Thursday, June 08, 2006

Western Prospector

Western Prospector presents a uniquely compelling value proposition amongst uranium juniors with known reserves. The recent weakness in commodity stocks combined with legal and political problems specific to Western Propsector’s core assets in Mongolia have conspired to make WNP one of the cheapest juniors based on market cap per pound of Uranium. More importantly, WNP is one of the few stocks out there that are aggressively working towards proving up historical resources with a realistic chance – as well as the know-how - to start producing before the turn of the decade. Furthermore, WNP’s Saddle Hills district has strong potential for new discoveries, superior economics as well as historically proven feasibility.

WNP’s core asset, Gurvanbulag was extensively developed by the Soviets for two decades, brought into pre-feasibility in the 80s and subsequently abandoned with the withdrawal of Russian personnel after glasnost in 1989-1991. With a historically measured resource of 50M pounds and management’s stated objective of bringing that number to 100M pursuant to this year’s exploration program, a conceptual mine at Gurvanbulag alone could be worth a billion dollars. Sweetening the deal is the blue sky potential of the enormous -1,900 km²- Saddle Hills property. Indeed, the basin was only sparsely explored by the Soviets who lacked a clear geological model and worked with outdated technology. It is conceivable then that the currently known deposits only represent part of a much vaster system; and such a view certainly finds support in the strong drill results generated by WNP’s exploration work to date.

To get a sense of uranium’s fundamentals, I urge you to look at hkup881’s write-up on Strathmore Minerals dated
Jan 2nd 2005,(www.valueinvestorsclub.com) the story in my opinion is compellingly presented therein. A few passing remarks are in order however. First, the supply-demand equation, as is the case for most metals but especially so for uranium, involves many political and technical factors which make it exceedingly difficult to gauge. So difficult in fact, that World Nuclear Agency’s estimates for the next five years vary wildly from those of the IAEA; in short nobody really knows what’s going to happen in the years ahead. Will there be adequate supply to meet demand or are is a doomsday scenario forthcoming as utilities are forced to shut down and for lack of fuel? What we do know is that production is grossly inadequate to meet current needs, secondary supplies are running out and enrichment capacity around the world is constrained. We believe this underlying uncertainty to continue driving strong prices for U3O8 in the years to come. From the perspective of the utility manager, uranium costs are a small –only 2-5% - portion of total expenses with the balance being unrecoverable sunk costs. The upside potential for Uranium is hence tremendous as utility managers build up large inventories to assure fuel security. I will end this tirade by adding that uranium’s market balance currently rests on a very fragile thread indeed; specifically, supply in the years to come will only be adequate as long as the Former Soviet Union will continue to sell its military stockpiles to the west for scrap value.

In the last year alone, spot and long-term prices have more than doubled and hundreds of stocks have reinvented themselves as uranium plays. As of this writing, non-producing juniors alone boast a combined market cap north of $10B, up from maybe a half billion bucks just two years ago; this is a lot for a boutique industry. How did it happen? First, uranium stocks with actual production and/or established reserves are very few and far in between – after two decades of severe drought in exploration and mining the industry has had to virtually start from scratch. Second this formidable expansion has largely been fuelled by retail investors throwing their money at early stage exploration plays, completely blind to the fact that the bull will be most likely dead by the time the projects actually get going. Needless to say, the uranium frenzy has also made it difficult to find reasonable, let alone value propositions. This is why we consider WNP as a phenomenal opportunity; not only is it dirt cheap relative to peers, but it is also one of the most active explorers out there, with $20M in drilling budgeted for this year alone.

Turning to valuation; as of the day of this writing WNP boasts a market cap of $90M, zero debt and working capital of approximately $35M. Its Enterprise Value (Market Cap - Cash) per Pound of Uranium is hence ($90M-$35M)/55M = $1 per lb. Let us see how this compares to competitors:



______________________________EV/lb
Aurora Energy Resource ____________$6.73
CanAlaska Ventures _______________$4.89
Energy Metals Corp. _______________$1.93
High Plains Uranium _______________$5.32
Laramide Resources Ltd. ____________$8.99
Mega Uranium ___________________$19.15
Paladin Resources _________________$12.12
Pitchstone Exploration Ltd ___________$11.61
Quincy Energy ____________________$1.02
Santoy Resources __________________$3.58
SXR Uranium One _________________$6.53
Tournigan Gold ___________________$4.98
Triex Minerals ____________________$5.94
UEX Corp. UEX ___________________$29.80
Uranium Power Corp. _______________$6.95
Ur-Energy _______________________$1.30
Western Prospector ______________$1.00

Of course not all pounds are made equal and while pays to be sceptical with respect to any multiples methodology – which for all intents and purposes ignore future discoveries – we believe that WNP is amongst the top juniors not only in size but also in quality of its assets. The company is a fast mover and is generating results. WNP expects to integrate the underground work into a pre-feasibility study in H2 2006 and ultimately begin production by 2009. By the end of 2006, management believes that it should be able to bring its resource base at 100 million lbs U3O8. In the meantime, an independent resource calculation is slated to be completed in June and is expected to confirm historical grades and tonnage as well as upgrade the resources to a higher level of confidence (to the “Measured and Indicated” category). Success in this area is likely to be received positively by the market which tends to value higher confidence resources much more heftily. Additionally it is likely that the independent resource calculation will increase overall tonnage as actual grades have been higher than reported by the Soviets.

During the late 1970s and 1980s, the Russian invested millions of dollars in the region, basically setting up the Saddle Hills area as a major uranium mining centre. Historical work on Saddle Hills by the Soviets discovered 4 uranium deposits: Dornod, Mardaigol, Khavar and Gurvanbulag. Dornod was the first to be brought to production, in 1987, because it was considered a better prospect for open-pit mining due to its low-depth mineralization -currently the bigger part of the 40M pound deposit is owned by Khan Resources. Gurvanbulag however was the largest and most extensively developed of the four, and had undergone extensive pre-production development. Three shafts (one concrete-lined) were driven into the ground and a considerable 15 kilometers of tunneling was completed for underground drilling. The Soviet geologists worked up a resource estimate on these deposits: 23 million pounds of U3O8 grading 0.245% in the “C1” category (the Russian equivalent of Measured and Indicated), as well as 32.9 million pounds grading 0.14% in the “C2” (Inferred) category. With the goal of confirming and upgrading the Soviet resources, WNP has completed over 118 drill holes to date, representing 100,000 feet of drilling. Some 40 holes were drilled in Block 6 to verify “C2” inferred resource, yielding on average twice the grades indicated by the Soviets. Additionally, the drilling program has defined previously unrecognized trends of higher grade uranium mineralization (including 2.12% U3O8 over 7.1 metres) in elongate zones within the main “C1” Gurvanbulag deposit. The geometry of these recently recognized higher grade feeder zones not only provides WNP with opportunity for redefining higher grade core zones but also suggests geologic potential for extending the reported mineralization beyond the limits originally defined by historic drilling. Based on the drilling performed to date, WNP is currently carrying out an independent resource calculation expected in the next few weeks which will doubtlessly confirm -and perhaps even increase- the historically defined resources.

The Soviets, who were primarily interested in getting ore out of the ground as quickly as possible, performed little exploration on the remainder of the Basin. In addition to drilling at Gurvanbulag and the immediate vicinity, Western Prospector during 2005, has defined 15 additional high-potential uranium targets. Because last year’s exploration program was focused on confirming historic resources, only three of these targets have received any drilling, with two intersecting some encouraging results: the Southwest and Mardaigol-Tsever zones have demonstrated similar geological characteristics to Gurvanbulag. Furthermore, the Soviets, lacking a clear geological model, focused over 95% of the historic drilling on delineating stratabound mineralization within a depth of 200 m and overlooking vertically controlled structures. Very few deep holes were completed to test other known mineralized horizons at Gurvanbulag or anywhere else for that matter and even fewer holes were designed to test vertical structures. WNP’s 2006 drill program is trying to expand the known boundaries of the deposits and work to date has intersected strong results at deeper horizons as well as suggested that there is the opportunity for definition of near-surface uranium mineralization. The point is
Saddle Hills Basin is shaping up to be a geological behemoth likely to contain multiple deposits like Gurvanbulag and Dornod.

On the permitting front, a Mongolian company has been hired as lead consultant and baseline studies are ongoing. Permit applications for water discharge from the underground have been cleared and de-watering of the underground workings is scheduled to commence this month. Given the existing infrastructure (including the concrete lined Main shaft) Gurvanbulag will likely be developed as an underground mine utilizing a combination of inclined room and pillar and cut and fill mining. In addition, there appears to be potential for open-pitable resources. We have worked out a DCF model for Gurvanbulag based on comments by WNP management and conservative cost assumption.


Mine Life (years) ___________________________13
Daily Throughput (tpd) ____________________2 000
Total Lbs Produced ___________________50 000 000
Average Ore Grade Processed (% Uranium) _____0.262%
LOM recovery ____________________________92%
Average mining cost per tonne _______________$30.00
Average mining cost per tonne _______________$19.00
Average G&A cost per tonne _________________$4.00
Average annual production (lbs uranium) _____3 800 000
Average cash cost per pound ________________$ 10.50
Current U Price (lb)_________________________ $46
Initial Capital Cost __________________$200 000 000
Sustaining Capital Cost per annum _________$2 000 000
Working Capital ______________________$5 000 000
Tax Rate ________________________________30%
Royalty ________________________________ 2.5%
Discount Rate _____________________________10%


DCF NPV (50 M pounds) ______________$380,000,000
DCF NPV (100M Pounds) _____________$800,000,000

Providing additional upside potential, the company holds a number of coal licences and applications in three areas of Mongolia. About 125 km east of
Ulaanbaatar, in the town of Baganuur, the company has acquired two licences and a third one is pending. These licences are in close proximity to the Baganuur mine, which is the largest open pit coal mine in Mongolia. One of the licences covers a virtually untested portion of the basin, and management believes that it will host both open pitable and underground coal resources. Initial tests of coal from the area have been encouraging.


Despite the wealth of positive data coming from WNP’s exploration programmes, shareholders have endured a 70% decline this year following the initiation of a lawsuit by Maximum Ventures in early March and, more recently, an uninspiring Windfall Tax on gold and copper enacted by
Mongolia’s parliament. While these concerns are valid, we believe the market reaction has been greatly overblown. A thorough examination of the relevant facts have led us to believe that Maximum’s lawsuit rests of shaky, if not altogether frivolous grounds. Additionally the recent events in Mongolia’s politics are not in our opinion symptomatic of a reversal in the government’s favourable disposition towards FDI. In fact, it is our opinion that Mongolia remains by far a superior mining jurisdiction as compared to Canada or Australia.

THE LAWSUIT

In short Berluschi/Maximum are alleging the existence of a verbal partnership with Ken de Graaf and privately owned Brant Enterprises (which sold WNP the Saddle Hills licenses) whereby De Graaf was to act as agent and trustee for Maximum Ventures. The agent-principal relationship would in turn mean that Maximum had a right of first refusal with respect to any properties sold by Brant Enterprises, including those held today by WNP. Ken de Graaf is VP Exploration for WNP and is a highly respected and influential man in
Mongolia. He has been operating there since 1994 and sits on the North America-Mongolia Business Council; his former company, Cascadia Mining Inc, controlled up to 4.3 million hectares of mineral exploration and mining licenses in Mongolia and is credited with the discovery of the Gatsuurt gold deposit, subsequently sold to Cameco Gold in 2001. There are many, many reasons why Maximum’s lawsuit does not hold water. For instance why wait two full years from the original sale of Saddle Hills before voicing their objection; in doing so they have entitled WNP to rely on the validity of its ownership rights. The alleged partnership agreement also makes little sense in light of a later option agreement between De Graaf and Maximum with respect to two copper-gold properties: Edren and Ulaan. Indeed in that transaction, De Graaf extracted very hefty terms for Maximum which agreed to pay: 500,000$ cash and $4M exploration costs over four years for a 60% stake. Why pay so much when you are already the beneficial owner of these properties through the prior partnership? In fact, this lawsuit is most likely motivated by Brant’s cancellation of these same Edren-Ulaan options after Maximum failed to meet initial payments as agreed. Maximum is strapped for cash (the lawsuit is being led by Berlusci’s own firm) and has no projects to speak of, leading us to believe the lawsuit was an act of desperation whose purpose is to pressure De Graaf into settling on the Edren-Ulaan properties. In any event, with Maximum Ventures’ market cap of $15M, you can easily hedge against the litigation risk by buying one share of MAX for 0.50$ for every share of WNP.

