For those who may care... posts from afar...
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by: sphincterboy_1998 (31/M/NJ) 2536 of 2632
The deal is this. I spoke at length with RIDE's CEO as well as KTO's CFO John Rangle. I am 99.9% certain that this was an above board deal done after RIDE had pursued all avenues to remain a going concern in the best interests of its shareholders. I also seriously doubt any "golden parachutes" are involved as it would just be a screaming invitation for the scumbag legal firms out there that extort money from these situations under the guise of "being the small investor's champion" when in reality all they do is further destroy a company while enriching themselves greatly. I hope no one is stupid enough to invite the pricks back for a second helping of RIDE.
I expressed my shock, anger, and dismay regarding the low pricing of the merger but when all cruel realities are considered, RIDE's back was to the wall just as we opined it would be if they could not obtain the desperately needed financing. We need to get one thing clear: RIDE was finished as we know it as going concern without obtaining the additional capital. Yes, they might have pared back operations and sold only the most profitable items in their arsenal and did business as a much smaller entity but there would be no shareholder value created there or it would take years to attempt to create it. It will become clear when RIDE releases their disasterous 4th quarter and year end Earnings just how bad the companies fiscal position was. We will probably see a 4 million dollar 4th quarter loss added to the other losses for the year resulting in a full year loss of probably 6 million dollars---this is why no one would willingly lend money or extend deeper lines of credit to RIDE despite the turnaround in their business prospects---in hindsight, it was probably one year late. Who's fault is all this? Who knows. But RIDE is out of money, they have been out of money for some time, and nobody is going to loan them any money despite their name, reputation, and their healthy preseason order book.
I think that as the SEC filings for the deal become available and all the facts are known that it will become apparent that although RIDE had tremendous value in its name, its history, its design and manufacturing operations that RIDE was in such a weakened state that barring a direct to shareholder recapitalization plan like I had suggested and no one seemed to support in any way the company was destined for either drastic reorganization as a tiny micro manufacturer trying to find a niche or the auction block for sale to the higest bidder. Obviously an outright sale of the company is the logical conclusion as many of us correctly assumed.
Meanwhile, there is a short list of companies to whom an acquisition of RIDE could prove to be compelling. To me and most observers, K2 and Vans are the likliest beneficiaries with Solomon, Quicksilver, and the eternally mentioned NIKE could also gain by acquiring RIDE. However, when all is said and done, when it is time to whip out a checkbook, the list shrinks dramatically. So far K2 has been the only company to step up to the plate. CEO Marcovitch is not stupid or an asshole as some state here. He is a man that stood by RIDE from its heady profitably days in 1995 all the way to the forced sale of the company. He did not slink away like the Tim Pogues, Bob Hall's, and Salter's of the the world when things started looking ugly. He presided over RIDE's worst times and did everything he could to try to make a go of it. However, apparently the numbers did not work to the satisfaction of any of the financiers so RIDE's future as a freestanding company was taken out of his hands. Cont)
(cont)
Meantime, if there are any other interested parties (Vans, etc.), the price to beat has been established. If no other entity steps forward, then rest assured that Mr. Marcovitch fetched the best price he could for RIDE while in an extremely compromising position. If someone else steps forward because they perceive like most of us that this deal was priced too low then good for us we get more money. However, at this point barring a better offer which is still a distinct possibility, I will vote to accept K2's offer and I will become a K2 shareholder in exchange for my shares.
(p.s. the Minotaur "deal" was no deal since the guy had no money to back it up not to mention he was only trying to tender 50% of the company with his "vapor" offer so it can't be considered an offer--it was bullshit). Not to mention if old Minotaur is so desperately interested in buying RIDE the door is always open for him to stroll right back in with more of his "I will glady pay you in 50 tuesday's for a RIDE snowboard today). Again, let's sit back and be patient and see if anyone else steps up to the plate. But, meanwhile let's be realistic as to where RIDE was at fiscally, in realtime. When you've got no money you are ostensibly a beggar and beggars can't be choosers and I submit that is where RIDE is at this point sans financing. Do I like it?? Shit no!!!! Is there anything we can do about it? Yes. We can either vote for the deal and take our K2 stock that is NYSE listed, growing and profitable, and at a cyclical multi year low poised for appreciation----or-----we can vote no and force the company into probable extinction and put what is left of everyone's collective RIDE investment on the endangered species list. If RIDE is not sold or fully recapitalized by some miracle in the next 90 days a trip to the auction block for sale of assests is the likely outcome.
AL
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messages.yahoo.com
Al--I absolutely agree
by: wavenmtn 2541 of 2632
IMO, Al is absolutely right. I, too, spoke with Robert Marcovitch, and I reached the very same conclusions that Al outlined.
