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PACI - Precision Auto Care, Inc


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Probably a mistake to write this. PACI is not my usual investment but they seem very cheap to me and the business seems relatively stable. I also like that the actual valuation is somewhat hidden as they expensed a one-time $1.1m charge that should be immediately accretive and Yahoo! Finance has the wrong share count on their site. PACI does not appear cheap on a stock screener. I do have a stake but I didn't make it as large as I originally planned after talking to some others about potential issues with the franchise business model specific to the industry. I do like that Falconi is very shareholder friendly and he has been quick to return all of my calls so far.

 

There is more liquidity than there appears as I believe there are a few large "All-or-nothing" blocks on the bid and ask. Large blocks also seem to quickly appear on high volume/interest days. Caveat emptor.

 

Company Description:

Precision Auto Care, Inc., through its subsidiaries, owns, operates, and franchises automotive maintenance service centers under the Precision Tune Auto Care name in the United States and internationally. As of June 30, 2015, it owned and operated 35 company centers; and franchised 218 domestic centers and 59 international centers. Precision Auto Care, Inc. was founded in 1976 and is headquartered in Leesburg, Virginia.

Yahoo! Finance (I believe they have 60 international franchise locations - mostly in Saudi Arabia)

 

One issue mentioned to me that is my main concern is the downside of the franchise business model with auto repair shops. MNRO is the most efficient competitor in the industry. Since they own all of their network shops, they are able to move strong managers to poorly performing stores, promoting the best tech to manager, which helps MNRO spread their culture. PACI's franchise model obviously cannot take advantage of this strategy as PACI cannot move strong franchisees to new locations. Although PACI has been careful to accept unqualified franchisees for the past decade (according to Falconi), MNRO and other national chains clearly have an advantage over PACI with this strategy. PACI's business model does have some advantages as some techs prefer to start their own shop vs being employed, but it is becoming harder to find these individuals (according to Falconi).

 

Management:

I can expand on this if others are interested in this idea, but basically PACI used to have ~500 shops nationwide in the 90's. They were extremely inefficient and poorly run. Current chairman, Louis Brown, took a large stake in the company in 2000 and became the CEO. PACI was profitable at the time but continued to lose stores due to poor performance and margins were lower than industry average. In 2002, current CEO Robert Falconi took over as COO and PACI started to become more efficient. Falconi took over as CEO (Brown stepped down to his current non-exec role as chairman) and PACI underwent a massive make-over. Falconi sold or closed over a hundred shops and shifted PACI to a franchise business model. PACI managed to remain generally profitable throughout the financial crisis and Falconi was able to sign a large Master Franchise Agreement (MFA) in Saudi Arabia, where they still have 60 franchise stores (and there's a presentation that hints at franchise growth in SA). Since 2008, Falconi has profitably purchased stores from departing franchisees and sold them to new franchisees profitably. He has materially improved gross, operating, and EBTIDA margins (PACI's EBITDA margins are above average and equal or higher than all competitors other than MNRO).

 

Falconi has proven to be a strong capital allocator, buying back ~34% of outstanding shares (all at <$0.40/share) since 2008 and repurchasing the MFA for the Minnesota region in 2015 for $1.1m (which covers 17 franchise locations). Falconi has been able to intelligently and effectively reinvest nearly all of PACI's FCF since taking over in 2006. He also takes a modest salary. Louis Brown continues to take a greater aggregate compensation than he deserves, but it is one of the few negative marks against PACI, in my view.

 

Reasons to Invest/Potential Catalysts:

Most of PACI's franchise locations outside Virginia use a MFA, which means PACI only receives 36% of the royalty rate (averages is ~6.5%) in the US and ~25% for foreign franchise locations. Since each US franchise location provides roughly $20,000 in revenue, the repurchase of the MN MFA appears to have the potential to increase franchise revenue by $340k annually. Franchise revenue has ~45% gross margins. However, this will be incremental franchise revenue from current locations, so we could see $153k - $340k flow to the bottom line in 2016!

