15
CATALYST EQUITY RESEARCH REPORT ™ Weekly Research Highlighting Activist Investments Subscribe to receive this FREE Report emailed weekly. www.hedgerelations.com/research.html

CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

  • Upload
    others

  • View
    10

  • Download
    0

Embed Size (px)

Citation preview

Page 1: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

CATALYST EQUITY RESEARCH REPORT ™ Weekly Research Highlighting Activist Investments

Subscribe to receive this FREE Report emailed weekly.

www.hedgerelations.com/research.html

Page 2: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

HIGHLIGHTING ACTIVIST INVESTMENTS Week Ending January 30, 2015

SYMBOL COMPANY INVESTOR

AEC Associated Estates Realty Land and Buildings BVSN BroadVision Marlin Capital CAS AM Castle & Co Raging Capital GLQ Clough Global Equity Bulldog Investors INFA Informatica Corp Elliott Associates JPST JPS Industries Steel Partners MSCI MSCI Inc. ValueAct Capital MWV MeadWestvaco Corp Starboard Value MYE Myers Industries GAMCO NROM Noble Roman’s Privet Fund NVEC NVE Corp Trigran Investments OIS Oil States International Atlantic Investment Management OMG OM Group FrontFour Capital OMN Omnova Solutions Barington Capital PBY Pep Boys GAMCO RAND Rand Capital Corporation JAM Capital Partners SEAC SeaChange International Roumell Asset Management SEMG SemGroup Corporation Sandell Asset Management SIMG Silicon Image Engaged Capital SUP Superior Industries GAMCO YHOO Yahoo! Starboard Value

HEDGE FUND SOLUTIONS (HFS) provides investment research, strategy and stakeholder communications consulting to companies and investors interested in, or involved with, shareholder activist campaigns. Since 2001 HFS has become the trusted advisor to numerous institutional investors, CEOs and board members worldwide. HFS also administers The Official Activist Investing Blog™, the definitive source for activist shareholder information.

Catalyst Investment Research™ is a portfolio of activist investing research products that combine company-specific shareholder activism research with deep value investment analysis and access to industry insiders.

HEDGE FUND SOLUTIONS’ PORTFOLIO OF ACTIVIST INVESTING RESEARCH INCLUDES: • Daily Email Alerts • Weekly Summary of Activist Investments • Quarterly Buying Analysis of Top 50 Activist Investors • Company-Specific Shareholder Activism Analysis (combining shareholder activism & deep value company analysis) • Special Reports on Activist Investing • 400+ Page Shareholder Activism Report & Regularly Updated Shareholder Activism Resource Portal To Learn More: Download a brochure http://www.hedgerelations.com/CIR/CIR%20Brochure.pdf

Hedge Fund Solutions, LLC © 2003 – 2014 Page 2 of 15

Page 3: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Associated Estates Realty (AEC) Activist Investor: Land and Buildings

Investor Info Catalyst Info Shares 1,671,885 Catalyst:

On January 28 Land and Buildings issued a presentation highlighting opportunities to unlock value at AEC http://www.sec.gov/Archives/edgar/data/911635/000090266415000340/p15-0222dfan14a.htm Comment: We initially covered AEC on November 17, 2014 when Land and Buildings announced plans to nominate 7 people to the board. http://www.sec.gov/Archives/edgar/data/911635/000090266414004418/p14-2227exhibit_1.htm On January 28 Land and Buildings held a conference call with 2 of its 7 director nominees to discuss its path to value improvement

Proxy Solicitor to Land and Buildings

% Outstanding 2.9% Cost Basis Not Avail Company Info Share Price 24.56 Revenue 195M Market Cap 1.4B Enterprise Value 2.2B Net Cash -728M EBITDA 101M 52 wk. range 15.49 – 26.22 EV/EBITDA 21.9

BroadVision Inc. (BVSN) Activist Investor: Marlin Capital Investments

Investor Info Catalyst Info Shares 352,344 Catalyst:

Marlin sent a letter to the board demanding they dividend out most of its cash (approx. $40M) and allow Marlin to take the business in a new direction. http://www.sec.gov/Archives/edgar/data/920448/000141588915000354/ex99-1.htm Comment: We initially covered BVSN on October 4, 2011 when Marlin Capital changed their investment status from “passive” to “active” and sent a letter to BVSN detailing its desire to acquire the Company for $10.50/share.