POLITICS

The political situation in
Mongolia has taken a bad turn. For some time now foreign mining companies have been the object of popular discontent, primarily because Ivanhoe Mines -currently operating a forced labor mine in Burma in partnership with the country’s military government- and infamous CEO Robert Friedland --- "Toxic Bob"--- who is associated with the largest two environmental disasters in mining history. What's more, Friedland has made some PR faux pas by promoting Mongolia all around the world as a dirt-cheap place to mine; unbeknownst to him, the Mongolian people have internet and read the newspapers; so they too heard his message loud and clear. Unfortunately for Bob as well is that Mongolians are very nationalistic, proud and somewhat xenophobic; they have also realized that the strength of commodity prices combined with the unexpected size of recent discoveries allow them to extract better conditions than what was envisaged with the drafting of 1997 Mining Act. Following a hunger protest in April the government promised to review its mining policies and a new Windfall Tax bill was subsequently enacted two weeks ago. This expropriatory tax requires of all mining companies to pay to the state 68% of net profits for copper over $1.18 per pound, and for gold over $500 an ounce. The bill was approved by 35 of the 45 parliamentarians who voted, representing less than half of the 76 elected members of parliament. The good news is that the MPRP (acting government) has repeatedly distanced itself from the bill, which it has stated is hasty and unreasonable. The president Nambaryn Enkhbayar is a firm advocate of privatisation, foreign borrowing and foreign direct investment to promote growth and poverty reduction; he is also said to be the most intelligent man in Mongolian politics. Despite and maybe because of that, the MPRP allowed the bill to go through; party MPs abstained to vote on the issue even though the MPRP’s majority in the house could easily have defeated it; the president could also have used his constitutional veto to quash the bill but decided not to interfere. In fact the government had every reason to encourage this sort of development; in effect the government fulfills a double standard of appeasing public sentiment and gaining a bargaining chip to amend the 1997 Mining Act, while at the same time appearing neutral and innocent in the face of events which would seem outside their control. The bill on its face is poorly drafted, absurd at parts and makes no distinction between foreign miners and local companies. We do not doubt that it will be significantly amended or altogether repealed when the Mining Act finally undergoes a much awaited revamp.

We also have no doubts that despite the current instability in
Mongolia, WNP’s deposit is worth more precisely because it is NOT located in a “politically secure” part of the world. Indeed, environmental assessments in Canada, the US and Australia have become so cumbersome as to significantly increase costs and render the process excruciatingly slow (in Canada for instance it takes seven to eight years from initial notification of the regulatory agencies to the final construction approval). In the west, Uranium projects are subject to a level of scrutiny that goes far beyond what can be justified by their potential for environmental damage, based primarily on a perceived degree of public concern, rather than any objective measure of environmental risk. For this reason as much as any other, we believe that WNP is widely misunderstood by the market and presents one of the most compelling opportunities to leverage up on rising uranium prices.


Saturday, March 25, 2006

Nests For Your Eggs

According to Warren Buffet, investing is like a baseball game with no called strikes, you can just wait for the perfect pitch. Another way of seeing this is that 90% of all investments are valued in a reasonable range 90% of the time and the best investments are those rare occurrences when valuation is at extremes. You just got to sit tight and wait for that cheap stock or bond to come down your way. Truly exceptional returns however are earned not only when an individual security is cheap relative to its peers but when the market it lies in is highly discounted as well. Of course, the broader your investment horizon is, the more likely you are to spot these six-sigma events.

Unfortunately most investors’ perspective is limited to what’s going on in North America’s stock exchanges, thus ignoring the vast majority of the world’s markets. Consider the strong performance of emerging markets in the last few years. For instance had you put your money in a basket of Eastern European stock exchanges in 2001– for example Russia, Romania, Bulgaria, Croatia, Czech Republic – you would have earned returns ranging anywhere between 500%-1000%, not counting dividends. The same goes for many Latin American stock exchanges such as the Buenos Aires SE – a ten bagger-, Mexico SE – a four bagger – even politically challenged Venezuela, a six bagger since 2001. The last three years have also done wonders for ay SE - up 400%-, Cairo SE - up 1100%- , Istanbul –up 600% - Beirut, up 350% and many, many more. In fact emerging markets as a whole are up on average 250% since their bottom in November of 2001. My objective here is not to recommend the purchase of shares in emerging markets; quite apart from the fact the fact that I am not a licensed financial consultant, I have not personally been able to find any stock exchanges that still look cheap based on traditional metrics. Furthermore, while many of these exchanges have the potential for dramatic growth – for example all 3,500 companies listed on the Bombay Stock Exchange have a total capitalization of only C$150B or about the same market value as Google - it’s probably not a good idea to get in now after the major run up in prices we have seen. No, I mention these because they illustrate the multitude of “unconventional” investment vehicles that exist out there. I actually resent the word “unconventional”; one would be surprised how accessible these stock exchanges really are, even to the retail investor. The following brokerages offer real time quotes and transaction fees are reasonable: INTL Trader, Interactive Brokers, Intisinet and CSFB.

For those who like to walk off the beaten path, I have an international speculation to suggest: buying real estate in Argentina. My personal opinion is that the best way to find undervalued assets is when there is a pervasive and entrenched consensus that some market or sector is a pariah not even worth to be looked at. This was the status of most energy and metals stocks until just three years ago. There are some markets however that inherently suffer from a lack of attention because they literally are off the beaten path. International real estate for instance is highly impracticable and as a rule takes longer to get noticed by foreign capital. For instance while Argentina’s stock market has recovered from the devaluation crisis quite well, the same remains to be said about real estate; indeed a spacious and trendy apartment in Buenos Aires runs for only a fraction of the price in Spain or Italy. This is quite astonishing since Buenos Aires probably comes closest to a European city, except everything is much, much cheaper. What is more, when the government basically confiscated everyone’s bank accounts during the 2001 crisis, most European immigrants went back to their respective countries and tourism was a beat sector for years. This is all changing now thanks to economic reforms and a free floating currency. Of course, as I have mentioned, buying foreign property is impracticable and probably not feasible unless you know the country well. There may however be the odd person who might be interested in doing this, in which case here is a website that might be useful:


Thursday, March 24, 2005

Uranium: The Next Hot Thing

Uranium: The Next Hot Thing

It may come as a surprise to you that the name of the almighty American dollar came out of a 19th century Uranium mine in Czechoslovakia. The mining district at Joachmisthal in what is now the Czech Republic gave its name to silver coins called “thalers” which in turn became our word “dollar”. What should surprise you more is what a formidable source of energy Uranium is: one kilogram of natural Uranium which costs about 60$ to mine can produce 50,000 kilo watt hours of energy, that’s ten thousand times more energy per mass than oil. What’s more, Uranium is extremely abundant in nature and is easy to produce. It is hence no surprise that when the oil shocks hit the western world in the 70s, some scientists said that nuclear energy would be the long term solution to the World’s energy problems. I think this debate is becoming of actuality yet again.

In the 60s-70s nuclear energy went through a phase of e growth as both the western and eastern world were discovering the technology’s potential. Then two incidents happened: Three Miles Island (79)’s meltdown and Chernobyl (86)’s containment breach which all but obliterated our faith in the nuclear. However I believe that nuclear power is in the wake of a major comeback, several important catalysts exist for it: the limited supplies of more traditional energy sources such as natural gas, coal and oil; the exponentially increasing demand for cheap energy in the industrializing world (think China which is basically doubling its energy consumption every decade!) finally nuclear reactors release no CO2 (an easy way to respect your Kyoto emission quotas) and is all around the cleanest energy type out there. Most importantly a shift of perceptions on nuclear energy is long overdue, since meltdown-proof reactors are no longer just a promise from the future. But I’m getting ahead of myself, this piece is about uranium which I believe to be a major investment opportunity, possibly the best I have seen in my (short) trading career. Let me explain.

Today, there are about 1200 reactors of various kinds and sizes in the world, and about 445 large commercial reactors in operation. Worldwide, they will require about 180 million pounds of uranium ore each year yet, surprisingly, mining only supplies about 92 million pounds a year. What is even more astounding is that this massive shortfall has persisted for over two decades now. How did that come to be? One has to understand here that natural resources take a long time to bring from discovery into production; the Uranium production timeframe has historically been about ten years, five to map out the deposits, three to obtain permits, two to build facilities and troubleshoot. When the energetic potential of Uranium was discovered, first for the use in atomic in the 50s and then for generating electricity in the 70s, demand for it quite literally exploded on both occasions. This led to a rush in exploration and massive capital flows to expand capacity. Unfortunately for those producers, as you got closer to the end of the 10 year production window all the added capacity came online at the same time and the market collapsed. This is typical of all commodities, they are very cyclical in nature, capacity is never commensurate with demand and vice versa, like a dog chasing its tail the process of reaching market equilibrium is bound to fail! In the case of Uranium this problem was compounded by government intervention that guaranteed floor prices for a certain time; furthermore uranium exploration is notoriously easy since the deposits emit radiation that penetrates through many feet of rock and can be detected by handheld radiation counters. Consequently prices per pound dropped from a peak in 1953 of $75 (per pound in inflation adjusted US dollars) to a trough in 1969 at around $25 and then up to a new peak of 110$ in 1976; it stands at 22$ today which significantly below production costs. Another consequence was a massive build-up of inventories, i.e. Uranium that no one needed nor wanted, to be more specific all 200,000 tonnes of excess Uranium were produced from 1970-1984 in the U.S. and Russia. This stockpile, along with huge amounts of highly enriched uranium from de-commissioned nuclear weapons are what’s been providing half the world’s supply of Uranium for twenty years now. However, today every indicator seems to suggest that these supplies are running out. For instance, the Clinton administration sold its last remaining stockpiles when USEC (NYSE:USU) was IPO’d; the only government with potentially large remaining stockpiles is Russia, yet the country is currently embarking on a reactor program of their own and would prefer to conserve supplies. Furthermore, the renewed military focus will likely mean limited sales of weapon grade materials. Finally, a more potent indicator is that utilities have been drawing down their internal stocks of uranium. For most of the last 25 years, utilities have kept about 2 years worth of supply on hand. This peaked at almost 5 years worth in the late seventies and now is at about six months to a year worth. Once this is depleted, without foreign selling, Uranium spot prices should respond strongly. I think it is reasonable here to envisage a scenario where Uranium prices will triple or even quadruple in the next two years. Uranium has been ignored by the broad market for long enough because it is just such an obscure story, but I think this is also about to change. Fortunately as Canadian investors we are fortunate to be the largest Uranium producer in the World, the million dollar question is in which nest to put your eggs in?

 
 
 

Tuesday, March 01, 2005

Arbitrage Opportunity

Arbitrage Opportunity: EDV.TO

I originally discovered this stock through a write up on VIC, here's a sumamry of what they do:


"EDV acquires investments through private placements by junior mining companies. These may be in the form of equity, bridge loans, secured loans, unsecured loans, convertible debentures, warrants and options, royalties, net profit interests and other hybrid instruments. In exchange for these high risk capital commitments, EDV receives very favorable pricing. EDV especially likes situations where new capital is critical to a transformation such as arrival of a new management team or a significant corporate development (e.g. acquisition/development of a major new asset). EDV seeks to obtain a 30% or better internal rate of return on transactions, based on reasonable projections.