 

One of the things I like about PACI is their headlines valuation metrics are artificially inflated due to the $1.1m MFA repurchase being expensed under franchise COGs. On the surface, it appears as if PACI margins and profitability have declined back to 2008 levels. If you adjust for the one-time (and accretive) $1.1m expense, FY15 EBITDA was $2.24m, down slightly from $2.38m for FY14 (predominately due to low relatively low SG&A in FY14). PACI has been investing heavily in modernizing their company-owned stores since 2008 and Falconi believes this investment phase is nearly complete. The y/y decline in PP&E investments in FY15 appears to be a reasonable expectation for CapEx moving forward (assuming they do not franchise these locations eventually). FY15 FCF was $1.93m, up $530k from $1.40m in FY14. I think PACI can do $1.7m-$2.0m in FCF in FY16.

 

Both company-owned and US franchise locations had positive SSS in FY15 (a common occurrence since Falconi became CEO). Employees (current and former) have given above average reviews of the company when I took an informal survey of 50 employees. I think PACI is one of the strongest repair chains in the nation, other than MNRO. Luckily, they have very little overlap with MNRO. Although MNRO does not use a franchise model and has historically avoided acquiring franchise companies, they did purchase Car-X a few years ago so I think PACI is a potential MNRO acquisition target once they realize all of their NOLs in 3-4 years. It's worth noting that multiple folks with M&A or valuation experience and a former higher-up at MNRO disagree with me on this stance.

 

Falconi also mentioned that he will be focusing on new franchise opportunities in 2016 and beyond (as exampled by the MN MFA repurchase) as he feels he has a better understanding of the model to move forward with MFAs, which should further improve PACI's margins. He also believes that credit is more widely available in their markets which should make it easier to move forward with qualified candidates (PACI does not provide financing to franchisees). It would only take 5 or so new franchise locations a year, along with continued low-single-digit SSS growth, for PACI to experience double-digit earnings growth.

 

Here is a short summary of reasons to invest:

* Robert Falconi took over as CEO in 2006 and the company has materially improved all of their financial statements since. They have reduced locations by 30-40% while being more profitable.

* Outstanding balance sheet with ~$2.4m in net cash vs. a $9.8m Market Cap ($7.4m EV)

* SSS have increased by ~4% CAGR since Falconi took over

* Margins materially up since Falconi

* Stable business with predictable cash flows. Customer reviews are above average for industry and employee reviews (current and previous) seem well above average relative to national chains (MNRO, PBY, Midas, and so on). 250+ US locations means they have some scale (franchisee inventory and advertising are pooled, where possible).

* Shareholder friendly mgmt; repurchased 10m shares (33.5% of outstanding shares) since 2008 while cash balances are down just $1.6m during the time (they added 29 company-owned stores and generated $5.7m in cumulative FCF during this time). Mgmt seems to use FCF efficiently.

* Invested $1.1m for franchise master agreement (developer) rights in MN (included in 2014 franchise COGs). Mgmt has made multiple comments that they will make a push to increase franchise locations over the next few years. MN-area has 17 locations so franchise revenues should materially increase from this investment alone.

* Strong operating leverage due to established franchise model

* 3.3x EV/EBITDA (PBY was recently purchased at 15.6x, excluding one-time gain from store sales)

* 3.9x P/FCF (ex-cash)

* Potential for continued buybacks or an initiation of a dividend

 

Valuation:

See my simple summary below. 8x EV/EBTIDA seems to be a reasonable acquisition multiple for a repair chain with PACI's scale. NOLs are currently inflating FCF but the MN MFA may be able to offset as much as 100% of FY15's tax benefit. I've have received feedback that franchise business models are less desirable in this industry, but many national chains trade at mid-double-digit multiples and PBY was recently purchased for 15.6x. PACI has 100% upside with an 8x multiple and it is very feasible for PACI to have cash roughly equal to their MC by the time their NOLs are depleted (without store growth). I think PACI is a fairly safe investment with a reasonable path to doubling and with a low probability of turning into a multi-bagger. I could even see a non-strategic acquirer (such as a small P-E firm) acquiring PACI in a few years. Falconi obviously couldn't directly respond to my suggestion but he did point out that PACI up-listed on the OTC and added level 2 pricing in an attempt to improve liquidity and awareness.