% Outstanding 7.1% Cost Basis Not Avail Company Info Share Price 6.03 Revenue 13M Market Cap 29M Enterprise Value -11M Net Cash 40M EBITDA -8M 52 wk. range 5.47 – 15.30 EV/EBITDA Negative

A.M. Castle & Co (CAS) Activist Investor: Raging Capital Management

Investor Info Catalyst Info Shares 3,405,591 Catalyst:

On January 26 Raging Capital nominated 3 to the board Comment: We initially covered CAS on August 3, 2012 when CAS announced the adoption of a poison pill with a 10% trigger. On November 3, 2012 Huber changed investment from "passive" to "active" and disclosed an 8.2% ownership. On May 6, 2013 Huber announced its disappointment that CAS chose not put its poison pill up for a shareholder vote at the 2013 annual meeting. On September 20, 2013 Huber increased its "active" stake from 8.2% to 9.0% and said it is disappointed the board renewed the poison pill and revised the bylaws to classify the board. Huber currently owns 6.5% On January 5, 2015 Raging Capital disclosed a 14.5% "active" stake and announced its intention to nominate Kenneth Traub to be a director if Raging nominates one or more candidates for election to the board. In addition to RC’s 14.5% equity ownership, Raging owns $21.5M of the Company’s 12.75% senior notes.

Legal counsel to Raging Capital

% Outstanding 14.5% Cost Basis 7.32 Company Info Share Price 6.05 Revenue 982M Market Cap 143M Enterprise Value 407M Net Cash -264M EBITDA -8M 52 wk. range 5.52 – 15.64 EV/EBITDA Negative

Hedge Fund Solutions, LLC © 2003 – 2014 Page 3 of 15

Page 4: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Clough Global Equity Fund (GLQ) Activist Investor: Bulldog Investors

Investor Info Catalyst Info Shares 1,123,920 Catalyst:

Bulldog announced plans to nominate 3 trustees at the annual meeting. http://www.sec.gov/Archives/edgar/data/1316463/000150430415000006/EX-99.a.pdf Comment: We initially covered GLQ on November 21, 2014 when Bulldog disclosed a 5.24% "active" stake and announced it is talking with management and shareholders about the fund's performance and trading discount. On January 20 Bulldog disclosed it has increased its stake from 5.24% to 6.3%

% Outstanding 6.3% Cost Basis Not Avail Company Info Share Price 14.10 Revenue Not Avail Market Cap 257M Enterprise Value Not Avail Net Cash Not Avail EBITDA Not Avail 52 wk. range 12.63 – 15.96 EV/EBITDA Not Avail

Informatica Corporation (INFA) Activist Investor: Elliott Associates

Investor Info Catalyst Info Shares 2,923,300 Catalyst:

Elliott disclosed an 8% "active" stake (5% stock, 3% derivatives) in INFA and initiated a dialogue with the Company regarding steps to maximize shareholder value

% Outstanding 5% Cost Basis 19.83 Company Info Share Price 41.69 Revenue 1.1B Market Cap 4.5B Enterprise Value 3.8B Net Cash 722M EBITDA 196M 52 wk. range 29.87 – 43.19 EV/EBITDA 19.5

Continue to Next Page

Hedge Fund Solutions, LLC © 2003 – 2014 Page 4 of 15

Page 5: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

JPS Industries (JPST) Activist Investor: Steel Partners

Investor Info Catalyst Info Shares 3,982,230 Catalyst:

JPST blocked Steel Partners' attempt to prevent the JPS Pension Plan from voting at the annual meeting https://finance.yahoo.com/news/special-committee-board-jps-industries-212300161.html Comment: On December 30, 2014 Handy & Harman, an entity controlled by Steel Partners, offered to acquire JPST for $10/share. On January 9, 2015 JPST rejected Steel's $10/share offer https://finance.yahoo.com/news/special-committee-board-jps-industries-190500121.html On January 26 Steel mailed proxy materials to elect 4 new directors. If elected, Steel will explore a sale, including one to Handy and Harman - an entity controlled by Steel that recently offered $10/sh in cash On January 27 Steel filed a lawsuit to prevent JPS from voting 19% of its shares owned by the JPS Pension. Also on January 27, Steel launched an unsolicited tender offer to acquire the company for $10. On January 30 JPST's CEO issued a letter to shareholders saying he will support a sale of the business to any credible buyer who is willing to pay a fair value, including Steel and asked for shareholder to vote for the company's nominees http://www.prnewswire.com/news-releases/jps-industries-inc-releases-letter-to-stockholders-300028521.html

