke Inc. owns 1,817,500 common shares of Northern Frontier representing 7.8% of the outstanding common shares.

Pursuant to the Securities Act (Ontario), Clarke, is presumed to be acting jointly or in concert with Clarke Inc. Master Trust (the "Clarke Pension Plan"). On an aggregate basis, Clarke and the Clarke Pension Plan own, directly or indirectly, 2,656,300 common shares of Northern Frontier, representing approximately 11.4% of the outstanding common shares. Clarke expressly disclaims ownership of any common shares owned by the Clarke Pension Plan.

Clarke may, from time to time, acquire additional securities of Northern Frontier, dispose of some or all of the existing or additional securities of Northern Frontier, or continue to hold the securities of Northern Frontier in the normal course of Clarke's investment activities.

--------------------------------------------------------------------------------------------------------------------------------------------------------------------------

 

Interested to find out the results of the tender offer as well.

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Yes, curious about the outcome. I guess they bought back a decent clip with the stock trading where it is now. Also some Holloway news today (maybe it deserves a thread of its own?):

 

Halifax, NS - Holloway Lodging Corporation (TSX: HLC, HLC.DB, HLC.DB.A) (“Holloway”) announces that it has sold the Ramada® hotel located in Trenton, Ontario.

 

The sale price for the hotel was $4.0 million. Holloway acquired the hotel through its acquisition of Royal Host Inc. and the hotel generated negative net operating income in 2014. Holloway estimates that it will record a gain on sale in the first quarter of 2015 and does not anticipate paying any tax on the sale of this property. The sale proceeds have been used for debt repayment, including the repayment in full of a 7.0% secured loan. Accordingly, the sale of this property will improve Holloway’s cash flow by several hundred thousand dollars.

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Clarke Inc. Announces Results of Substantial Issuer Bid

 

HALIFAX, Jan. 26, 2015 /CNW/ - Clarke Inc. ("Clarke" or the "Company") (TSX: CKI) today announced the results of its substantial issuer bid dated December 18, 2014 (the "Offer") to purchase for cancellation up to 2,500,000 of its outstanding common shares (the "Shares") at a purchase price of $9.50 per Share.

 

The Offer expired at 5:00 p.m. (Halifax Time) on January 26, 2015. Based on the final report provided by the depositary for the Offer, a total of 665,330 Shares have been deposited at the expiration of the Offer, representing approximately 3.4% of the Shares outstanding. Clarke intends to take up all of the Shares deposited pursuant to the Offer in accordance with applicable securities laws and as set forth in the Offer documents. The total purchase price for the Shares deposited under the Offer will be approximately $6.3 million. Payment for the Shares deposited and accepted for purchase will be made as soon as practicable in accordance with the Offer.

 

Following the purchase and cancellation of the 665,330 Shares deposited under the Offer, Clarke will have 18,827,647 Shares outstanding. The Offer was an accretive transaction for Clarke as the Shares acquired under the Offer were purchased at a substantial discount to the Company's book value per Share.

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Assuming BV of CAD 13, the SIB has added ~12 cents/share to the remaining shareholders. Not bad :)

 

Does anyone know how early, if at all, can CKI can issue a new SIB with a higher price point?

 

Also, market reaction should be interesting - only ~25% subscription to the SIB is a strong indication IMHO that fair value is substantially higher ...

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Assuming BV of CAD 13, the SIB has added ~12 cents/share to the remaining shareholders. Not bad :)

 

Does anyone know how early, if at all, can CKI can issue a new SIB with a higher price point?

 

Also, market reaction should be interesting - only ~25% subscription to the SIB is a strong indication IMHO that fair value is substantially higher ...

 

Yeah, it's a bit of a double-edged sword. I would like to have seen a larger number of tendered shares to raise intrinsic value but in the short time this might be better for the shareprice. Probably nothing is going to happen though :) .

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