 

Financials/Notes:

https://drive.google.com/file/d/0B06eUepkS2A4TkNGY24wRVlPcTA/view?usp=sharing

Franchise Locations financials:

https://drive.google.com/file/d/0B06eUepkS2A4T2pzWmt2cXRKYkRXSjVld3BJNnFGTTVidG5N/view?usp=sharing

Foreign Franchise Presentation:

2015_12.03_PACI_Valuation_Summary.jpg.609b7a3f751ddf7093764a144a53599c.jpg

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Great work Schwab!  I've owned this for a while now.  Would have liked to own more but there's very little liquidity. 

 

Two things I'd point out:

 

1.) There are quite a few of these small regional DIFM auto chains (both owned and franchised) that have been sold in the last few years.  It's been a while since I did my research but I remember being very surprised with the multiples (+8 X EBITDA), given this is a tough industry even for the franchisor. 

 

2.)  The board member Peter Keefe is a real positive.  He runs a fund that has compounded at 13.6% since 1990 focusing largely on companies with moats and solid management (ability to reinvest retained capital at high rates).  He receives no comp for his board position.  For those interested his shop was profiled in Value Investor's Insight a while back (http://www.valueinvestorinsight.com/pdfs/VII2012JULYTrial.PDF).

 

At .50 / .55 I wouldn't expect this to be a home run though.  If things go ok I think you get a fairly safe mid-teens IRR.  To get a better return you will need decent multiple expansion, franchise unit growth, and/or great capital allocation all of which I am not counting on.

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Great work Schwab!  I've owned this for a while now.  Would have liked to own more but there's very little liquidity. 

 

Two things I'd point out:

 

1.) There are quite a few of these small regional DIFM auto chains (both owned and franchised) that have been sold in the last few years.  It's been a while since I did my research but I remember being very surprised with the multiples (+8 X EBITDA), given this is a tough industry even for the franchisor. 

 

2.)  The board member Peter Keefe is a real positive.  He runs a fund that has compounded at 13.6% since 1990 focusing largely on companies with moats and solid management (ability to reinvest retained capital at high rates).  He receives no comp for his board position.  For those interested his shop was profiled in Value Investor's Insight a while back (http://www.valueinvestorinsight.com/pdfs/VII2012JULYTrial.PDF).

 

At .50 / .55 I wouldn't expect this to be a home run though.  If things go ok I think you get a fairly safe mid-teens IRR.  To get a better return you will need decent multiple expansion, franchise unit growth, and/or great capital allocation all of which I am not counting on.

 

I appreciate the compliment.

 

#2) Thanks for sharing this, I never noticed his fund. It's definitely a nice bonus to have a fellow whose proven to be a strong capital allocator on the board.

 

How do you define home run? Short-term multi-bagger? You pretty much hit the nail-on-the-head as to my personal expected returns with PACI. I see it as a relatively safe investment with ~15% expected returns over multiple years, but with upside potential.

 

Would you mind sharing your personal valuation? When did you purchase PACI and why? What is your allocation % and is it among your top 10 holdings? No problem if you'd rather not answer some or all of the questions. I'm just interested in what others like about it. I'm coming up with a range of $0.85 to $1.50 using various methods.

 

I have questioned myself if I would be as optimistic about their future prospects if I had purchased the company 1-3 years ago as opposed to just recently. There's been many years of flat-growth and it's very reasonable to ask why now is supposed to be different.

 

What resource are you using to get their Q's and K's?

 

http://www.otcmarkets.com/stock/PACI/filings

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#2) Thanks for sharing this, I never noticed his fund. It's definitely a nice bonus to have a fellow whose proven to be a strong capital allocator on the board.

 

It’s not just the good returns.  The returns have come from a sharp focus on able and ethical managers.

 

To wit,

  • On capital allocation: “Nothing is more important.”
  • “Because we’re looking for companies generating substantial free cash flow, we also put a significant premium on managers who are first-rate capital allocators and who have our interests at heart.  If we find a great business, the only way it becomes a great investment is if management directs the marginal dollar of free cash flow to its highest-return purpose. That’s how intrinsic value gets compounded over long periods of time.”
  • “We think management’s reinvestment acumen is something Wall Street doesn’t adequately value. Most analysts are capable of developing linear earnings models, multiples and price targets, but they’re very likely to miss the extent to which smart capital allocation can compound value over a five- or ten-year period.”

