Taking Barry Rosenstein Up on His Teaser

Post on: 27 Апрель, 2015 No Comment

Taking Barry Rosenstein Up on His Teaser

Jana Partners founder Barry Rosenstein. Photo: (Bloomberg)

After Barry Rosenstein’s tease in his interview with Maria Bartiromo on CNBC last Thursday that he will soon file a new 13D indicating a new activist position, I couldn’t resist speculating on the target.

I am especially curious given that back in mid-September I correctly guessed that his New York hedge fund, Jana Partners, was the firm behind Safeway’s recent decision to institute a poison pill in response to a heavy buyer of its stock. (Alas, I told only my editor.)

So, after looking at Jana’s portfolio and Rosenstein’s recent targets — and keeping in mind the types of companies that activist hedge fund managers gravitate toward in general — I am speculating that Jana will soon file a 13D on Eastman Chemical Co. This is not based on any secret source or inside information. And a Jana official also declined to comment, not surprisingly.

Why Eastman Chemical? For one thing, in the second quarter Jana took an initial position of more than 2.7 million shares in the stock. And it is common for Jana and other activists to amass smaller stakes before they start buying aggressively to trigger the 5 percent threshold required of a 13D filing.Interestingly, Jana also made its initial investment in Safeway — the subject of one of its recent 13D filings — in the second quarter.

On the surface Eastman Chemical looks like a typical activist target. The company, which had $9.1 billion in sales last year after accounting for a recent acquisition, is involved in chemicals, plastics and fibers. And it operates within four different segments. Half of its business is derived from international operations.

So, right off the bat, this communicates a cumbersome structure that invariably has more profitable operations and less profitable ones due to economic cycles. For example, Eastman Chemicals’ fibers business accounts for 14 percent of sales but 24 percent of earnings, while its advanced materials business accounts for 25 percent of sales but just 13 percent of total profits, according to a recent report from S&P Capital IQ.

Jana and other activists like these multibusiness structures that lend themselves to selling less profitable operations and distributing the proceeds to shareholders, either in the form of a one-time dividend or to buy back stock. And Jana has had experience in the chemicals and related business.

One of its current activist targets happens to be Ashland, a specialty chemical company. Perhaps Rosenstein has some plan to combine all or certain operations of Ashland and Eastman Chemical and then sell certain businesses to a third company.

Jana is also engaged in an activist campaign with Oil States International, which provides capital equipment and services to the oil and gas industry. Jana is also in the process of winding down its investment in another activist target earlier this year — Agrium, the Canadian fertilizer company. Jana, which failed to win board seats on Thursday, disclosed it reduced its stake in the company to just 2.7 percent, having sold more than 7 million shares since the end of the second quarter. Suddenly Jana has some dry powder to spend.

Perhaps Eastman Chemical is anticipating some sort of outside party influencing its operations. On September 9 it announced a series of management changes. Ronald Lindsay was named chief operating officer, Brad Lich was appointed executive vice president and Mark Cox was named senior vice president. All appointments are effective January 1, 2014.

The company also has an attractive tax shelter, thanks to its July 2012 acquisition of Solutia for $4.7 billion in cash and stock, which is expected to boost Eastman’s emerging-markets business. Solutia, known for its specialty chemicals used in auto glass and films, among other products, also provides tax benefits of $1.3 billion through the use of its net operating losses, according to S&P Capital IQ.

The research firm has a Buy rating and a 12-month price target of $92 on Eastman’s stock. However, under certain circumstances, S&P thinks the shares could be worth closer to $105, based on growth prospects and competitors’ stock market valuations.

Taking Barry Rosenstein Up on His Teaser

Eastman Chemical’s stock closed Thursday at $77.88. In each of the first seven days of trading in October, the stock’s volume exceeded its average daily volume.

Stuart Benway, who follows Eastman for S&P Capital IQ, says the company has done all the things an activist would urge a company to do. They have done a pretty good job over the years weeding out underperforming businesses and adding higher performing businesses, he tells Alpha. stressing that the company is well diversified in terms of its products as well as geographically. I don’t think shareholders are upset.

But he says the same thing about Ashland. Of course, that hasn’t stopped activists in the past, including Rosenstein.

Jana is now the ninth largest shareholder in Eastman. Other hedge funds with major positions are O. Andreas’ Halvorsen’s Viking Global Investors, with more than 3 percent of the stock, and Daniel Och’s Oz Management.

The stock rose slightly on Friday, to close at $77.98, although its volume was below the average daily volume.

We’ll be watching. And if Eastman is not Jana’s next target, perhaps someone else will take a look.

It is doubtful it would work out worse than J.C. Penney.

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