Legal counsel to Steel Partners

% Outstanding 38.7% Cost Basis Not Avail Company Info Share Price 9.55 Revenue 163M Market Cap 91M Enterprise Value Not Avail Net Cash Not Avail EBITDA Not Avail 52 wk. range 5.05 – 9.73 EV/EBITDA Not Avail

MSCI Inc. (MSCI) Activist Investor: ValueAct Capital

Investor Info Catalyst Info Shares 9,308,288 Catalyst:

On January 30 MSCI increased the size of its board from 9 to 12 and added 3 new directors as part of a settlement agreement with ValueAct https://finance.yahoo.com/news/msci-names-three-independent-directors-120500225.html Comment: On November 28, 2012 ValueAct disclosed a 5.0% “active” ownership stake in MSCI. On August 23, 2013 ValueAct increased its "active" stake from 5.0% to 6.1% ValueAct increased its "active" stake in MSCI, Inc. (the former parent company to ISS) from 6.1% to 8.0% On Jan 5 ValueAct sent a letter to the lead director of MSCI expressing great frustration in the way in which the board handled VA's request for a board seat and encouraged the board to engage without management or advisors to gain their perspective on management's performance. http://www.sec.gov/Archives/edgar/data/1408198/000141881215000005/msci13d0301515.txt

% Outstanding 8.3% Cost Basis Not Avail Company Info Share Price 53.82 Revenue 1.1B Market Cap 6.0B Enterprise Value 6.4B Net Cash -345M EBITDA 443M 52 wk. range 39.78 – 54.89 EV/EBITDA 14.1

Hedge Fund Solutions, LLC © 2003 – 2014 Page 5 of 15

Page 6: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

MeadWestvaco Corporations (MWV) Activist Investor: Starboard Value

Investor Info Catalyst Info Shares 10,093,836 Catalyst:

MWV announced it will merge with RockTenn (RKT); The previously announced tax-free spin-off of the Specialty Chemical business will be completed post-closing https://finance.yahoo.com/news/mwv-rocktenn-agree-combination-creating-110000050.html Comment: We initially covered MWV on May 30, 2014 when Starboard disclosed a 5.6% "active" stake and sent a letter stating its belief that the company is deeply undervalued, outlining several ideas to increase value. http://www.sec.gov/Archives/edgar/data/1159297/000141588914001724/ex991to13d06297133_05222014.pdf On December 9, 2014 Starboard increased its ownership from 5.6% to 6.1% and entered into a advisory agreements with two individuals in connection with its investment. On January 8 MWV announced it will spin-off its chemicals business http://finance.yahoo.com/news/mwv-separate-specialty-chemicals-business-120000314.html

Legal counsel to Starboard Value

% Outstanding 6.1% Cost Basis 39.26 Company Info Share Price 50.28 Revenue 5.6B Market Cap 8.6B Enterprise Value 11.1B Net Cash -2.6B EBITDA 929M 52 wk. range 33.59 – 53.88 EV/EBITDA 11.9

Myers Industries, Inc. (MYE) Activist Investor: GAMCO Investors

Investor Info Catalyst Info Shares 6,566,077 Catalyst:

GAMCO announced it will nominate three or more directors to the board of MYE Comment: We initially covered MYE on July 6 2007 highlighting Gamco’s opposition to a previously announced merger agreement and Gamco’s unsuccessful attempts to elect four individuals to the company’s nine member board at the 2009 annual meeting, three individuals at the 2010 annual meeting, two individuals at the 2011 annual meeting and two individuals at the 2012 annual meeting. On February 15, 2012 Gamco sent a letter to MYE recommending two individuals as nominees for election to the board at the next annual meeting. On March 13, 2012 we reported Gamco had filed preliminary proxy materials to elect two individuals to MYE’s board and on March 23, 2012 Gamco filed definitive proxy materials. Gamco’s nominees were defeated at the April 2012 Annual meeting. On February 21, 2013 GAMCO nominated one individual for election to MYE’s board.MYE entered into a settlement agreement with GAMCO to add GAMCO’s nominee to the board. On November 20, 2014 GAMCO announced it is presenting a proposal to MYE requesting that the Board of Directors take the necessary steps to ensure that the Company does not engage in a transaction, either through acquisition of assets, stock or otherwise, by which the Company would acquire an operating business, until the Company completes the sale of the Lawn & Garden Segment and returns 50% of its cash flow to shareholders. The cash flow should be returned to shareholders within two years following the completion of the sale of the Company's Lawn & Garden Segment