 

How do you define home run? Short-term multi-bagger? You pretty much hit the nail-on-the-head as to my personal expected returns with PACI. I see it as a relatively safe investment with ~15% expected returns over multiple years, but with upside potential.

 

“home run” was probably too strong.  What I should have said was I can’t see a return here that gets me excited.  I’m normally looking for +20% IRRs over a few years with a large chunk coming from business improvement (eg +12% from earnings growth and +8% from multiple expansion and/or financial engineering).  With micro-caps in particular I always tend to focus on growing businesses because my experience is the market tends to ignore (unless they are promoted) micro-caps that are flat-lining or shrinking.  There are many businesses like PACI (high ROIC but no growth) where I’d love to own the whole thing but for practical purposes they never seem to deliver the returns I’m looking for as a publicly traded security.

 

As an aside, I think it’s funny (funny at least to someone spending their Saturday night discussing micro-cap stocks) how so many investors seem to be in heat over ‘NOL-shells’ (WMIH etc) while at the same time you have a situation like PACI.  PACI is a great little business that won’t be a taxpayer for years, yet it trades at 4 X EBIT.  NOL-shells have to go out and pay 8-12 X EBIT (plus the promoter’s take) for a business like PACI, yet they trade above cash value.  Makes no sense. 

 

 

Would you mind sharing your personal valuation?

 

Valuation is not much different than yours.  BTW you did WAY better scuttlebutt than me.

 

Two comments:

 

[*]It will be interesting to see if the $1.1m MFA they expensed last year has any impact on this years numbers (does it actually deliver a return).  This could just be conservative accounting but I still don't understand why it wasn't capitalized.

[*]There's a good chance you could see PACI get cheaper.  If I remember correctly it was a net-net over a number of years.  I have bids in well below market if this happens.

 

 

When did you purchase PACI and why? What is your allocation % and is it among your top 10 holdings?

 

Bought in 2012 because the market completely ignored the first share repurchase.  Very small position only because of liquidity.

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Appreciate it bci23.

 

As poor charlie hinted at, for whatever reason these auto repair shops with scale are going for crazy multiples. Pep Boys is now >16x EV/Adj EBTIDA. PACI is sitting at ~3.1x - 3.3x with negative leverage and SSS growth for company-owned and franchised locations.

 

http://www.bloomberg.com/news/articles/2015-12-08/pep-boys-says-icahn-s-takeover-bid-probably-tops-bridgestone-s

 

In 2011, 31% of PACI's franchise locations were facing bankruptcy (I'll find link later). I believe PACI bought out <5 of those ~100 stores, the rest presumably recovering (since they didn't lose any franchise locations nor provide financing). I hate to be pollyanna but the brand appears strong no matter how I view it. Share price of $1 could still be considered cheap, even with illiquidity factored in.

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  • 9 months later...

https://www.otciq.com/otciq/ajax/showFinancialReportById.pdf?id=160556

 

Great Q, good FY. Normalized FCF is up in my opinion. I haven't followed up with individual stores yet but SSS are up for company-owned stores. I haven't checked franchised locations yet. I think they are positioning themselves to be acquired in 2 years or so. Or, they believe franchised locations are underperforming and they are trying to find a new base of franchisees.

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So according to your math this is doing TTM 3.6mm of EBITDA? 2.5 + the 1.1 they are expensing. Looks like its materially cheaper based on those metrics... back around 3.5x ebitda.

 

$1.1m was expensed last FY. Even if IV has increased, IV/P is down since my first post.

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  • 4 months later...

so what is valuation here and what do you think its worth?

 

the corp overhead is quite high and presumably you can get paid on some ofthat being removed in a deal no?

 

I've been trying to estimate this figure and at the moment I believe it is in the neighborhood of $200-$400k/yr, which I believe ranges from obvious to conservative. The $200k is the compensation the chairman receives above and beyond what's reasonable for his role. For now, I think the cost isn't worth making a fuss about but it's not an immaterial amount of money. I do not want to show my work on the remaining balances yet.

 

If we make adjustments for the bi-annual conference and above estimates and before any "synergies", I think a feasible EBITDA to an acquirer is in the range of $2.8m and $3.0m at the moment. I think there's reason to believe this range will grow single digits annually going forward.