EDV normally holds about 20-25 small positions. EDV’s objective is to continually realize gains and recycle capital into new favorably priced private placements. If the original investment thesis was correct then the investee company should have some clear benefit from use of the capital and the market for its public securities should improve allowing EDV to distribute its equity at a profit. Obviously there will be a great variation in individual returns with some investees thriving while others fail completely.


The exceptional success of some early investments allowed the portfolio to evolve with a second component of “core merchant banking investments.” EDV holds larger longer-term investments in these companies and seeks representation on the Board of Directors. An experienced Endeavour executive can provide critical guidance to small companies with high potential. It also ensures that Endeavour has a deep familiarity with the fundamental value of each investment."

Here's a link to the write-up, I suggest you read it:


http://www.valueinvestors.com/value2/guests/view-thread.asp?delay=90&id=1623&more=dtrue


Basically EDV is a cheap way to go long on metals and mining since the stock is selling at about a 30% discount from its Net Asset Value, or the value of the investments it holds in its portfolio. The discount to NAV might partly be explained by the hefty fees paid to EDV's investment advisors (or portfolio managers if you will) Endeavour Financial. In 2004, the fee was $3M on assets of $75M and in 2003 the fee was $4M on assets of $45M. The fee is two-tiered: 1) an
investment advisory fee, calculated as 2% on the first $50 million of net assets, 1.5% on the next $50 million of net assets, and 1% on net assets in excess of $100 million, payable as to 1/12th monthly. 2) The investment advisor also receives an annualized performance fee of 20% of the Corporation’s net income from operations in excess of a 15% return on the weighted average Shareholders’ Equity during the fiscal period. Notice that this fee structure is a lot like a hedge fund, although this alone is no guarentee that the advisory services add any value to EDV, it is nevertheless an indicator that EDV believes that this is the case. Indeed two distinguishing traits of Endeavour Financial compared to your typical mutual fund managers are 1) They invest a lot in private opportunities, hence acting a lot more like a VC firm, with an intimate (EDV sits on the board of 40% of its invetsments) and specific knowledge of the junior mining industry and 2) an active investment approach with a high turnover of assets (in 2004 EDV sold $44M worth of its portfolio and invested $55M worth in new opportunities).

Ok now that I've set the context EDV sits in, let me explain why I believe there might be a short-term opportunity here with a potential upside of 10-15% to be earned in just a few days (I've been long this stock for a while but intend to doubel my position this week - you can play it however you want, short term trade or long term)


The company publishes its Net Asset Value (NAV) on its website every month (7-14 days from end of month) and I believe that EDV will report an increase in NAV in the range of 20-25% for February, something that EDV's stock has failed to discount (at least entierly) since its stock is up only 10% since the beginning of the month. Furthermore considering EDV's high volatility I believe a small position could be established at 3.45 -3.50$ (5% below current levels) within the week.


http://www.endeavourminingcapital.com/nav.php


How exactly do I know that? Well as might be expected, EDV's share price will be strongly correlated to the performance of its investments; furthermore the market's expectations as to its "present" and future performance will stick closely to that of the sector of investments it is weighted in. Originally EDV was strongly invested in Gold and other precious metals, and EDV's performance in 2003 mirrored closely that of the Phily Gold and Silver Index
^XAU


http://finance.yahoo.com/q/bc?t=2y&s=EDV.TO&l=on&z=m&q=b&c=%5EXAU


To this day EDV is strongly weighted in Gold and Precious Metals stock (in their 2004 annual report they again provide the XAU index as a backdrop for analysis), however in 2004 EDV has likely diversified its holdings to include more base/industrial metals and mining stocks, as evidenced by their annual reports for the last 2 years (I included excerpts at the end of the write up). Furthermore I do not believe that the
^XAU index ever was an appropriate framework for EDV since the latter has a strong focus on junior mining companies, which are inherently more risky and hence offer better returns on a sector bull market than their XAU counterparts. I believe that a better framework is the S&P/TSX CANADIAN MINING INDEX, ^GSPTTMN, although EDV's portfolio is only 20% weighted in North American stocks, I believe that the smaller and more diversified nature of ^GSPTTMN's components more closely reflects EDV's current portfolio. This is evidenced by the close correlation of EDV to that index in the past 2 years:


http://finance.yahoo.com/q/bc?t=2y&s=EDV.TO&l=on&z=m&q=b&c=%5EGSPTTMN


In February the
^GSPTTMN index has rallied 25% (mainly because of a broad rally in industrial metals while the gold index has only rallied 8%, mirroring EDV's roughly 10% appreciation sicne February)


To be more specific I've extracted EDV's Core Merchant Banking Positions from their 2004 annual and included a $2,5M position in AV.V announced in January:Here is the Performance for the month of February

February January December 12Months Jan03-04:

BGO.TO: 5% 0% (13%) 68%

BGC.TO: 50% (13%) (10%) 150%

CMM.V: 15% (13%) (4%) 10%

NNO.TO 8% 14% 1% 27%

SLW.TO 25% (8%) (1%)

WRM.TO 4% 6% 0% 20%

AV.V: 25%

Average Return 19% (2.5%) (4.5%) 50%

EDV NAV: ? (0.005%) (2.5%) 0%

^GSPTTMN 24% 1% 2% 25%


I do not know to what extent these positions are representative of EDV's portfolio because the weights of these investmenst arent provided. However I note that 4 of the 6 were also mentionned as core merchant banking positions in 2003 (hence 2 positions were initiated sometime in 2004, these are CMM.V and SLW.TO ), 75% of the 2003 portfolio was turned over in 2004 and two major positions were shed at some point during the year GGG.TO (down 40%) and OXS.L (down 20%).
You can draw your own conclusions from the relative performance of the portfolio to that of EDV's NAV. However I believe that the portfolio as it was announced in the annual report which came out last month could be very relavant as it is up to date and could make up 50-60% of the publicly traded securities which are used in the NAV calculation


I intend to buy 2000 more shares at 3.45 in the next 7 days hence doubling up my position.


Also the chairman purchased 20,000 shares in the open market at 3.40$ on February 11th, he had no holdings previously.


Excerpts from Annual Reports:


2004

As we projected a rise in the price of gold it

led us to focus on gold-related transactions

when we implemented our business plan.

Subsequently, we expanded our focus as we

recognized the early resurgence in a

broadening metals and mining cycle. Indeed,

2004 was a remarkable year: gold and

copper traded at 16-year highs, and the

prices of energy-related commodities such

as coal, uranium, and oil and gas, climbed

dramatically.


Even though this positive environment has

improved access to capital for the junior

and intermediate mining companies that

make up our primary client and investment

base, successful financings still require

intelligent sponsorship and guidance. Our

merchant banking strategy to provide

intellectual capital in addition to financial

capital is therefore increasingly relevant.

Our view is that strong, positive forces will

continue driving the natural resources

sector, sustaining and possibly increasing

high commodity prices. We see the sector’s

favourable economic drivers creating

opportunities in a broader range of minerals

and in energy, and we are confident that

Endeavour Mining’s core strengths are well

suited to capitalizing on these emerging

opportunities.


Endeavour Mining will remain focused on

metals and mining. But, we are well

positioned to apply our business approach

and investment strategies to other facets of

the natural resources sector, which also

depend on capital markets for growth. Our

growing reputation as a capable investor and

our international network across financial

markets provide us with an expanding flow

of transactions. All indicators suggest that

the time is right for us to evolve our growth

strategy by deploying our investment capital

base into other natural resource sectors

while continuing to be highly selective in our

investment decisions


During fiscal 2004, several of our merchant

banking investments matured, and certain of

these holdings were realized, in whole or in

part. We nonetheless retain core merchant

banking positions in Bema Gold, Bolivar

Gold, Century Mining, Northern Orion,

Silver Wheaton and Wheaton River

Minerals, among others.


During the year, we broadened our

investment capital base by adding a number

of special situations in coal, platinum and oil

and gas to our predominately metals-based

core positions. When originating

transactions, we target investment

opportunities where we can capitalize on

the unique strengths of our professional

staff and its ability to create value.


2003
:

Now, we believe that the economic

fundamentals bode well for a broad set of

commodities, with particularly attractive

opportunities in the base metals sector.

Our investment focus already reflects these

evolving trends while we remain positioned

to take advantage of continued strong gold

markets.


Looking ahead, we see strong, positive

forces driving the mining sector. The

long-term picture is naturally less

predictable. We will use our experience in

managing financial risks and our intimate

industry knowledge to continue to

intelligently position Endeavour ahead of

major market trends.


Thursday, February 17, 2005

Biovail: A Cheap Way to Cash In On Your Parents Getting Old

Shares of Biovail have fallen 70% in the past 18 months, as the company’s aggressive marketing practices, its accounting for acquisitions and its use of off-balance sheet financing were called into question. These questions famously culminated in accusations that the company overstated the value of Wellbutrin XL that was lost in a traffic on October 1, 2003. (An informal SEC inquiry is ongoing.)

Yet amid this backdrop of seemingly endless bad news, Biovail has made progress on a number of fronts, including improved financial disclosure (putting questions surrounding aggressive accounting practices behind the company) and the recent arrival of a new management team, including Chief Executive Dr. Douglas Squires and Chief Financial Officer Charles Rowland. We expect the management team to set a new tone at Biovail, establishing improved financial controls (eg, better quarterly reporting procedures) and enhanced disclosure of both the company’s pipeline and its financial results. Prior CEO Eugene Melnyk remains as Chairman (and still holds 15% of outstanding shares), focusing primarily on Biovail’s long-term vision and corporate governance issues.

The opportunity here arises from excessively low expectations for the current outlook of Biovail evidenced by a steep discount compared to specialty pharmas and even generics (BVF 11X 05 EPS vs. 18.5X for Generics and 20X for Specialty Pharmas), a valuation that in our opinion fails to account for a very strong pipeline, overlooked by investors due to disclosure issues that should be cleared up in the near term. We are not advocating that Biovail merits a valuation equal to that of specialty pharma competitors or fast growing generics as BVF is plagued with significant issues relating to generic exposure (as will be explained below, patent protection for formulations is inherently more vulnerable to challenge than are the underlying compounds, with average exclusivity duration of 13 years vs. 5 for reformulations) which, combined with uninspiring sales growth of promoted products as well as declining prescription trends among the company’s legacy and generic franchises cast a shadow over the long term growth prospects of the company. However we believe that investors are ignoring certain significant catalysts that should provide a large upside during the next few moths: a likely change in market strategy culminating in the restructuring of an unbecoming sales force ($128 million in expenses or roughly $0.81 per share), improved disclosure of an underappreciated pipeline and final FDA approval and launch of Ralivia ER and ODT (06Q1).