Legal counsel to GAMCO

Proxy Solicitor to Myers Industries

% Outstanding 20.84% Cost Basis Not Avail Company Info Share Price 16.76 Revenue 851M Market Cap 528M Enterprise Value 793M Net Cash -269M EBITDA 86M 52 wk. range 13.94 – 24.74 EV/EBITDA 9.2

Hedge Fund Solutions, LLC © 2003 – 2014 Page 6 of 15

Page 7: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Noble Roman’s Inc. (NROM) Activist Investor: Privet Fund

Investor Info Catalyst Info Shares 2,722,402 Catalyst:

Privet increased its "active" ownership in NROM from 12.2% to 13.6% Comment: We initially covered NROM on June 23, 2014 when Privet disclosed a 7.2% "active" stake On December 8 Red Alder disclosed a 5.3% "active" stake and stated its belief that NROM has repaid outstanding indebtedness in a manner that has created inefficiencies on its balance sheet and now is an opportune time for the Company to renegotiate its debt covenants with its lenders to enable the Company to return capital to its stockholders through a significant share repurchase. On December 31, 2014 we reported that Red Alder increased its ownership from 5.3% to 6.35% at $1.77/sh On January 7 Privet increased its "active" ownership in NROM from 9.3% to 12.2%

Legal counsel to Red Alder

% Outstanding 13.6% Cost Basis 1.69 Company Info Share Price 2.27 Revenue 8M Market Cap 45M Enterprise Value 48M Net Cash -3M EBITDA 3M 52 wk. range 1.16 – 2.36 EV/EBITDA 15.2

NVE Corp. (NVEC) Activist Investor: Tigran Investments

Investor Info Catalyst Info Shares 480,240 Catalyst:

Tigran announced it is happy with the capital allocation plan ($10M dividend) announced by the company on Jan 21

% Outstanding 9.89% Cost Basis 40.28 Company Info Share Price 66.11 Revenue 29M Market Cap 318M Enterprise Value 298M Net Cash 23M EBITDA 19M 52 wk. range 50.06 – 75.94 EV/EBITDA 16.1

Oil States International Inc (OIS) Activist Investor: Atlantic Investment Partners (AIM)

Investor Info Catalyst Info Shares 3,850,000 Catalyst:

AIM increased its ownership in OIS from 5.1% to 7.2% Comment: We initially covered OIS on April 29 when Jana disclosed a 9.1% "active" stake in OIS and announced they have had discussions with management about corporate structure, including separating it’s Well Site Services segment from its Accommodations segment and the formation of a REIT for Accommodations. Jana increased its "active" stake in OIS from 9.1% to 11.7% AIM increased its ownership in OIS and disclosed a 5.1% "active" stake

Legal counsel to Jana Partners

% Outstanding 7.2% Cost Basis 50.62 Company Info Share Price 41.07 Revenue 2.8B Market Cap 2.3B Enterprise Value 2.3B Net Cash -110M EBITDA 791M 52 wk. range 38.42 – 65.77 EV/EBITDA 2.9

Hedge Fund Solutions, LLC © 2003 – 2014 Page 7 of 15

Page 8: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

OM Group (OMG) Activist Investor: FrontFour Capital

Investor Info Catalyst Info Shares 1,756,106 Catalyst:

On January 28 FrontFour nominated 3 to the board https://finance.yahoo.com/news/frontfour-nominates-three-highly-qualified-134500870.html Comment: We initially covered OMG on January 9 when FrontFour disclosed a 5.8% "active" stake (through stock and options) and sent a letter to the Chairman/CEO announcing plans to nominate 3 directors. In the letter, FrontFour demanded $50M in cost cuts, a release of $30M in working capital, and a $250M stock buyback. http://www.sec.gov/Archives/edgar/data/899723/000092189515000046/ex991to13d08016008_01022015.pdf On the same day (January 9) OMG issued a letter defending its strategy. http://finance.yahoo.com/news/om-group-issues-statement-following-194000244.html

Legal counsel to FrontFour Capital

% Outstanding 5.7% Cost Basis Not Avail Company Info Share Price 28.00 Revenue 1.1B Market Cap 865M Enterprise Value 756M Net Cash 107M EBITDA 107M 52 wk. range 21.87 – 34.75 EV/EBITDA 7.1