 

Current Multiples:

Price:  $1.06

MC:    $20.567m

EV:    $18.928m

EBITDA (L): $2.8m

EBITDA (H): $3.0m

EBITDA (A): $2.6m

 

EV/EBITDA (L): 6.8x

EV/EBITDA (H): 6.3x

EV/EBITDA (A): 7.3x

 

Current Comps:

MNRO: 13.5x

SP: 9.7x    (similar SIC codes, different biz)

*I can't find any other public US auto repair companies

 

Txn Comps:

Pepboys (12/7/2015): 15.6x (>100x EV/EBIT)

Midas (3/13/2012): 10.8x (15x EV/EBIT)

*If anyone knows of multiples on specific smaller txns please post them

 

Other Info Worth Considering:

* Inflation may be starting for auto parts/services. I saw something that tire prices will see across the board increases due to raw material costs. Labor costs at repair shops are up high single-digits in the past year or so. The famous auto inflation event in the 1980's provided auto repair shops with substantial real excess earnings growth. I think auto inflation would meaningfully boost PACI.

 

Overall, I think PACI could reasonably double in price from here, with or without a buyout. I think growth prospects are solid and the biz is stable. It's not a screaming buy anymore but I still like it.

 

http://www.otcmarkets.com/ajax/showFinancialReportById.pdf?id=166009

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  • 3 months later...

http://www.otcmarkets.com/ajax/showNewsReleaseDocumentById.pdf?id=25774

 

"Precision Auto Care, Inc. (OTCQX: PACI) (the “Company”) announced that it has entered into a definitive agreement to be acquired by Icahn

Automotive Group LLC, a wholly-owned subsidiary of Icahn Enterprises L.P. (NASDAQ: IEP).

 

Pursuant to the terms of an Agreement and Plan of Merger, Icahn Enterprises L.P. will offer shareholders of the Company total merger compensation of $37 million to be adjusted at closing to reflect net working capital and reduced by certain closing costs and claims

against a $4.5 million escrow account. Closing will occur immediately after a special shareholder meeting to ratify the merger, or as soon as practicable thereafter. "

 

 

Well done.

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Assuming 37 / 22.7 outstanding or even 37 - 4.5 / 22.7 outstanding, the spread is still attractive to hold (well the price is moving fast, so let's say attractive at 1.20 or below). 22.7 outstanding is from Marketwatch. Company fillings say 19.X outstanding: http://www.precisiontune.com/wp-content/uploads/2014/07/Quarterly-report-033117.pdf

 

So... buy here up to 1.20 or 1.30?

 

Or am I missing something?

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Do you own due diligence, this is not a recommendation, etc.

 

But I bought up a ton this morning.  Assuming markets slow reaction is simply due to its size.  If you assume they receive $0 of that $4.5mm escrow, you're still looking at a price in the 1.60-1.70 range (unless I'm missing something hidden in a filing somewhere).

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Do you own due diligence, this is not a recommendation, etc.

 

But I bought up a ton this morning.  Assuming markets slow reaction is simply due to its size.  If you assume they receive $0 of that $4.5mm escrow, you're still looking at a price in the 1.60-1.70 range (unless I'm missing something hidden in a filing somewhere).

 

I am seeing exactly the same thing. The press release is the info available right now.

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Assuming 37 / 22.7 outstanding or even 37 - 4.5 / 22.7 outstanding, the spread is still attractive to hold (well the price is moving fast, so let's say attractive at 1.20 or below). 22.7 outstanding is from Marketwatch. Company fillings say 19.X outstanding: http://www.precisiontune.com/wp-content/uploads/2014/07/Quarterly-report-033117.pdf

 

So... buy here up to 1.20 or 1.30?

 

Or am I missing something?

 

It should be roughly 19.7 or 19.8m shares after vesting options (which I assume they will). The preferred shares should cost $700k or so and there's $1.3m in LT debt. Offer looks like $1.55 - $1.78 per share to me.

 

Congrats on buying some of my shares at a $1.10 this morning Snarky. Stupid limit orders.

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Congrats on buying some of my shares at a $1.10 this morning Snarky. Stupid limit orders.

