Ralph and
I have an on-going debate on the merits (Ralph) and demerits (me) of share
repurchases. My point is not all repurchases are the same. Some may be value
enhancing. Others, however, are not. They can be used by executives to
manipulate earnings per share (EPS) to improve their option values.
Floyd
Norris' January 18,2013 New York Times article on the misuse of repurchases at
Dell provides a cautionary tale for shareholders. He analyzed Dell's long
running approximately $ 40 B program. He concludes over priced repurchases
benefited corporate executives at the expense of long term shareholders.
Michael Dell, Dell’s founder and largest shareholder, was a substantial option recipient.
His gain is estimated at over $650 MM. Executives would profit if Dell stock
price increased following a decline in the number of outstanding shares post
repurchase compared to a dividend. This encouraged repurchases to offset
potential stock price weakening by increasing EPS as operations began to
mature. This occurred despite the negative impact on long-term non-tendering
shareholders. This occurred because the repurchases, being over priced,
transferred value from remaining shareholders to those tendering. Michael
Dell's losses were offset by his option gains, which were unavailable to non-executive
shareholders, plus the gain on any shares he tendered. Dell paid an average
repurchase price over the years of $ 19 per share compared to the current price
of $ 12. A general observation is firms facing a challenging operating
environment who have stock option programs may be prone to questionable
repurchases.
The
current low share price due to concerns over the firm's business model has
increased the interest in taking Dell private. Michael Dell is rumored to
contribute his shares into the potential LBO. This raises conflict issues as to
who he represents-the firm's shareholders or himself in the buyout
negotiations. Given his record on the repurchase program we can only guess
hmmmmmmmm.
I promise
this will be the last post on repurchases for a while. There will be more posts
on Dell as the story develops.
j
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