Omnova Solutions (OMN) Activist Investor: Barington Capital

Investor Info Catalyst Info Shares ~948,400 Catalyst:

Barington filed preliminary proxy materials to elect 3 directors http://www.sec.gov/Archives/edgar/data/887762/000139843215000035/i12680.htm Comment: We initially covered OMN on December 4 when Barington sent a letter to OMN criticizing the company for a lack of strategic focus, poor returns on invested capital, disappointing organic growth, failure to manage SG&A, consistent earnings shortfalls, poor executive compensation and corporate governance practices. Barington also suggested new independent directors be added to the board. http://finance.yahoo.com/news/barington-capital-group-sends-letter-130000417.html On December 9 Barington formally nominated 3 candidates to the board. http://finance.yahoo.com/news/barington-capital-group-nominates-directors-130000067.html

Proxy Solicitor to Barington Capital

% Outstanding ~2.0% Cost Basis Not Avail Company Info Share Price 6.86 Revenue 987M Market Cap 325M Enterprise Value 634M Net Cash -313M EBITDA 78M 52 wk. range 5.15 – 11.03 EV/EBITDA 8.2

Continue to Next Page

Hedge Fund Solutions, LLC © 2003 – 2014 Page 8 of 15

Page 9: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Pep Boys – Manny, Moe & Jack (PBY) Activist Investor: GAMCO

Investor Info Catalyst Info Shares 9,238,517 Catalyst:

GAMCO announced it will nominate 3 or more directors to the board Comment: We initially covered PBY on November 14 when GAMCO announced it is considering interviewing potential board candidates for nomination.

% Outstanding 17.34% Cost Basis Not Avail Company Info Share Price 8.43 Revenue 2.1B Market Cap 440M Enterprise Value 791M Net Cash -340M EBITDA 90M 52 wk. range 8.00 – 13.68 EV/EBITDA 8.8

Rand Capital Corporation (RAND) Activist Investor: JAM Capital Partners

Investor Info Catalyst Info Shares 1,238,692 Catalyst:

On January 30 RAND increase the size of its board to 8 and added 2 new members https://finance.yahoo.com/news/rand-capital-strengthens-board-directors-133000716.html Comment: We initially covered RAND on March 17, 2014 when JAM disclosed an 11.6% "active" stake i and announced it may present the company with opportunities to increase shareholder value

% Outstanding 19.5% Cost Basis Not Avail Company Info Share Price 4.11 Revenue 2M Market Cap 26M Enterprise Value 28M Net Cash 2M EBITDA -0.3M 52 wk. range 2.92 – 4.25 EV/EBITDA Negative

Continue to Next Page

Hedge Fund Solutions, LLC © 2003 – 2014 Page 9 of 15

Page 10: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

SeaChange International (SEAC) Activist Investor: Roumell Asset Management

Investor Info Catalyst Info Shares 1,802,110 Catalyst:

Roumell reduced its ownership from 6.2% to 5.5% and sent a letter to the board supporting the new CEO, its cash-rich balance sheet, and its focus on rationalizing its R&D budget. Comment: We initially covered SEAC on April 9, 2010 highlighting Starboard Value’s (named Ramius Group at the time) announcement that it had nominated two individuals for election to the board at the 2010 annual meeting. On June 3, 2009 SEAC entered into a settlement agreement with Starboard. Under the terms of the agreement SEAC agreed to appoint two new directors to an expanded board of eight members. On September 14, 2010 Starboard sent a letter to the board of directors expressing its disappointment and concern regarding poor margin performance in the Company’s core software business and their decision to continue to operate non-core businesses despite having received several offers. In the letter, Starboard demanded the board immediately engage a nationally-recognized investment bank to explore all strategic options to maximize value for shareholders. On December 16, 2010 SEAC entered into a new settlement agreement with Starboard. Under the terms of this agreement SEAC agreed to appoint one more individual from Starboard to the 8 member board. In addition, SEAC agreed to immediately establish an independent committee (called the Independent Advisory Committee) composed of four independent directors and to be chaired by Starboard’s nominee. According to the settlement agreement, “The responsibilities of the Advisory Committee will be set forth in the Advisory Committee’s charter, the provisions of which will be mutually agreeable to the Company and the [Starboard] Group.” Starboard no longer owns SEAC Roumell sent a letter to the board suggesting the Company increase its buyback program http://www.sec.gov/Archives/edgar/data/1019671/000159677014000060/exhibit7-02.htm