I. LIKELY CHANGE IN STRATEGY

Biovail’s recent investment to realign and expand its U.S. sales force clearly reflected a belief within the company that a fully integrated represented the best strategic option for Biovail. In 2003, the company added two 63-person specialty sales forces, one with a focus on cardiovascular and the other on dermatology and obstetrics and gynecology, bringing the total number of U.S. representatives to nearly 600. However given the uninspiring growth of Cardizem LA, Teveten and Zovirax it has become quite evident that the company’s focus on delivery technology is incompatible with a fully integrated commercial focused on the primary care market. The reasons are threefold: first while the development of reformulated versions of existing products is associated with both lower cost and risk (in most cases the mechanism of action and therapeutic benefits are already well established for the target compound) this lower risk ultimately comes with a price in the form of a shorter period of protection from potential generic copiers. Indeed, most reformulations must rely on formulation patents protecting the product, a weaker form of protection, especially considering the increase in the number of generic companies professing an expertise in modified release technology. The result is that Biovail requires a higher turnover in promoted products, intensifying the burden on the sales force. Secondly, delivery companies are required to have a broader therapeutic scope, as they do not have the luxury of focusing on a specific therapeutic area since their technologies are generally applicable to many different . Furthermore the very attractiveness of a reformulated is dependent on its multi-therapeutic applicability (i.e. market potential); the implication is that a fully integrated specialty pharma would need an increasingly strong sales force to successfully establish a presence in therapeutic areas with minimal overlap. Consider the indications of Biovail’s 4 principal franchises: hypertension (Teveten and Cartizem LA), chronic angina (Cartizem LA), depression (Wellburtin), genital herpes and cold sores (Zovirax). Finally, there is an inherent imbalance when competing head-to-head against the larger, more experienced sales forces of large multinational pharmaceutical companies, especially when the reformulated presents no significant clinical improvements over its predecessor. Case at point, only 2 years after being launched, Teveten’s (not a reformulation) minimal volumes and market share have already stagnated, due to the lack of a differentiated clinical profile. Cardizem LA (launch 03Q1) is not faring better, will Zovirax (launch 01Q4) prescription trends are actually decreasing. Through 2010 we are forecasting top line growth of no more than 4-6% for promoted products, although we believe that if Biovail were to out-license these franchises (highly unlikely) and/or able to provide persuasive clinical data to differentiate the efficacy of its products this estimate could be disproved.

Out of 05E sales of 200M (Gross Margin of 75%) for promoted products, about $135M will be spent for sales reps ($170,000 x 600 reps and an annual A&P budget of roughly $35 million or 15% of estimated 2005 promoted sales); this can be compared to a typical out-licensing with 25% Royalties, Gross Margins of 70% yielding 35M EBITDA vs. 15M for the self promoted . Equivalent profits would be reached when sales are at 250M and a larger sales force would most likely be able to grow topline more significantly, although the ing question remains whether any major player would be willing to take on these weak franchises. In our opinion eliminating the sales force entirely would be a suboptimal outcome, the marketing expertise and improved economics (i.e., retain higher proportion of net sales) could be favourably used for future product launches when third party licensing options are limited. Although the operational risk associated with a large fixed cost is not to be neglected. One option would be to more fully leverage the sales force though acquisitions or in-licensing third party products, although opportunities currently seem scarce given the fierce demand from multiple players looking to bolster their product lines. Furthermore this does not address the issue of Biovail’s current sales force is simply inadequate to effectively compete in large markets, especially those where primary care physicians write the majority of prescriptions. We believe the most sensible solution, and the one Biovail is likely to adopt is to downsize in order to focus exclusively on the specialist physician population (essentially keeping only its two specialty sales forces while laying off the remaining 75% of sales reps). We note that this approach should free up $75M in EBITDA while only affecting topline minimally. We believe Biovail recognizes that its current sales force is underutilized and will seek ways to address this issue in the near term. In fact Biovail recently cancelled its annual company-wide sales meeting planned for mid-January in Las Vegas and we believe the cancellation may reflect a willingness by management to solidify their long-term strategic direction (and the sales force’s place within it) prior to rolling out the 2005 marketing plan to their reps.

II. YOUR MONEY’S WORTH

The beauty of BVF at current levels is that you’re getting the pipeline basically for free. Indeed a sum of the parts analysis yields a value for Biovail’s existing product lines (excluding Ralivia and Glumetza) at approximately $2,500 million or $16 per share (net of estimated net debt of $385). Let’s look at the components of BVF’s business:


1) Wellburtin XL (37% of sales)

On November 17th the company announced that two competitors Anchen Pharmaceuticals and Abrika Pharmaceuticals have filed ANDAs with the FDA seeking approval of their generic equivalents to Wellbutrin XL, Biovail’s fastest growing product. 2004). The market reaction to the filing was severe, with Biovail’s shares falling close to 14% in the two days following the announcement. Biovail recently filed patent infringement suits against both companies, effectively prohibiting the FDA from approving the generic applications for a period of 30 months, provided a district court does not rule in favor of the generic companies prior to expiration of the 30-month stay. While the threat of generic competition for Wellburtin XL has been a ing problem since the product’s launch a year and a half ago, the speed with which this challenge has emerged has certainly come as a surprise. Furthermore it seems that most investors now expect that XL will be facing generic competition as early as 2007, a widely held belief that we find highly unrealistic. A more educated call we believe is for generic XL in 2009 or earliest 2008. Indeed Wellbutrin XL is known for being a very difficult molecule to formulate; Glaxo reportedly worked on a new once-daily formulation for nearly a decade before licensing Biovail’s once-daily version. The manufacturing complexity and technical challenges associated with the formulation enabled Biovail to extract a high royalty rate which may be greater than 35% at the top tier. We are, therefore, doubtful that Anchen in only 13 months has been able to replicate Wellbutrin’s pharmacokinetic profile without infringing on the company’s intellectual property position. Furthermore, generic companies, and in particular Andrx, appear to have historically rushed some applications in the race to be the first filer. For generic companies the first filer position is important because it provides the first generic on the market with 180 days of market exclusivity. Moreover, no other generic can be cleared for launch until the first filer has been on the market for 180 days. Also first filers have sometimes monetized the exclusivity period by allowing another generic companies to launch ahead of them in exchange for royalty payments

Based on a May 2008 generic launch assumption, a –2.0% terminal growth rate, 9.8% discount rate (BVF's WACC) and a 10% long-term tax-rate, we estimate the value of Biovail’s interest in Wellbutrin XL at approximately $1000 million or $6.30 per share. This assumes XL worldwide commercialization starting in 2007.

2) Promoted Products (19% Sales)

In general, we view the overall growth potential of these assets as modest. We note that Cardizem LA ($60M in rev) is competing for market share within a highly genericized segment (once-daily diltiazem) of a slow-growing class (calcium channel blockers), limiting the product’s long-term growth prospects in our view. Although the angiotensin II receptor blocker (ARB) class is one of the fastest growing segments within the hypertension market, we believe a weak competitive profile and limited reimbursement have limited Teveten’s ($20M in rev) penetration. We expect Zovirax ($65M in rev) sales to rebound in 2005 as wholesaler inventory issues are resolved, but expect the contribution from this franchise to decline over time due to continued weakness in the topical herpes market.

Based on assumptions of 5% growth through 2010, a 2% terminal growth rate and a 9.8% discount rate, we estimate the current value of Biovail’s promoted products at approximately $450 M or $3.00 per share. We have allocated all the costs associated with the sales force as it stands today to this estimate. It should be noted that there is potentially some upside here for Teveten if Biovail is able to differentiate its product based on the results of the recent MOSES study (Morbidity and Mortality After Stroke) which have showed that Teveten significantly reduces total mortality and total cardiovascular and cerebrovascular events, as well as the recurrence of stroke and associated disease. Biovail is currently working with Solvay to gain access to the data and hopes to have it available for medical marketing by its sales representatives in the first quarter of 2005.

2) Generics (17%)

We are forecasting revenue of $109.9 million from Biovail’s generic franchise in 2005, down nearly 20% versus our 2004 estimate of $136.9 million. Typical of generic products, we expect continued erosion in prescription trends for this franchise over time and have forecast a 9.5% compound annual decline in generic revenue through 2010 (versus our 2004 forecast). Based on our current sales forecast, a –6.5% terminal growth rate and a 9.8% discount rate, we arrive at a DCF valuation for the generic franchise of $470 million or $3.00 per share. Our valuation implies a 2004E revenue multiple of approximately 3.3x, in-line with the current generic average of approximately 3.4x. Note that as part of a recently renegotiated agreement with Teva, the latter secured an option on an additional bioequivalent product under development by Biovail and development rights to two extended-release generic products. We have not factored into our forecast any additional product sales, milestone payments or royalties associated with these products under the revised Teva agreement.

3) Legacy Products (15%)

Given that most products in this category face generic competition, we anticipate continued erosion in this product franchise over time (we are forecasting a 10% compound annual decline in legacy revenue through 2010). While we have not allocated any sales or promotional costs to this franchise, we have accounted for the tax benefit associated with $20 million in annual amortization costs and approximately $36 million in long-term obligations (2005-2007) associated with the Vasotec and Ativan acquisitions. Utilizing these assumptions, together with a –6.5% terminal growth rate and 9.8% discount rate, we arrive at a DCF value of $320.0 million, or $2,00 per share. Our valuation implies a revenue multiple of approximately 2.6x our estimated 2004 revenue forecast for this franchise.

4) Canada (12.5%)

In addition to the launch of Tiazac XC (Cardizem LA) in early 2005, we expect Biovail to launch both Glumetza and Wellbutrin XL into the Canadian market within the next 24 months. Although the possibility of near-term generic competition for Tiazac remains a risk to our Canadian forecast (a trial is anticipated in the second half of 2005), we expect new product launches to fuel strong growth from BPC through 2010 (we are forecasting a compound annual growth rate of approximately 9%). Similar to our valuation of the U.S. promoted products, we have allocated sales force costs to our DCF valuation for the Canadian operations. Based on the assumptions outlined above, a 2% terminal growth rate and a 9.8% discount rate, we estimate the current value of Biovail’s BPC operations at approximately $720 million or $4.50 per share.


Sum of the Parts = 6.30 + 3.00 + 2.00 + 4.50 = 15.8$/Share

EV/EBITDA(04) = (2718.9 – 385)/355 = 6.5

EV/FCF(04) = 2335/220 = 10.5

P/E(05) = 17.1/1.6 = 10.6

III. Ralivia ER and ODT

Biovail has filed NDAs for two separate formulations – once-daily and oral disintegrating - of tramadol hydrochloride, a pain medication used in the treatment of moderate to moderately severe pain in patients. We expect final FDA approval and launch no later than 06Q1 and we believe this franchise constitutes a significant opportunity.


A total of 13.0 million prescriptions were written for tramadol in 2004, up 13.4% versus 2003. Although several generic formulations of tramadol are currently available, we believe a once-daily formulation represents an important improvement over current formulations that require dosing three to four times daily. In addition to convenience, a once-daily formulation may alleviate some of the side-effects associated with tramadol treatment, including nausea, vomiting, headache and sleepiness. Immediate release formulations of tramadol currently require extensive titration regimens to alleviate these effects. We also note that a renewed promotional focus behind a once-daily formulation combined with the recent resurfacing of concerns surrounding COX-2 inhibitors may serve to accelerate the growth of the current tramadol prescription market.


We expect Ralivia ER to capture close to 50% of total baseline tramadol prescriptions within 24 months of launch. While there is a possibility that initial conversion rates exceed our estimates (our conversion forecast falls below that observed for both the Wellbutrin SR / XL and Adderall / XR conversions), we have tempered our expectations relative to historical analogs given that Biovail has not yet secured a strong marketing partner for Ralivia. Clearly, failing to secure an agreement or out-licensing the marketing rights to a company without a strong primary care sales force (as Glaxo is for Wellburtin) would adversely impact our estimates for this opportunity.

We believe peak end-user Ralivia sales could reach $500 million by 2009 before growth is moderated by the presence of additional once-daily competition within the U.S. market. Our forecast assumes Biovail receives an effective royalty rate of roughly 25% on net sales. Our base case assumes Ralivia is free from generic competition for five years. Based on the assumptions outlined above, a –1.0% terminal growth rate, 9.8% discount rate and a 10% longterm tax rate, our valuation of the Ralivia opportunity currently stands at $300 million or $2.00 per share


IV. A STRONG PIPELINE

Biovail has historically provided limited detail surrounding the progress and potential clinical merits of its pipeline candidates. It is hence admittedly difficult to quantify the market opportunity for these product candidates without an understanding of the potential advantages (e.g. improved efficacy, easier titration, improved side-effects) relative to existing formulations. Evaluating the future cash flows of a pipeline is inherently an arbitrary exercise, and it is here exacerbated by a lack of material information. However we believe the opportunity here is such that even assuming more than half of the pipeline does not bear fruit the pipeline is still worth 8-10$ per share.


