To: BuyPenniesSellDollars who wrote (1039 ) 3/23/1998 2:32:00 AM From: Psycho Killer Read Replies (2) | Respond to of 2232
I personally have never called HNLY a "scam," and I don't know if it is or not. But I can see a number of reasons for healthy skepticism, which I'll toss out for discussion: First and foremost, HNLY's management hasn't shared with the shareholders any of the terms of its acquisition. Thus, while growth through acquisition is supposed to be the centerpiece of HNLY's strategy, management continues to keep shareholders (and the market as a whole) in the dark regarding how this strategy is unfolding. That's not exactly a way to build trust. What's their excuse for this? Second, and related to the first item, since HNLY's management has not disclosed the terms of its acquisitions (as well as the recent warrant deal with an investment banking firm), there is no good way to figure out how many shares are potentially outstanding. I seem to remember that the HNLY website gives numbers of outstanding shares and the float, but I view these as largely meaningless. HNLY has described its acquisitions as "cash and stock" deals, which could include common stock; convertible preferred; convertible debt; etc. Third, the "book value" referenced on HNLY's website is meaningless without an explanation of how it's calculated -- and HNLY's management clearly knows this. Clearly at least some investors will be misled by this number, and HNLY's management at least ought to know this. Fourth, HNLY's CEO doesn't have much of a track record. As far as I can tell, his last "growth through acquisition" venture -- called Advent Technologies (AVTI) -- collapsed. Of course risk-takers are going to have failures, and the fate of AVTI doesn't necessarily show that Mr. Schwarzman is weak manager or planner; indeed, he may have learned things that will help to make HNLY a success. But there's certainly not enough information out there to rule out that Mr. Schwarzman and his buddies are getting rich off HNLY while the shareholders get the shaft. (This is the kind of speculation that management invites when it doesn't tell shareholders the terms of its deals.) Fifth, according to a number of posts on this board, HNLY's PR person (Jeff Brommer) has said that HNLY 's "undervalued" and that investors should expect a number of "good things" to come from the company. (Actually, Jeff posted a message himself -- #767). So the company puts out vague promises of good things to come while withholding really material information like the terms of its acquisition deals. If you started from the assumption that HNLY was a scam, you could find a lot of support for your position. The way HNLY management has handled communications with investors is certainly consistent with a scam. That is, hide the facts from investors while having your PR person offer hints about "good things" to come and touting a meaningless "book value" figure on your website. I don't know what to think yet. HNLY says there's an SEC filing coming out soon, and I'll wait to read that. Maybe there will be good news in there, and my small investment in HNLY (which I made for momentum reasons, and not based on any research) will pop. BUT until the company makes public disclosures of things like the terms of its deals, I'm going to remain very skeptical. If anyone knows what HNLY's capital structure is -- i.e., how many shares of common, how many warrants and their exercise terms, how many preferred shares (if any ), etc., would you please post? That would be useful information. By the way, I would like to invite HNLY -- including Jeff Brommer -- to step up and publicly disclose (1) what terms of HNLY's acquisitions were (2) what the terms of the warrant deal with the investment banking firm were and (3) how the "book value" number on the website was calculated. -- Jim