Legal counsel to Starboard Value

% Outstanding 5.5% Cost Basis 8.64 Company Info Share Price 7.06 Revenue 120M Market Cap 230M Enterprise Value 130M Net Cash 100M EBITDA -12M 52 wk. range 5.30 – 12.35 EV/EBITDA Negative

SemGroup Corporation Activist Investor: Sandell Asset Management

Investor Info Catalyst Info Shares Not Avail Catalyst:

Sandell issued a statement after it reviewed SEMG's response to its Jan 26 letter, saying it was a canned response from lawyers http://www.sec.gov/Archives/edgar/data/1140474/000090266415000345/p15-0231exhibit1.htm Comment: On January 26 Sandell issued a letter to SEMG's board requesting they examine a sale that could fetch as much as $104/share http://www.businesswire.com/news/home/20150126005724/en/Sandell-Asset-Management-Releases-Letter-Board-Directors#.VMpMqi5WVTI On January 26 SEMG responded to Sandell's letter saying they remain open to constructive input from shareholders but remains on track with its strategy. https://finance.yahoo.com/news/semgroup-corporation-responds-open-letter-211000660.html

Legal counsel to Sandell Asset Management

% Outstanding Not Avail Cost Basis Not Avail Company Info Share Price 67.33 Revenue 2.0B Market Cap 2.9B Enterprise Value 3.7B Net Cash -730M EBITDA 155M 52 wk. range 56.83 – 88.99 EV/EBITDA 23.6

Hedge Fund Solutions, LLC © 2003 – 2014 Page 10 of 15

Page 11: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Silicon Image. Inc. (SIMG) Activist Investor: Engaged Capital

Investor Info Catalyst Info Shares 4,011,852 Catalyst:

Lattice Semiconductor (LSCC) agreed to buy SIMG for $7.30/share Comment: We initially covered SIMG on December 22, 2014 when Engaged Capital disclosed a 5.2% "active" stake and expressed its opinion that the company is 28% - 116% undervalued and threatened to nominate directors if corrective action is not taken. http://www.sec.gov/Archives/edgar/data/1003214/000092189514002717/ex992to13d09455010_12222014.htm

Legal counsel to Engaged Capital

% Outstanding 5.2% Cost Basis 5.22 Company Info Share Price 7.26 Revenue 253M Market Cap 564M Enterprise Value 413M Net Cash 148M EBITDA 25M 52 wk. range 4.10 – 7.33 EV/EBITDA 16.7

Superior Industries International (SUP) Activist Investor: GAMCO Investors

Investor Info Catalyst Info Shares 3,410,701 Catalyst:

GAMCO announced it will nominate 3 or more directors before the February 4 deadline Comment: We initially covered SUP in our November 30, 2012 Catalyst Research report highlighting GAMCO’s plans to nominate one or more individuals for election to SUP’s board at the 2013 annual meeting. On January 16, 2013 GAMCO nominated 1 person for election to SUP’s board. On March 15 GAMCO increased its stake from 9.07% to 10.07% On November 25 GAMCO sent a letter to SUP saying they are currently evaluating all options available, including the submission of a proposal regarding a stock repurchase. http://www.sec.gov/Archives/edgar/data/95552/000080724913000325/sup_13.pdf On June 27 GAMCO filed preliminary proxy materials to elect 3 directors and withdrew its Dutch Auction buyback proposal. http://www.sec.gov/Archives/edgar/data/95552/000092189514001471/prec14a05867011_06242014.htm GAMCO filed definitive proxy materials to elect 3 new directors. SUP issued an investor presentation seeking support for its nominees http://finance.yahoo.com/news/superior-industries-files-investor-presentation-120000892.html On July 21 SUP issued a letter to shareholders seeking support for its 4 nominees and said GAMCO was forcing a costly and distracting proxy contest http://finance.yahoo.com/news/superior-industries-international-issues-letter-121500127.html On August 20 all SUP nominees were elected to the board On November 26, 2014 GAMCO announced it is evaluating whether or not to submit a shareholder proposal, including director nominations, at the next annual meeting

Legal counsel to GAMCO

Proxy Solicitor to Superior Industries

% Outstanding 12.81% Cost Basis Not Avail Company Info Share Price 18.25 Revenue 751M Market Cap 500M Enterprise Value 399M Net Cash 87M EBITDA 59M 52 wk. range 16.89 – 21.77 EV/EBITDA 6.8