One proxy for pipeline strength are historical R&D spending trends compared to competitors. Note that Biovail had in the past pursued a very aggressive acquisition strategy, avidly buying off various assets as well as delivery technologies.


5 Year Cumulative R&D (Includes acquired R&D net of 5-year amortization) – Note that these are very rough figures


Biovail (Market Cap = $2.5B): 275M (5-year R&D) + 325M (Acquired R&D) = $575 M


Generics:

Ivax (Market Cap = $3.6B) : 390 + 25 = 415M

Teva Pharmaceuticals (15B): 675 + 100 = 775M

Barr Pharmaceuticals ($4B): $450M

Watson Pharmaceuticals ($3B): $450M

Mylan Pharma ($4.5B) : $360 + 25 = 385M

Andrx Group ($1.6B) : $225M

Eon Labs ($2.3B) : $75M


Specialty Pharmas:

Alcon ($24B) : $1.5B

Cephalon ($2.7B): $700M

Endo Pharmaceuticals ($2.7B) : $200M

Medicis Pharmaceuticals ($1.9B): $250M

MGI Pharma ($1.6B): $200M

Biovail R&D acquisitions history:


2003:

Ativan_ line extension products in pre-clinical phases of development: $40M

Athpharma cardiovascular assets: Bisochron and Isochron (Phase III) and Hepacol I and Hepacol II (pre-clinical) : 45M


2002:

Pharma Tech assets acquisition: $80M

Pharma Pass assets acquisition (20 product development projects for a number of pharmaceutical companies + 2 novel release technologies): $115M

Intelligent Polymers: $210M


2000:

Acquisition of Fuisz assets (17 under development + delivery technologies): $150M


Right now Biovail has 25 products under development (excluding Ralivia), with a combined target market of roughly $25B (targeted legacy products generated on average $1B of Rev for 2004). Although we would argue that reformulations of existing products carry significantly less risk than new chemical entities, the risk of failure for these products is clearly non-zero. We believe it is a reasonable (if not conservative) assumption, given the company’s historical focus on novel reformulations of existing legacy products – and having looked at a sample of Biovail’s portfolio, that Biovail will be first to file on 10-12 of its pipeline within the next 2-3 years. Assuming 5 year protection from generic competition, peak conversion of 12.5%, ASP discounts of 20%, royalty rates averaging 25%, Gross Margins of 75%, and assuming all R&D is allocated to the pipeline, a DCF for 10 of 25 yields 8-10$ per share.

Adding up all components: 15.9$ (base business) + 2$ (Ralivia) + 8$ = 26$

A 50% upside from current levels.

V. KEY RISKS


i) Generic Competition for Wellburtin XL before 2008.

If a district court rules in favor of a generic company prior to the expiration of the 30-month stay, the company may choose to launch its generic formulation “at risk” – i.e., prior to resolution of any pending appeals by the innovator company, provided they are successful in securing FDA approval. While this is generally a risky strategy (the generic company would expose itself to potential treble damages if the innovator company’s appeal proves successful), this risk can outweigh the benefits for large product opportunities.

However we note that protection from generic competition may extend well beyond this rough three-year estimate if the generic companies are found guilty of infringement, a likely scenario here given the complexity of Wellburtin XL. Our sense is that the more likely first generic here will be Eon Labs and/or IMPAX labs in 2008-2009.

ii) Canadian Operations Likely Under Pressure

Novopharma received approval from Canadian regulators in early January to launch a generic form of Wellbutrin SR into the Canadian market. Although some legal complexities continue, Biovail’s Canadian pharmaceutical operation could face significant generic competitive issues in the near term.


iii) Paragraph IV Certification Against Cardizem LA

In addition to the generic risk surrounding Wellbutrin XL, we note that Cardizem LA is potentially vulnerable to patent challenges from generic filers.


iv) Investigation Risk

Despite seemingly little progress on the ongoing SEC, OSC and OIG investigations surrounding Biovail, the risk of material fines or alternative penalties being levied against the company remain a possibility. While the SEC investigation into Biovail’s reporting and disclosure practices remains “informal” at the present time, a decision by the SEC to formally investigate the company would further damage the company’s credibility with investors.



Catalysts:

- Announcement of a change in market strategy and the downsizing of an expensive sales force

- FDA approval and launch of a potential blockbuster: Ralivia ER and ODT

- Improved disclosure of an underappreciated pipeline


SAUDI’S OIL – THE DAWN OF AN ENERGY CRISIS

SAUDI’S OIL – THE DAWN OF AN ENERGY CRISIS

I recently stumbled upon an interesting article in the widely read business weekly Barron’s (you can find this marvellous source of business and investment news at the lovely Bronfman library) about the world’s largest private energy banker and oil guru Matt Simmons and his claim that Saudi Arabia’s declared reserves are largely a deception. Upon reading the piece and then consulting Simmons & Company International’s website www.simmonsco-intl.com I became fascinated with the oil problematic with which the commodities market seems to have been struggling as prices and volume have surged over the past 16 months (go to www.nymex.com and look at oil futures trading over the last 12 months, observe that WTI crude prices are up 70% over last year but more importantly notice the extreme volatility of price swings). Simply stated, the concern about the most relevant commodity in the world is that global production might reach its zenith in the very near term while demand is growing at phenomenal rates; case at point China and India’s demand has grown at a combined rate of 10% in the last three years. The truth is that no major oil fields have been discovered anywhere since the 60s – the last major discovery was at the Caspian Sea which has reserves of 30 Billion Barrels, or about one year of global consumption! – furthermore the rate of discovery has been running far below the consumption rate for two decades now. The way things are going, the world will run out of oil in about 35 years, and even more worrisome geologists and economists alike forecast that global production will peak once and for all in 2006 or 2007 and thereon start a slow but inevitable decline. This phenomenon is what is called the Hubbert Peak, and basically the underlying premise is that, once oil fields have exhausted half of their reserves, the lower well pressure induces lower flow rates and declines in productivity inevitably follow. One counter argument to that is that improved recovery techniques should cause reserves to grow – reserves usually are estimated at only about 50% of total oil-in-place. However evidence indicates that such new technology only increases recovery rate (and hence might delay the Hubbert Peak while causing faster depletion) but has little or no impact on the amount of recoverable oil.


You might ask where Saudi comes in this picture? As a lot of you may know, Saudi and more generally OPEC have acted as gatekeepers for global oil prices since the US’s Texas Railroad Commission relegated that role in 1972 (US oil production peaked in 1970), performing a price setting function by controlling the supply side of the market (for those of you who were sleeping in ManEc that’s what’s called a cartel). Saudi alone makes up 15% of world production and purportedly owns 30% of worldwide reserves, present and future or in oil lingo proven and probable. Perhaps even more importantly, Saudi Arabia is the only country that keeps significant spare capacity, which has acted as a buffer in case of unanticipated increases in demand.


Matt Simmons - and this is a belief widely held amongst many oil aficionados – however holds a very grim opinion of OPEC’s ability to continue to provide cheap oil abundantly. In fact he contends that Saudi has perpetrated the largest deception of the 20st by hugely overstating its oil reserves and the cost of bringing new wells on-line. Simmons advocates that behind its veil of opaque and deceptive disclosure - the oil industry is owned exclusively by the state-run company Armaco - Saudi’s been hiding the fact that its major oil wells are actually running out, only maintaining current levels of production through water infusion, which, while improving flow rates, also leaves behind huge amounts of contaminated oil recoverable only at very high costs. He further questions the ability of advanced extraction technology to recover oil above and beyond the normally perceived limit, citing that second and third generation wells merely accelerate the depletion rate but fail to deal with left over oil. Finally Simmons discusses the poor quality of new projects, citing the fact that about only a quarter of Saudi Ariabia's 85 fields have been produced while so much effort has been spent on mature, or perhaps dying fields like Ghawar, which casts doubt on the feasibility of other fields.


Emil


Tuesday, November 09, 2004

Stratos - A New Take

As a response to Hugo's query about why we thought Stratos might not be so interesting after all, I decided I'd take a further look at this high tech business. My conclusions are encouraging, comments are welcome.


Hugo, I haven't really made my mind up about Stratos just yet. I actually think that Stratos might be a great opportunity (the value is definately there, even assuming a low-growth business), I just haven't look into it thoughrouly enough to tell. But since no one else seems to want to explain to me why this is a great value opportunity I suppose I'm going to have to do the work myself. Here's my thought process;

1) Ok so we have a value stock, how do I know that? That's simple, the enterprise value (EV represents the true market value of a company; its defined as market capitalization + debt - free cash) of Stratos is about $440M (US dollars) and this baby makes about $80M per year in raw profits or EBITDA (earnings before interest taxes depreciation and amortization). EV and EBITDA commonly work together as a ratio, the EV/EBITDA ratio that is likely a more accurate valuation ratio than the P/E because it exludes items that can be easily manipulated and are volatile (like taxes and depreciation). So here we have a EV/EBITDA ratio of 5.6x, meaning that excluding capital expenditures and taxes this company would return close to 20% to investors. Not bad. Now an even better measurement that takes into account capex as well as taxes is FCF or Free Cash Flow basically the amount of $ running into the company; Stratos' FCF for 2004 is $40M, and hence its cash yield or FCF/EV is about 9%, so this company is generating positive cash at a 9% yield, sure beats 10 year treasury bills which right now are payign an interest of about 4,5%, and here we're talkign about a small cap high tech that can grow (or can it?).

So we know that the value fundamentals are good, yet Bay Street (i.e. analysts and institutional investors) seems to dislike this stock. Why? Because revenue has had negative growth -7% this year compared to last , even worse earnings are down close to 20%? Worrisome? I would say that this is what creates an opportunity here.

2) Stratos - Business

Ok so we have all these numbers, and they look good. But what does Stratos do exactly? I’ll bet you that more than half the people invested into this stock haven’t a clear idea. This is where you gotta do your homework. So what I do is go on Sedar.com and read their business description in their most recent annual report. Basically Sedar provides for mobile (i.e. can be moved from site to site) communication capabilities where terrestrial connectivity (networks) are unavailable. That’s neat, how do they do it? Well they use satellites, and those are great because they allow for any remote location on the planet to be connected to the rest of the world. It’s also very expensive technology but there are some big guys that can afford it; the oil industry is one (oil rigs in the middle of the Pacific), big fishing boats or cargo fleets (they need to know when that big storm is hitting), big media companies (those guys covering the Iraq War -i.e. operation Iraqi Enslavement- for CNN, ever noticed the 3 second lag?) and more recently, and this has been the little perk that’s driven its profits up, it seems to have profited from the military and reconstruction efforts in Iraq where troops as well as engineering and oil companies need remote access. Does Stratos own its own satellites? Of course not, they’re too damn expensive, they simply “rent” them out from bigger guys like INMARSAT then they sell terminals to their customers run a bunch of land stations to make sure everything goes smoothly and pay INMARSAT for access to their satellites, keeping a margin for themselves, a 33% gross margin actually, not bad. It’s division of tasks at its rawest, INMARSAT makes the satellites (and they probably make a fortune doing it, they made the first global mobile satellite communications network and they’re private, I’m not surprised) and is glad to save the hassle of the on the ground customer servicing work and subcontract it to smaller guys like Stratos. So Stratos is at the bottom of the food chain, that’s bad news, yet its been able to make net margins of 10% (that’s more than double the Satellite Comm industry’s 4.5% average, Stratos might not be big but it seems to work in a symbiotic relationship with INMARSAT. Stratos is the only service provider with complete access to INMARSAT’s satellite constellation according to their annual report. This relationship might be the key to their success).