As I said some months ago, I think the "true" value of Ride may be in the $3-4 per share range, but that was contingent on Ride obtaining financing on reasonable terms. Ride has not been able to obtain that financing, so Ride becomes worth what someone will pay. I am absolutely sure that Robert and his team turned over every stone and pebble in seeking financing and, when that didn't work, in seeking a purchaser, and K2 was the only taker.
Why take K2's $1 offer when Ride turned down Minotaur? Because Minotaur's offer was totally illusory. Minotaur's offer essentially amounted to a free option on Ride for a year at $2.25. If Ride's value didn't dramatically increase, then the note would not be paid, and the Ride shareholders would be left holding the bag. As Al points out, with the K2 offer, at least we get K2 stock that is at a cyclical low--plus, the Ride deal will add significant value to K2. In fact, I bought a sizable stake in K2 as soon as this deal was announced--if for no other reason than to hedge the risk that K2 might rise and thereby lower the number of K2 shares that I will be receiving.
I would also echo Al's sentiments regarding a lawsuit. How many of you got much of anything from the last shareholder lawsuit? Well, Mr. Toll got over $1 million plus warrants. If this deal gets blocked by a lawsuit, Ride is bankrupt, period.
BTW, Nambeil, you know who I am--who are you? E-mail me: wavenmtn@aol.com.
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One More Thing...
by: wavenmtn 2542 of 2632
...Robert Marcovitch got absolutely NOTHING out of this deal. He doesn't know if he has a job after the deal. So, all you people slamming him owe him not only an apology but, IMO, a debt of gratitude for the great job he has done in very difficult circumstances.
Roger Madison
Founder & Former Chairman, Ride ("wavenmtn")
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messages.yahoo.com
My $.02
by: ratfman 2597 of 2632
1. It is a safe bet to predict the "deal is done". The issue is whether there are a sufficient number of shareholders prepared to dissent from the plan and demand fair value for their shares. It is a certainty that K2 locked Salter's shares to a "yes" vote.
2. I appreciate S-Boy's post regarding his discussions with management. It is with a bitter pill that I have to receive information on the transaction on a BB and nothing from Ride management. The condition of a company like Ride doesn't change overnight. Where is the management that predicted that the preseason orders announced supported Ride's turnaround?
3. Important information is still denied shareholders. Did K2 get a breakup fee? What did Ladenburg (or whoever Ride's "advisor" is) ever opine on value (note management's response to Minotaur; never discussed value)? Can K2 walk the deal if a particular number of shares dissent and demand fair value?
4. I have no sympathy for Ride's management. My information is that they got their pants taken down, just like Ride shareholders. Probably decent and hard working, just not very effective. Should never have been the stewards of others money.
5. K2 is a mediocre company with very mediocre products. They will never be able to capitalize on Ride's strengths. Ride's audience will reject K2. Properly capitalized/financed, Ride had more upside potential. The issue was always whether Ride's audience would be big enough to create shareholder value, or whether it was self-limiting.
6. Who was behind the Minotaur tender? It wasn't Feingold. Someone who was hyping the price for short term profit, or someone hoping the Board would get an opinion of value setting up a dissenters' case anticipating a sale of the company? Remember, Minotaur demanded a fairness opinion. Hence, the need for disclosure of whatever Ladenburg produced and the minutes of the Board meeting where this was considered.
7. Zonked is right 50% of the time and wrong 50% of the time. So is everyone else. Price usually goes up or down. TA is useless on a stock like Ride. You wait for the positive announcement and sell, wait for a retreat, buy back, and wait for the next positive announcement. The problem with Ride is that we never got the positive announcement, except Minotaur, which we failed to realize was the last one. Accept Zonked's posts as entertainment and cut the personal attacks.
8. Let's get some more information before buying into whatever management told S-Boy. Perhaps, as I have suspected, the preseason orders were BS, low margin sales and bogus po's. Had the orders been real, I need an explanation why Ride was not financiable. Any merchant bankers out there reading this Board? A $50M company should be able to generate profits of $5M. Take a company in a fragmented industry, put a competent management team in place and a modest amount of capital and sell the company to a Nike within three years at a great return. Or did management just run this company into the ground beyond redemption?
9. Until meaningful information is forthcoming, I plan on voting "no" to this plan. Any other shareholders interested in commiting shares to dissenting from the merger and demanding fair value, subject to a persuasive explanation from management? If we can accumulate 500,000 shares, we would probably have a sufficient mass to be heard. Our position only becomes stronger as K2 continues to decline below $10.00.
10. Sorry for the long post.
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