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To: lupaka who wrote (4972)9/10/2000 11:38:57 AM
From: lupaka  Respond to of 5650
 
Article mentions Xpedior & its purchase by P6
Everything You Wanted to
Know About Stub Investing
By David Brail
Special to TheStreet.com
Originally posted at 4:28 PM ET 9/8/00 on
RealMoney.com


Before the Worldcom/Intermedia/Digex linkup, the
3Com/Palm deal had been the most recent high-profile
example of a valuable subsidiary hidden within a poorly
performing parent. Here's how that stub opportunity
played out: It appeared possible to purchase a share of
3Com (COMS:Nasdaq - news), sell short 1.4832 shares
of Palm (PALM:Nasdaq - news) (which represented the
imbedded per share 3Com interest in Palm), and be left
with the other assets of 3Com at a price of minus $59
per share.

When skeptics who thought this too good to be true
attempted to emulate this strategy, they generally
proved themselves right: There were no shares of Palm
available to borrow to sell short, so you couldn't
implement your hedge. The trade was, for all but a lucky
few, hypothetical.

Of course, when 3Com followed through with its plan to
distribute the balance of its Palm shares in May, the
value of the hypothetical trade converged over time, and
you would have been left with $13.50 worth of 3Com
assets that you could have created for a minus $59, a
tidy profit of $72.50 per 3Com share -- all hypothetically,
of course.

But the good news is that many times these
opportunities really do exist. More times than not, the
stock can be borrowed, and it is possible to create the
parent-company assets by selling short the per-share
embedded stake in the subsidiary.

Some recently completed examples include IPC and its
subsidiary IXnet's joint acquisition by Global Crossing
(GBLX:Nasdaq - news); Metamor's spinoff of Xpedior
and subsequent acquisition by PSInet (PSIX:Nasdaq -
news); and Seagate's merger with Veritas
(VRTS:Nasdaq - news), in which Seagate held such a
large stake it dwarfed the value of Seagate's own
business. These deals all served to reveal the true
underlying parent-company values, each of which had
traded at enormous discounts prior to the
value-unlocking transaction.

The risk in these trades, of course, is that the implied
discount just keeps widening. The board of the parent
company has to do something to unlock the value --
either a merger of the parent where the full value of the
subsidiary holding is recognized, a spinoff of the
subsidiary, or some other financial engineering ploy.

If the market perceives the parent's board doesn't care
about the size of the stock's discount to the true worth of
the enterprise, that discount is likely to widen. The
passage of time can work against a stub investor as
well: The discount only narrows when there is reason to
believe the board will move to unlock the stub's value.