3) Stratos – The Future

So, we’ve started putting some meat on the bone; the main issue that needs to be addressed at this point is what kind of growth can we expect going forward? Luckily I had already done some research on the satellite comm market (I looked at Calian in March, although their business is completely different they are in the same industry) in the past so this saves me some trouble.

"The Satellite Industry exists as a result of the need for communications services in remote locations where other means of communications are uneconomical. Traditional users of satellite communications have been mining companies, oil and gas companies and military organizations. However large advancements in satellite technology over the last 40 years have resulted in a wide variety of new applications, services, terminals and customers. Today the industry has grown into a $13B a year industry, and now encompasses three different markets: the commercial, military/defense and scientific/academic satellite markets. While the Commercial market had for a long period fuelled a 10-15% revenue growth it has over the past 36 months experienced negative growth, forcing many companies to consolidate and restructure, shifting away to the other two markets. Fortunately the uptick in defense spending following 9/11 has helped stabilize and even offer a very attractive near term outlook."


Defense Spending: Fiscal Year 2005 Department of Defense budget of $401.7B represents 7% growth over FY04 levels, scheduled to grow at 5% CAGR through 2009. Procurement is scheduled to grow at 8.7 through 2009 and total investment 5.8% CAGR. The Defense industry is expected to generate double digit growth over the next two years, mainly due to realization of cash outlays from past budget cycles.


Because of the diversity of services that Stratos offers (Defense is only a small part of it all) it is hard to get an idea of what kind of growth we can expect for the next 5 years. Oil exploration and drilling is expected to increase significantly going forward to remediate the current scarcity of supply and growth in demand (spare capacity less than 1% of demand currently). Furthermore e growth in Asia (China + India growing at average 9-10%) will likely increase the amount of maritime traffic. More generally I’d like to venture a guess that satcom will grow at 2 times the rate of global GDP growth since it seems to service some of the industries that will benefit the most from growth in developing economies such as China and India- Oil, Maritime, Engineering (I like to think of those as the backbone of the industrial revolution going on there) as well as trends in Modernization of the US Military that seems to be going towards a more communications-enhanced force. Not to mention growth in wireless Internet access that Stratos will capitalize with. Global GDP growth is expected to be 4% going forward (The Economist), so we can expect this industry to grow at 8-10%. (I have not included here some aspects of commercial satcom because Startos does not service stuff like satellite TV). I think however that this might be a pessimistic estimate, assuming of course that the relationship with INMARSAT remains strong going forwards. I think a 10-15% growth rate (historically accurate) is reasonable going forward, and a 20%-25% is conceivable

3) INMARSAT – The key to future growth.

Ok so we have an industry that will grow massively in the future and that has huge barriers to entry (INMARSAT seems to have somewhat of a monopoly position in the sat comm. Commercial networks) and no new satellites being built in the last coupla years (scarcity of supply.. when demand builds up this will be good news for pricing); one problem remains: Stratos is completely dependent on INMARSAT and IRIDIUM since basically it’s a reseller of their technology, and INMARSAT IRIDIUM provided services make up something like 70% of revenues. If Startos loses business with its key suppliers INMARSAT (55%) and to a lesser extent IRIDIUM (15%) it is quite simply f%$#ed, because those guys have something of a monopoly, i.e. there isn’t anyone else to go to. It’s like Walmart and its distributors, except here it’s the other way around, Stratos the vendor depends on its distributors INMARSAT and IRIDIUM to get its business. You keep digging in the annual report and you’ll find something unsettling: “In December 2003, the Corporation entered into a new CFA with Inmarsat Limited.The CFA and related agreements define the roles and responsibilities of the parties and assures the supply by Inmarsat of existing services, as well as new services which are planned to be introduced in the future based on the fourth generation satellites.The CFA and renewed LESO agreement will expire in April 2009, with provisions for further extensions.The new CFA and renewed LESO agreement permit Inmarsat, subject to certain specified conditions, to appoint new distribution partners for future Inmarsat services and to authorize other entities to construct land earth stations.”

In other words INMARSAT submits any new piece of business to a competitive bidding process, and the number of participants seem to have increased starting 2004 (although I don’t think this means Stratos was ever the sole service provider for INMARSAT – actually on closer look there’s 26 of those guys.. wow that’s competition.)


So at some point this year the market learns that, due to the war in Iraq, in Q2 INMARSAT’s revenues have declined by 7% but at the same time Stratos’ revenues have declined by 21%; Is Stratos losing market share? That’s what analysts are worried about. Then numbers were disappointing again in Q3 and the market is still awaiting INMARSAT’s results for that same period to see if the discrepancy continues. In my opinion this is but a flipside to the fact that Stratos’ highly demanded services increased by 30% in 2003 because of the Iraq war whereas INMARSAT revenues were up only 8%. Things were out of sync then, now they’re back to normal. Also it seem Hurricane IVAN has hit the broadband segment during Q3, this might explain the earnings disappointment (remember revenue was down 4.1% sequentially in Q3)



4) Conclusion

Ok I’m way over my head and my eyes are starting to itch from starign at this screen for hours. I’ll finish this up later. I love the valuation, the very real potential growth but I dislike the business , i.e. the dependence on the distributors INMARSAT and IRIDIUM, the margins have been good so far but the risk is definitely there. Stratos does seem to be one of the major vendors though, so I think the symbiotic thing actually makes sense. They depend on each other so its actually not really a Walmart situation (INMARSAT revenue according to some guy working for Orion Securities is only 450M in 2003 which is just double of Stratos’ revenues from INMARSAT.)

I think Stratos revenue decline is caused by the after-war-in-Iraq and is not due to any fundamental weakness or loss of market share. Given the long term growth I’d think this is a definite buy. A 9% cash-to-cash yield, and future growth of 10%-15% maybe more , a stock and industry hit by what I see as temporary slow down definately creates an opportunity.

Let me know what you think.

Emil



Sunday, November 07, 2004

Coolbrands

Note: This idea is for the most part borrowed from an online private investors group. You can check out their website: http://www.valueinvestorsclub.com/

I merely updated the info and added some stuff that’s happened since this was originally written August 13, 2004. Enjoy!

SERVING UP DESSERT – COOLBRANDS INTERNATIONAL

Ticker: coba.to

Current Price: 7.10$

Due to the announced loss (though not irreplaceable in our minds) of CoolBrands’ Weight Watchers SmartOnes (WWSO) low-fat brand (14% of FYE August 2005 revenues, 28% of earnings), we feel there is an extraordinary opportunity to buy a world class package of dessert brands and distribution assets at 40% to 50% of what we feel is fair value.

What You Get
* #1 seller of frozen dessert Better-For-You (BFY) novelty brands (far and away the fastest growing component of the ice cream market) with total projected ’04 revenues of $665mm (vs. $340mm in ’03)
* North America’s 3rd largest ice cream company (and most profitable one to our knowledge)
* Owner of the 2nd largest Direct-Store-Delivery (DSD) network covering 68% of US retailers (All Commodities Value or ACV) in a duopoly competitive situation (3rd largest distributor, Blue Bell, distributes to 14 southern states)
* An extremely strong balance sheet (projected ’04 cash net of debt at $69.2mm or $1.24 per share), low capex requirements (~$5mm-$10mm/year), and high quality of earnings (Free Cash Flow = 95% of Net Income)
* A business that has high barriers to entry (brands, distribution) and a company that has strong organic growth trends year over year (Q1 growth 19%, Q2 growth 27%, Q3 growth 14%)

What You Pay
* P/E (taking out the net cash position) for 2004: 6.2x compared to consumer packaged goods comps of 18.3x
* P/E for 2005 is expected to be 7 vs. 16.4 for consumer packaged goods comparables

Another valuation ratio that is commonly used and more representative of earnings power is
EV/EBITDA for 2004 is 4.0x
EV/EBITDA expected for 2005 is 4.3x compared to 11.7x for competition

EV/Sales05 = 0.45x
Price/Sales05 = 0.53x

II. THE BASICS
Price (8/11/04): $7.10
A Shares (mm): 49.7
B Shares (mm): 6.2
Market Cap (mm): $397.6
Cash (Net of Debt, mm): $69.2
Enterprise Value (mm): $328.4
Options: 3.8mm outstanding at 5/31/04 which we believe are at a weighted average
strike prices above $15

III. LOSS OF THE WEIGHT WATCHERS SMARTONES LICENSE – THE SCOOP

On Thursday July 29th, CoolBrands announced that it was losing its license to manufacture, market and distribute the WWSO low-fat ice cream novelty. According to management estimates, WWSO was projected to comprise 16% and 14% of revenues in FYE August 2004 and 2005, respectively, and 32% and 28% of net income. The WWSO license ceases at the end of September 2004, but the Company is entitled to continue producing and selling WWSO until the end of September 2005. In response, the stock declined 38.8% from $16.90 (7/28) to $10.35 (8/5), a $365mm drop in the fully diluted market value of the company. A lawsuit is in progress whereby both sides allege a breach in the Licensing agreement. Here's a link to the lawsuit against WW, its 23 pages but it lays down the issue in much detail.

http://www.yogenfruz.com/investors/press/final_cb_complaint.pdf

Weight Watchers, on the other hand, is alleging that under the terms of the License Agreement Coolbrands has merely the limited right to sell-off its remaining Weight Watchers/Smart Ones inventory from September 28, 2004 until it is depleted. It is suing for “anticipatory breach”, basically in order to obtain a court order to prevent from doing so. Note that while Coolbrands has chosen to disclose its complaint to the public, Weight Watchers has not bothered doing the same; furthermore a plain reading of section 14(a) of the Master License Agreement as spelled out in the complaint makes it plain that Coolbrands is entitled to “use” the brand in a non-exclusive way for the remainder of the termination period ending September 2005; implying a right greater than merely to sell-off remaining inventory.



A little history on the WWSO product: When Heinz sold Weight Watchers to Artal Luxembourg, Heinz retained the royalty streams for third party licenses of the Weight Watchers name, including ice cream, and paid Weight Watchers a fee equal to 5% of the royalty for managing such licenses. Per the agreement, these licenses revert to Weight Watchers on September 29, 2004, which is also when the WWSO agreement expires with CoolBrands. My understanding is that SmartOnes (Heinz) and Weight Watchers were not able to come to an agreement on sharing their brands (I’ve heard there’s bad ) on the WWSO ice cream product post September 29, 2004.

As for the reason for the loss of the Weight Watchers (only) license, my sense is that there were both brand issues and economic issues. On the brand side, my sense is that CoolBrands felt the SmartOnes logo was more important to the product than the Weight Watchers brand, and I wouldn’t be surprised if they tried to encourage Weight Watchers to go back to Heinz to try to get the SmartOnes brand on the box going forward. If there’s bad between Weight Watchers and Heinz, this likely rubbed Weight Watchers management the wrong way. With regards to economics, I’d suspect that CoolBrands would have tried to drive a hard bargain with Weight Watchers given the following facts:

1) Brand – Product was only going to be the Weight Watchers brand, dropping the more prominent SmartOnes brand (i.e. less valuable to CoolBrands)
2) Few Production Alternatives for Weight Watchers – Can’t license to Dreyers due to Skinny Cow acquisition, and no one else has a significant track record (to my knowledge) of distributing a frozen novelty product nationally (Wells is a large, but regional, player)
3) High Switching Costs – I’d imagine that CoolBrands felt secure in their position given the high switching costs a new licensee would have to pay (slotting fees, UPC codes, etc)
4) Time – CoolBrands likely thought they had more time to agree a new contract given the terms of the MLA that state that Weight Watchers could not enter into an agreement prior to September 29, 2004


My guess is that they would have arrived at an agreement if Weight Watchers had indeed
waited until September 29, 2004. The current solution creates a sub-optimal outcome for
both Weight Watchers and CoolBrands.

