Interactive Investor

Capitulation at Autologic

Richard Beddard
Publish date: Thu, 23 Aug 2012, 12:17 PM

Tomorrow the Thrifty 30 is due a notional cheque for ''703.40 in exchange for the forced purchase by scheme of arrangement of its notional holding in Autologic. The transaction epitomises the difficulty of investing in turnarounds: the opportunity to participate can be withdrawn arbitrarily from small investors when a company delists.

Although it’s annoying when a takeover realises some, but not all of the value an investor recognises in a company, psychologically it’s hardest to accept a company delisting below an investor’s purchase price. The Thrifty 30 paid 28p a share (including broker fees and stamp duty) for its holding, but will receive only 20p. Although the takeover price is almost 74% higher than Autologic’s price the day before Stobart made its offer and 18% higher than the average price over the previous year, investors who look further back, and forward, might think it’s Stobart that has bagged the bargain. The price is just 40% of book value.

Value investors buy shares in companies they think are undervalued by the market but the plan can backfire when other shareholders capitulate and agree to sell the whole company for less than it’s worth. Institutional investors, compelled by their investors to perform continuously, will often prefer a small gain when its offered, than risk more pain in the short-term while a company turns around.

That may have happened at Autologic where Artemis, Schroder and Henderson all committed to vote for the offer at the time it was made, representing over 61% of the total share capital. Approval requires 75% of the shareholders by value who vote, and on the day the figure was 99%, 72.5% of the total share capital. Smaller investors just have to go along with it.

A scheme of arrangement is proposed by the target company and Autologic’s chief executive Avril Palmer-Baunack, who is not a shareholder, thinks combining Stobart, a haulage company, with Autologic, which transports cars, will strengthen it. She is probably right. Stobart says Autologic will benefit from the much larger parent company’s buying power when it comes to new vehicles, parts and insurance and also Stobart’s rail freight and storage infrastructure.

But that’s of small comfort to long-term shareholders who no longer own the company. In an alternative reality  in which Autologic recovered by itself, the company might have fetched a higher price tag. There was evidence to suppose it might if investors could only hang on long enough. The auto industry is in recovery mode and Autologic was diversifying, fitting out and refurbishing cars for example, buying weaker rivals out of administration, and taking advantages of low prices to buy used transporters. Although it had contracted during the credit crunch and struggled in the recession, Autologic remained profitable throughout.

What’s good for Autologic, its management, and shareholders in the short-term, is not necessarily good for long-term shareholders. The Thrifty 30 may not invest in a turnaround again unless the directors are also substantial shareholders, and therefore incentivised to think like a long-term investor and perhaps less inclined to jump into the arms of Stobart as the confidence of institutional investors weakened.

Valuation is slippery though, especially when it concerns intangible assets, and it would have been wiser to have waited until Autologic was trading below tangible book value before adding shares to the portfolio. It did briefly earlier this year and since then the shares have put on an heroic 40% in six months, courtesy of Stobart’s offer.

In this instance, perhaps Stobart was a better value investor than me.

Discussions
Be the first to like this. Showing 0 of 0 comments

Post a Comment