 

Haha, I have to admit to the same (limit sell). Oh well, somebody could have triggered those orders couple days ago, so ...  ::)

 

This was a great idea overall Schwab711.  8)

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Assuming 37 / 22.7 outstanding or even 37 - 4.5 / 22.7 outstanding, the spread is still attractive to hold (well the price is moving fast, so let's say attractive at 1.20 or below). 22.7 outstanding is from Marketwatch. Company fillings say 19.X outstanding: http://www.precisiontune.com/wp-content/uploads/2014/07/Quarterly-report-033117.pdf

 

So... buy here up to 1.20 or 1.30?

 

Or am I missing something?

 

It should be roughly 19.7 or 19.8m shares after vesting options (which I assume they will). The preferred shares should cost $700k or so and there's $1.3m in LT debt. Offer looks like $1.55 - $1.78 per share to me.

 

Congrats on buying some of my shares at a $1.10 this morning Snarky. Stupid limit orders.

 

Ah I'm sorry about that Schwab - wasn't intended as malice.  Very much appreciate you sharing this idea.   

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Assuming 37 / 22.7 outstanding or even 37 - 4.5 / 22.7 outstanding, the spread is still attractive to hold (well the price is moving fast, so let's say attractive at 1.20 or below). 22.7 outstanding is from Marketwatch. Company fillings say 19.X outstanding: http://www.precisiontune.com/wp-content/uploads/2014/07/Quarterly-report-033117.pdf

 

So... buy here up to 1.20 or 1.30?

 

Or am I missing something?

 

It should be roughly 19.7 or 19.8m shares after vesting options (which I assume they will). The preferred shares should cost $700k or so and there's $1.3m in LT debt. Offer looks like $1.55 - $1.78 per share to me.

 

Congrats on buying some of my shares at a $1.10 this morning Snarky. Stupid limit orders.

 

Why are you giving them no credit for the $3.6M in cash they had on the balance sheet as of 3/31? I am seeing just over $3M in total liabilities so if anything they look to have positive net working capital.

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Assuming 37 / 22.7 outstanding or even 37 - 4.5 / 22.7 outstanding, the spread is still attractive to hold (well the price is moving fast, so let's say attractive at 1.20 or below). 22.7 outstanding is from Marketwatch. Company fillings say 19.X outstanding: http://www.precisiontune.com/wp-content/uploads/2014/07/Quarterly-report-033117.pdf

 

So... buy here up to 1.20 or 1.30?

 

Or am I missing something?

 

It should be roughly 19.7 or 19.8m shares after vesting options (which I assume they will). The preferred shares should cost $700k or so and there's $1.3m in LT debt. Offer looks like $1.55 - $1.78 per share to me.

 

Congrats on buying some of my shares at a $1.10 this morning Snarky. Stupid limit orders.

 

Why are you giving them no credit for the $3.6M in cash they had on the balance sheet as of 3/31? I am seeing just over $3M in total liabilities so if anything they look to have positive net working capital.

 

Because I completely forgot about it. Nice catch!

 

New all-in range is $1.73 - $1.95

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Assuming 37 / 22.7 outstanding or even 37 - 4.5 / 22.7 outstanding, the spread is still attractive to hold (well the price is moving fast, so let's say attractive at 1.20 or below). 22.7 outstanding is from Marketwatch. Company fillings say 19.X outstanding: http://www.precisiontune.com/wp-content/uploads/2014/07/Quarterly-report-033117.pdf

 

So... buy here up to 1.20 or 1.30?

 

Or am I missing something?

 

It should be roughly 19.7 or 19.8m shares after vesting options (which I assume they will). The preferred shares should cost $700k or so and there's $1.3m in LT debt. Offer looks like $1.55 - $1.78 per share to me.

 

Congrats on buying some of my shares at a $1.10 this morning Snarky. Stupid limit orders.

 

Why are you giving them no credit for the $3.6M in cash they had on the balance sheet as of 3/31? I am seeing just over $3M in total liabilities so if anything they look to have positive net working capital.

 

Because I completely forgot about it. Nice catch!

 

New all-in range is $1.73 - $1.95

 

Schwab, could you explain how you get to 700k for the preferred shares? I am seeing $69,619 (6720 * $10.36). And for LT debt, $863,978 (non-current liabilities). I am looking at http://www.precisiontune.com/wp-content/uploads/2014/07/Quarterly-report-033117.pdf.

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