IV. EARNINGS DISAPPOINTMENT – THE SHIP SINKS FURTHER


In early Spetember, Coolbrands announced that it would not meet its earnings projections for 4th quarter ending Sep 31 (this is seasonally their strongest quarter for obvious reasons) Projected earnings were $1.15, the number was revised at 0.97$. The stock thereby dropped to a year low of 6.70, it is now at 7.10. The reasons that were given by management are

1) a one time charge for legal costs and write-offs of the WWSO brand of $4.3M (representing $0.09 a share)

2) loss of WWSO sales due to malicious conduct by Weight Watchers ( basically Weight Watchers sent letters to Coolbrands' customers saying that Coolbrands was no longer legally entitled to sell WW products and urging them to make all future orders with WW’s new licensee Well’s Foods - see the complaint) and

3) a very cold and wet summer throughout the US (although this last point is questionable given that Unilever -makers of Ben&Jerry's ice cream- and Nestle's have reported strong results for the summer)

4) An additional element of concern to us is the loss of momentum of the Atkins brand, which for all intents and purposes is now Coolbrand's principal product line. Indeed some surveys suggest that low carb diets (e.g. Atkin's) might have lost up to 20% of their following since first quarter of this year. Although in our view the healthy food industry is the place to be. Demographics and the obesity epidemic are driving an increasingly informed consumer toward healthy living and an emphasis on better nutrition; and we believe that in the long term Coolbrands should outperform its industry.





Base Case Scenario For 2004-2005

The base case scenario (in our minds the most likely outcome) assumes that in March of 2005 CoolBrands replaces its WWSO branding on its low-fat products with an alternate Better-For-You (BFY) brand. The two primary options are as follows (listed in our estimated order of probability):

1. Silhouette Brands “Skinny Cow” – Dreyers has tentatively agreed to license the Skinny Cow brand (#2 brand behind WWSO) for products that are not overlapping with their existing Skinny Cow line (approximately 60%-70% of CoolBrands existing WWSO sales do not overlap). The SKUs making up the remaining 30% to 40% of WWSO volume could potentially then be rebranded under an alternative brand either already existing in CoolBrands’ brand portfolio or another 3rd party licensed brand.


2. SmartOnes (without Weight Watchers branding) – H.J. Heinz owns the SmartOnes brand, which is by far the nt branding on WWSO ice cream products (28.75sq cm for SmartOnes vs. 0.81sq cm for Weight Watchers). It is uncertain whether or not Heinz is precluded from licensing the SmartOnes brand in ice cream without the Weight Watchers brand attached. If CoolBrands is able to license the brand, we anticipate a minimal loss of revenues and earnings to the Company as compared to a scenario under which they had retained the WWSO brand.

Under the base case scenario (placing more weight on the less attractive “Skinny Cow” outcome), we project earnings for FY 2004 through 2006 would be $0.97, $0.90 and $1.05, respectively, which assumes a 40% loss of the WWSO business post March of 2005 and a reduction of gross margin by 3% for ’04 and 1% for ‘05 for the pre-packaged segment of their business. Extracting the projected net cash at August 2004 from the market capitalization, we calculate the multiples below:

Base Case Multiples
Multiple -- 2003 -- 2004 -- 2005 -- 2006
EV/Revenues -- 1.4x -- 0.55x -- 0.4x -- 0.35x
EV/EBITDA -- 9.1x -- 4.0x -- 4.2x -- 3.8x
Price/Earnings -- 15.6x -- 6.0x -- 7x -- 6.0x
Price/Cash Flow from Operations -- 49.6x -- 6.0x -- 7.2x -- 6.0x

So are these multiples cheap given that the comps trade at 16.4x calendar ’05 P/E (a 134% premium to our base case and 108% to our downside scenario) and that the company traded at similar multiples 2 months ago??? We certainly think so.

V. THE COMPANY & INDUSTRY – A BRIEF OVERVIEW

Packaged Goods – Concentration in the High Growth Segments

CoolBrands has positioned itself in the fastest growing and most profitable segment of the frozen desserts market. The US$20bn frozen dessert industry is primarily comprised of regional and private label ice cream brands, while CoolBrands’ business is focused in the frozen novelty (US$2.5bn) and super-premium and sorbet (US$1bn) segments. These segments are growing much faster than the overall frozen dessert markets, and within them, CoolBrands has focused on the most rapidly growing sub-segment, the BFY (Better For You) frozen snacks category. Industry-wide the BFY component grew from US$374mm in 1998 to US$706mm in 2003 (13.6% CAGR) vs. regular frozen snack growth from US$1.5bn to US$1.8bn (3.9% CAGR).

CoolBrands has built one of the strongest brand portfolios in the BFY frozen novelties segment through its licensing of the WWSO brand (discussed above), the Atkins Endulge brand (20 year license and the company’s most successful roll-out ever), and the Yoplait brand and ownership of the Whole Fruit Sorbet brand. The Yoplait Breakfast Bar and Sandwich are being rolled out nationwide currently and preliminary sales results (Baltimore/Washington, DC) suggest that it will be a strong addition to CoolBrands BFY portfolio. CoolBrands brand portfolio is as follows:

Owned Brands:
* The Original Chipwich
* Eskimo Pie
* Fruit-a-Freeze
* Whole Fruit (excl. stick bars)
* Dreamery

Licensed Brands:
* Weight Watchers SmartOnes
* Atkins Endulge
* Carb Solutions
* Yoplait
* Welches
* Godiva
* Trix Pops
* Tropicana
* Crayola

VI - Distribution – An Irreplicable Advantage

Through CoolBrands’ acquisition of the Nestle DSD assets, the company now owns the 2nd largest frozen desserts DSD system in North America, behind Dreyers. There is no third national DSD system so competitors must either work with Dreyers/Nestles (with whom many have intense rivalries), CoolBrands, or piece together groupings of smaller regional distributors. The DSD system provides CoolBrands and potential acquirers with the following competitive advantages:

1. Expand Distribution for its Existing Products – Historically CoolBrands has distributed its product primarily through grocery stores. Its acquired DSD system covers Washington, Oregon, Florida, California, Pennsylvania, New Jersey, Utah, Minnesota, Georgia, Maryland, Alabama, South Carolina and the District of Columbia and allows it to penetrate convenience stores in these markets as well as distribute super premium brands in super market channels. To this end, CoolBrands recently agreed to distribute five products across 3,000 7-Eleven stores though it’s DSD system. We expect further similar agreements to be forthcoming.

2. Improve the Quality and Display of Product – Control of the means of distribution allows the company to manage the quality of delivered product (important for frozen foods) and the in-house display, ultimately increasing the velocity of sales.


3. Add Incremental Revenues through 3rd Party Distribution – Both Unilever and Mars cancelled contracts with Dreyer’s upon its acquisition by Nestle due to their intense rivalry and contracted with CoolBrands. In light of Ben & Jerry’s (Unilever) particularly poor 2004 sell through performance, we believe it is likely that CoolBrands will receive additional volume into its DSD system over the next few quarters.

CoolBrands also has a number of related businesses (foodservice, raw materials, and franchising) which represent less than 10% of sales and are declining in importance.

VII. REVALUATION CATALYSTS
Near-Term Catalysts (1 to 2 months)

We believe the most imminent catalysts for CoolBrands include:

1. Replacement of WWSO Brand – We feel the company will find a solution that will preserve the majority of CoolBrands low-fat business (“Skinny Cow” is already tentatively agreed).


2. Stock Buyback – The company has announced a buyback of 1.1% of its stock (550,000 shares). We see this as a minimum and understand that management is considering a more aggressive buyback program of potentially 5% or more of outstanding shares).

3. Additional Brand Licenses – We understand that the company is currently in negotiations to license a number of well-known consumer brands. While the brands may turn out to be significant contributors to the company’s business in future years, we feel the more important (and immediate) message to investors is that the company continues to be open for business as usual, despite the loss of the WWSO brand.

Longer-Term Catalysts (1 to 2 years)

Longer term catalysts for the company’s valuation include:

1. Results of the New Low-Fat Brand – We believe that the new low-fat brand will likely be rolled out between March and June of 2005. As the replacement brand is able to capture the shelf-space currently occupied by WWSO brand and corresponding revenue amounts, investors will rethink the over zealous valuation haircut that they have given the company.
2. Additional Manufacturing Business – Dreyers recently purchased Silhouette Brands, approximately 80% of whose products (low-fat ice cream sandwiches) were being made by hand, exposing the company to serious health and quality hazards. Given that CoolBrands already manufactures the majority of Silhouette’s other products, and has ample sandwich capacity, there is a significant chance that CoolBrands will capture a large portion of this business. Given Silhouettes sales of approximately $62mm in sandwich sales last year, this could comprise a significant win for CoolBrands.
3. Accretive Acquisitions – CoolBrands management has been extremely disciplined in its acquisition strategy to date and has proven itself a savvy buyer of mispriced assets. In 2003 the company purchased 50.1% of its Americana facility (one of top leading manufacturing facilities in the US) for US$1 and a combination of Nestle/Dreyers assets for $13.4mm that included the nations second largest DSD system and brands that represented US$135mm in sales.
4. Time – CoolBrands currently trades at a 7.0x ’05 P/E based on downside scenario earnings, vs. comparable consumer goods companies which trade at 108% premiums to this valuation. In part, this valuation is a reflection of investor’s disappointment that they were blind-sided by the loss of a major portion of the company’s business. We believe that the discounted multiple will expand over time as it becomes apparent that there are no other immediate risks to the business, management executes on its plan, and investors come to realize that management was at no fault in the loss of WWSO.
5. Sale to Strategic Buyer – Management has been quite clear about its exit strategy for the business – sale to a strategic buyer. While we believe that management will wait to make solid strides in the of its revised growth plan, and wait for the market to appreciate the company’s underlying value, it is not unreasonable to believe that the company could be sold within an 18 to 36 month time frame. The multiples below illustrate what Dreyers was purchased for and what the implied valuation would be in both a downside and base case scenario for the company.

Multiple --- Dreyers Multiples --- Downside Scenario 2006E Results --- Implied
Price Upside
Revenue --- 1.9x --- $680.9 --- 131.0%
Gross Margin --- 8.4x --- 300.7 --- 336.9%
EBITDA --- 44.2x --- 118.2 --- 776.1%
EBIT --- 111.3x --- 110.8 --- 1980.3%
Net Income --- 284.1x --- 66.6 --- 3069.5%

Multiple --- Dreyers Multiples --- Base Case Scenario 2006E Results --- Implied
Price Upside
Revenue --- 1.9x --- $775.7 --- 161.3%
Gross Margin --- 8.4x --- 345.0 --- 399.2%
EBITDA --- 44.2x --- 136.9 --- 914.7%
EBIT --- 111.3x --- 129.5 --- 2329.1%
Net Income --- 284.1x --- 78.8 --- 3650.1%

The most likely acquirors of the company would be firms that could leverage CoolBrands DSD distribution system and have deep experience in managing a brand portfolio. Candidates include Unilever (owner of Ben & Jerry’s), ConAgra (owner of Healthy Choice), Mars (owner of a variety of frozen novelties), Kraft (owner of a variety of frozen novelties and DSD assets for frozen pizzas), Heinz (owner of SmartOnes brand), among others.