Hedge Fund Solutions, LLC © 2003 – 2014 Page 11 of 15

Page 12: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Yahoo! Inc. (YHOO) Activist Investor: Starboard Value

Investor Info Catalyst Info Shares Not Avail Catalyst:

On January 27 Yahoo announced plans to spin-off its Alibaba stake and dismissed a deal with AOL Comment: We initially covered YHOO on May 13, 2012 when Yahoo entered into a settlement agreement with Third Point. Under the terms of the agreement Third Point’s nominees held 3 board seats on a board of 11 directors (reduced from 14). On July 22, 2012 Third Point sold 66% of its ownership back to YHOO for $29.11/sh and gave up its 3 seats on the board On September 26, 2014 Starboard sent a letter to YHOO's board highlighting several opportunities to create value, including merging with AOL http://finance.yahoo.com/news/starboard-delivers-letter-ceo-board-160700399.html Starboard’s ideas include:

1. Unlocking the substantial value from Yahoo's non-core minority equity stakes in Alibaba Group Holding Limited ("Alibaba") and Yahoo Japan in a structure that delivers value directly to Yahoo shareholders in a tax-efficient manner;

2. Realizing substantial cost efficiencies by reducing expenses throughout the Company, specifically with a goal of reducing losses in the Display business by between $250 and $500 million;

3. Halting Yahoo's aggressive acquisition strategy which has resulted in $1.3 billion of capital spent since Q2 2012 while consolidated revenues have remained stagnant and EBITDA has materially decreased; and

4. Exploring a strategic combination with AOL, Inc. – a company we know well – which could improve Yahoo's competitive position, deliver cost synergies of up to $1 billion, and potentially facilitate the realization of value from Yahoo's non-core equity stakes with minimal tax leakage.

On January 8 Starboard sent a letter to YHOO expressing concern over rumors that Yahoo may be contemplating a large acquisition. In the letter Starboard says the Company should explore a merger with AOL and divest non-core minority investments in a tax-efficient manner http://finance.yahoo.com/news/starboard-delivers-letter-ceo-board-142100587.html

Legal counsel to Starboard Value

% Outstanding Not Avail Cost Basis Not Avail Company Info Share Price 43.99 Revenue 4.6B Market Cap 42B Enterprise Value 36B Net Cash 7B EBITDA 843M 52 wk. range 32.15 – 52.62 EV/EBITDA 42.3

Hedge Fund Solutions, LLC © 2003 – 2014 Page 12 of 15

Page 13: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

CONTACT INFORMATION: Hedge Fund Solutions, LLC Damien J. Park Tel. +1 215.325.0514 [email protected] FREE Subscription to the weekly report: http://www.hedgerelations.com/research.html or Email: [email protected]

The Catalyst Equity Research Report™ is a general circulation weekly. Hedge Fund Solutions and/or its affiliates (the “Firm”) may have a consulting relationship with the companies featured in this report (the “Companies”). The Firm may also actively trade in the securities of the Companies for its own account. At any time, the Firm, funds it manages and/or its employees or their family members may have a long or short position in registered or non-registered securities or in options on any such security of any company mentioned in this report. The information contained in this report is not a complete analysis of every material fact with respect to the company, industry, or security and is not an offer or solicitation to buy or sell any security. Although opinions and estimates expressed in this report reflect the current judgment of the Firm, the information upon which such opinions and estimates are based is not necessarily updated on a regular basis. In addition, opinions are subject to change without notice. The Firm from time to time may perform consulting services for companies mentioned in this report and may occasionally possess material, nonpublic information regarding such companies. This information is not used in the preparation of this report. Facts and other information contained in this report have been obtained from the public sources considered reliable but are not guaranteed in any way.

Hedge Fund Solutions’ Portfolio of Activist Investing Products

Catalyst Investment Research™

Download a Brochure

http://www.hedgerelations.com/CIR/CIR%20Brochure.pdf

Daily: Email Alerts Weekly: Catalyst Equity Research Report™

Special Reports

Quarterly Buying Analysis Top 50 Activist Investors

Shareholder Activism Report & Resource Portal

Specific Activist Target Catalyst Investment Research™

Hedge Fund Solutions, LLC © 2003 – 2014 Page 13 of 15

Page 14: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

PLATINUM SPONSORS – Broker-Dealer

APB Financial Group is a Special Situations Brokerage Firm tailored to investors seeking fundamental value and catalyst-driven activist investments. www.apbfinancialgroup.com Contact: Steven Abernathy, Principal Email: [email protected] Tel: +1 212.293.3469

PLATINUM SPONSORS – Legal Advisers

Olshan Frome Wolosky LLP is a law firm dedicated to providing personal service tailored to the specific requirements and concerns of the firm’s clients. Olshan is widely recognized as a preeminent law firm in the activist strategy area, and represents experienced activist investors, funds new to the activist area, as well as other investment and hedge funds. Olshan has extensive experience advising clients in a wide range of activist strategies, from private negotiations with management to public, high profile proxy contests, including expertly and efficiently handling litigation relating to activist matters. We also specialize in mergers and acquisitions and hostile takeovers, with extensive expertise in these matters. Olshan’s highly regarded attorneys provide a full range of legal services and are uniquely positioned to provide expert advice regarding the complicated and nuanced legal issues facing activist investors today. Contact: Steve Wolosky, Partner Email: [email protected] Tel: +1 212.451.2333

Schulte Roth and Zabel LLP, one of the leading law firms in the activist investing area, has been involved in some of the highest-profile campaigns facing the business world in recent years. Serving both activist-only and occasional activists, the firm advises on federal securities law, state corporate law, Hart-Scott-Rodino, proxy rules and related matters, as well as handling investigations and litigations arising out of clients' activist activity. The firm, with over 375 lawyers in offices in New York, Washington, D.C., and London, has a long history of serving private equity and hedge fund clients. Contact: Marc Weingarten, Partner Email: [email protected] Tel: +1 212.756.2280 David Rosewater, Partner Email: [email protected] Tel: +1 212.756.2208

Hedge Fund Solutions, LLC © 2003 – 2014 Page 14 of 15

Page 15: CATALYST EQUITY RESEARCH REPORT - hedgerelations.com · CATALYST EQUITY RESEARCH REPORT ™ ... Week Ending January 30, 2015 . SYMBOL COMPANY INVESTOR AEC Associated Estates Realty

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

PLATINUM SPONSORS – Proxy Advisors

Alliance Advisors LLC is a multi-faceted shareholder communications firm specializing in proxy solicitation, corporate governance consulting, and information agent services. Our in-depth view of the investor communities and governance environment allows us to prepare for successful outcomes. Alliance Advisors’ “fight team” has built a distinguished reputation by successfully completing countless contested assignments. The team will complete a comprehensive analysis of the shareholder base and build a calculated battle plan accordingly. We will assist in the crafting and delivery of your message to the target audience, ensuring the message is heard and understood. Alliance Advisors consistently delivers successful outcomes to our clients. Contact: Peter Casey, Executive Vice President Email: [email protected] Tel: +1 973.873.7710

Innisfree M&A Incorporated is a full service proxy solicitation/investor relations firm providing clients with sound tactical and strategic advice and results-oriented implementation in proxy and consent solicitations (whether friendly or contested), tender and exchange offers, mergers, rights offerings, strategic restructurings and other domestic and cross-border transactions requiring action by public security-holders. We provide expert consulting services on a wide range of matters, including executive compensation proposals, corporate governance issues and investor relations. Innisfree’s reputation derives from our success in complex and/or contested situations. Key to that success is our ability to track, identify and understand the shifting dynamics of a company’s security-holder base and provide battle-tested advice based on that information. We are convinced, and our unrivaled record demonstrates, that this refined, analytical based approach enables us to deliver the extraordinary results our clients expect. Contact: Arthur Crozier, Co-Chairman Email: [email protected] Tel: +1 212.750.5837

MacKenzie Partners, Inc. is a full-service proxy solicitation, investor relations and corporate governance consulting firm specializing in mergers-and-acquisitions related transactions. The firm has offices in New York City, Los Angeles, Palo Alto and London. MacKenzie's services include corporate governance consulting, security holder solicitations, information agent services for tender and exchange offers, beneficial ownership identification, market surveillance and associated financial, investor and media relations services. We work in close partnership with our client's attorneys, investment bankers and other consultants, providing advice and counsel at each stage of the transaction. Contact: Mark Harnett, President Email: [email protected] Tel: +1 212.929.5877

Hedge Fund Solutions, LLC © 2003 – 2014 Page 15 of 15