IIX. MANAGEMENT

Corporate Governance – Low Marks but Improving

CoolBrands management historically has not won awards for its corporate governance policies and structure. In fact, in a report conducted by The Globe and Mail on 207 companies in the benchmark S&P/TSX, the company ranked lowest on 30 corporate governance metrics. Primary negatives regarding the company include that five members of the six member board are members of management, and that the compensation and audit committees are ted by management. Furthermore, the company has common A shares (1 vote, 49.7mm shares) and super voting B shares (10 votes, 6.0mm shares), with the B shares controlled by management. Importantly in the past, this led to large and unchecked issuance of options (3.9mm outstanding currently), though the company agreed to limit grants to 2.5% per year of the outstanding equity of the company. Furthermore, there are significant related party transactions in the form of a distribution agreement for the New York metro area and a management services fee in the sum of US $1.3mm due to Calip Dairies (owned by Richard Smith, Co-Chairman and Co-CEO).

Looks bad, right?? The lack of independent directors, one of the most significant corporate governance weaknesses, will be remedied at the latest by January of 2005 due to new laws that bring Canadian regulations in line with US regulations under Sarbanes Oxley. With this change, the audit and compensation committees will also have a minimum of 3 independent board members.
The super voting share structure, while not ideal in our minds, is not atypical for the ice cream industry. Both Dreyers (pre-acquisition by Nestle), Ben & Jerry’s (pre-acquisition by Unilever) and Silhouette Brands had super voting structures which allowed management to control the company and avoid selling during the low points in the ice cream cycle (typically when butterfat prices were high). While CoolBrands is less exposed to butterfat prices due to its large proportion of low-fat products (Whole Fruit Sorbet, WWSO), for Dreyers, Ben & Jerry’s and Silhouette the super voting structure allowed them to sell out near all-time
highs.

Acquisition and Operational Prowess – Top Marks

The corporate governance issues highlighted above would be of more concern to us if management team hadn’t proven themselves to be such shrewd acquirors and operators. CoolBrands’ 2003 acquisition of the Dreyers/Nestle assets (required by the FTC to approve the merger of Dreyers and Nestle) was a steal based on any metric. The $13mm deal included brands selling approximately US$135mm per annum (Whole Fruit Sorbet, Dreamery & Godiva) and Nestle’s DSD system (60% ACV, 520 trucks), and inventory valued at approximately US$9mm. Upon acquisition of the DSD network, CoolBrands quickly cut warehouse and employment costs and optimized routes, cutting employment costs by 1/3 and quickly making the DSD network profitable (something we believe was never achieved by Nestle). Regarding the acquired brands, our understanding is that the company is managing these for profitability which will likely mean a decline in sales, but improved net income.

Skilled Acquiror
Dreyer’s/Nestle-US$10mm-Acquired distribution assets including 520 trucks and 8 warehouses in 11 states (est. $26mm in asset value). Acquired Dreamery, Godiva and Whole Fruit Sorbet franchise ($US135mm in revenues) and $8.6mm in inventory.
Americana Foods-US$1-Acquired 50.1% of 240,000 sqft manufacturing facility in Dallas, TX to produce soft serve ice creams and yogurts, Atkins, Weight Watchers and super premium brands. Pending $14mm investment, facility will produce approximately $140mm of the company’s products. Fruit-A-Freeze-Trade Debt and Earn Out-#1 frozen fruit bar brand in Southern California. DSD assets in market and manufacturing facility.

In its second acquisition last year, CoolBrands acquired a 50.1% stake in Americana Foods, a plant previously owned, and unprofitably run, by TCBY. CoolBrands purchased its stake for US$1, quickly increased volumes (now 80% higher than in January of 2003) and now runs the plant profitably. The combination of CoolBrands’ DSD and manufacturing assets allows the company to innovate and rapidly roll-out new products. This is illustrated by its successful Atkins roll-out to 50% of retailers within a 12 week period, and currently the roll-out of the Yoplait breakfast bar and sandwich. Both the Dreyers/Nestle and Americana acquisitions, and their subsequent operation, show management to be extremely adept stewards of capital.

IX. MAIN RISKS

So what we have thus far in the story is a company that is priced at 50% of the consumer packaged goods comps, with strong growth, in a growing segment, with a defendable strategic advantage (strong brands and DSD distribution). The main risks we believe investors perceive are follows:

1. Inability to Replace Weight Watchers Brands – While this would be a dramatic loss if it were to occur, we feel that the company is pursuing many options, some certain (licensing of Silhouette Brands) and some less certain (licensing of SmartOnes) as discussed above. Even if these revenues are not replaced (highly unlikely), with the stock trading at a 2006 6x P/E (downside scenario) it is still a bargain in our minds.
2. Lower Atkins Sell Through – The Atkins Endulge roll-out (launched at the end of calendar 2003) began with very successful retail penetration and sell-through, but was then limited by manufacturing constraints (on the stick lines in particular). As a result, some retailers released shelf space that CoolBrands was unable to fill (the company now has adequate manufacturing capacity), and management recently intimated that sales in Q4 on the Atkins product would be lighter than expected (a reduction in Q4 guidance is expected). This coupled with a reported slowing in the growth of low-carb as a diet plan nationwide makes it difficult to assign proportionate cause for the Q4 weakness to short-term phenomenon (a loss of shelf space) vs. long-term phenomenon (a slow down in Atkins dieters), the latter being the great risk for the
long-term investor. Given CoolBrands license of the most recognizable brand in low-carb (Atkins), we feel that if anyone is going to succeed in this market, it will be CoolBrands.
3. Loss of Further Brands – Given that the WWSO license was an unexpected loss
(investors had been reassured on the latest conference call that there were no licenses
in jeopardy), one does have to wonder what other licenses could be lost. To address
these fears, management stated that over the next 18 months there are only $9mm of
revenues in jeopardy for renewal (1.8% of packaged goods sales). Post this renewal,
the next license renewal date is in 9.5 years. Given the peculiarity of the WWSO
license (a co-license from Heinz and Weight Watchers), we feel the unexpected nature of
the loss is a one-off occurrence. We are comfortable with this re-licensing risk.
4. Lawsuit Risk – Weight Watchers has sued CoolBrands for anticipatory breach of contract, arguing that they believed CoolBrands was planning to breach its master license agreement for WWSO. Damages were unspecified and no preliminary injunction was requested (a signal that Weight Watchers does not have a high degree of confidence in their own case). Alternately, the company filed a 23 page countersuit against Weight Watchers on August 11 with plenty of detail regarding how Weight Watchers breached multiple clauses of the contract. While there is risk of a ruling in favor of Weight Watchers, we believe the net effect of the above court motions will likely benefit CoolBrands both monetarily and in negotiating new licenses, in particular a SmartOnes license.
5. Head to Head Competition in Super Premium – Through the acquisition of the Dreamery, Godiva and Whole Fruit Sorbet brands, CoolBrands is competing head to head with the much larger marketing and product development budgets of Unilever (Ben & Jerry’s) and Nestle (Haagen-Dazs). Dreamery and Godiva in particular are sub-scale brands and will need to be managed for profitability as opposed to growth. Our understanding is that CoolBrands is pursuing this profit maximizing strategy and we expect a 10% net margin on this business.
6. Corporate Governance/Dual Class Share Structure – The super voting class of shares controlled by the Co-Chairman could lead to abuses by management. A 20% expansion of the stock option pool in 2002 caused significant controversy (though grants are limited to 2.5% of outstanding stock per year). Management’s significant ownership, however, aligns their interest with shareholders. Dreyers, Silhouette and Ben & Jerry’s all had dual class structures prior to their acquisitions. Additionally, the company is expected to add two additional independent directors (for a total of three) to their board within the next two quarters.

X. IN SUMMARY

Based on ’05 P/E multiples vs. the comps, the stock has 108% upside (downside scenario) or 134% upside if you believe as we do that the base case is more likely. Given the catalysts we outlined above, we believe this upside will likely be realized within the next 12 months. When this performance potential is married with the security of strong cash flows ($1.05/share ’04E), balance sheet ($1.24/share net cash ’04E) and a stable base business, we feel the risk reward is compelling.


Catalyst:


* Replacement of WWSO Brand – We feel the company will find a solution that will preserve the majority of CoolBrands low-fat business (a viable option is already tentatively agreed).
* Stock Buyback – The company has already announced a buyback of 1.1% of its stock
(550,000 shares) and is considering expanding it to 5% or more of outstanding shares.
* Additional Brand Licenses – The company is currently in negotiations to license a number of well-known consumer brands that will drive incremental revenues.
* Additional Manufacturing Business –CoolBrands and/or 3rd parties will likely bring additional production into the Americana facility, increasing efficiency and profitability.
* Accretive Acquisitions – CoolBrands management has been extremely disciplined in
its acquisition strategy to date and has proven itself a savvy buyer of mispriced assets – we expect this to continue.
* Time – We believe that the penalty box multiple (half the P/E the stock was trading at just a few months ago) will expand over time as it becomes apparent that there are no other immediate risks to the business and management executes on its plan.
* Sale to Strategic Buyer – Management has been quite clear about its exit strategy for the business – sale to a strategic buyer. Given the multiples at which Dreyers was sold (1.9x revenues), CoolBrands (0.7x revenues) has dramatic upside.
* Upside Scenario – If results bear out that the low-fat business (WWSO) will decline only slightly, if at all, with an alternate brand, and that Atkins will continue to grow, albeit at a slower rate, we see significant upside above our base case scenario.


BCE Emergis

Laurent this is all yours.

Stratos

Stratos has run in quite a bit of trouble recently. Laurent's referred to the uncertainty that surrounds this stock; yet most of you seem to have preferred Stratos to others like Cott and CV which seem to be grazing on greener pastures. Here the question: why do you guys think this stock will do better than the market expects it to?

Here's what an analyst from RBC thinks about Stratos:


Lower Than Expected Revenue. Stratos reported revenue of $91MM (-7.9% yr/yr) vs. consensus and RBC estimates of $97MM and $98MM, respectively. The -4.1% sequential decline in revenue is disappointing, and reverses the company’s previous trend of consistent sequential growth. The lower revenue reflects softer demand in the government and military

sector.

2004 Guidance Challenging. Based on SGB’s year-to-date performance, the company’s recently revised 2004 guidance (EBITDA of $80-$85MM) appears challenging. We estimate the Company is likely to be modestly below this range.

Revised Estimates. Based on weaker than expected revenue growth during the quarter, and reduced earnings visibility in 2005, we have taken a more conservative view to our forecasts. 2004E and 2005E EBITDA declines from $83MM and $90MM to $79MM and $84MM, respectively.

Lowering to Sector Perform. In light of (i) recent volatility in the company’s revenue/earnings profile, (ii) reduced visibility and demand for services; (iii) a weakening U.S. dollar (Stratos reports in USD but trades in CAD); and (iv) in the absence of an accretive acquisition opportunity and/or a policy to return capital to shareholders, we are reducing our target multiples and ranking on SGB shares from Outperform to Sector Perform, Above-Average Risk. Our revised price target is C$11.00 (down from

C$15.00)

.

SGB Shares Likely to be Pressured. SGB shares trade at 14.4x and 12.6x our revised EPS 2004E and 2005E EPS estimates; 5.87x 2004E and 5.07x 2005E EV/EBITDA; 11.8% 2004E and 12.4% 2005E free cash flow. We anticipate SGB shares may come under pressure in Friday’s trading. In light of our revised price target we would be better buyers of SGB shares between C$8.00-$8.50 (10.0-10.5x 2005/06E EPS and 14.8%-15.3% 2005/06E FCF yield)



Hello Investors

For lack of a better idea, we decided we'd set up a message board on blogger.com. - Hey at least its free. So if anyone has any questions about the stock presentations/write-ups or any comments whatesoever feel free to speak your mind, the board is open for Posts.

We're also setting up 3 seperate sections to deal with each of the three proposed investments; Stratos, Coolbrands and Stratos.

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