Showing posts with label Disclosure. Show all posts
Showing posts with label Disclosure. Show all posts

Wednesday, September 2, 2015

Titan Machinery Closes at New 70 Month Low

Titan Machinery (NASDAQ: TITN) closed at a new 70 month low yesterday @ $10.88 after reaching a new multi intra day low of $10.68.

a

Sunday, May 17, 2015

TITAN BONDS UP 21% After 6th Amendment

***May 12,2015 Titan Machinery President to Step Down and Resign as Director

n Machinery Announces Management Chang

Titan Machinery (NASDAQ: TITN) $150 million convertible note (Feb. 2019) traded at an all time low on March 13,2015 @ $66.50 yielding 14.88% as the company's fundamentals have deteriorated in recent years.
  • In March the company announced that they expected to be in non compliance of the covenants in the $150 million convertible note with Wells Fargo. The company said the terms of the note require the Company to earn a minimum net income for the FY2015 period that ended as of January 31,2015.
On April 15,2015 Titan Machinery filed their 10K annual report with the Securities and Exchange Commission and included a new Footnote: SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT .

Titan's Bonds have since jumped 21% and closed yesterday above $80.

ATTACHED Is the Original Convertible Note with All 6 Amendments Added in Different Colored Fonts. (282 of Pages of NOTES/DELETIONS/Replacements) Good Luck Figuring it out)

SEC NEEDS TO MAKE BOND DISCLOSURE INVESTOR FRIENDLY
Investors shouldn't need a Philadelphia Lawyer to Figure Out the Terms of this Note. 









Monday, April 7, 2014

A Review of Securities & Exchange Commission's Comments regarding Titan Machinery Disclosure

  • On April 10,2013, Titan Machinery Inc (NASDAQ: TITN) filed its Fiscal 2013 year end financials (10K) for the 12 month period ending January 31,2013 with the SEC. 
  • On April 25,2013, Titan Machinery Inc filed its Proxy Statement for its Annual Shareholder meeting (DEF 14A) with the SEC.
This Thursday, April 10th, before the market opens, Titan will disclose Fiscal Year 2014 financials for the 12 month period ending January 31,2014.


Securities & Exchange Commission Division of Corporate Finance Comments December 9,2013

 Equities Research:
 It will be interesting to see if the new auditor allows the company to recognize revenue in Fiscal 2014 in this same manner as Fiscal 2013: (from Fiscal 2013 10K):
 " However, in certain circumstances, and upon the customer's written request, equipment revenue is recognized before delivery occurs"


I was very critical of the financials disclosed by in both filings and analyzed both documents in my blog post : "The Most Overpriced Stock in the Market Files Proxy Statement".
                                         My reports raised many red flags :
  •  Following key words are what caught my eye, especially since these hats are worn by 4 or 5 execs:
    3 Brothers, A Son, A Brother-In-Law, COO, Chairman, Founder, Commission, Managing Director of Underwriter, Owner of Construction Company, Unsecured loans, LEASE Arrangements with Top 3 Execs outside Entities, Real Estate Sale between TITN and Top two Execs Outside Entity, Private Jet, Consulting fees, underwriting fees....(oh yeah, the time Chairman went on Mad Money and then sold shares ) 
  •  
  •  A. 10 K Highlights of Weak Fundamentals
    B. Roddy Boyd / Herb Greenberg Recognizes my Work
    C.Certain Related Party Transactions
    D.Insider Selling after Making Hyped Up Projections (missed by a mile)
    E.Increase Of Authorized Shares
    F.CNH AMERICA Floor Debt Plan
    G.Property sold to Entity owned by Top 2 Execs.without disclosure
    H.Property Ownership Company owned by Top 2 Execs outside entity.
    I.Brother-in-law Construction Company building multi-million dollars worth of buildings.
    J.OLD INVENTORY list (108 page document), not sure how if its obsolete yet.
    K.History of Negative Operational Cash Flow
    L.Private Jet
    M.$150 million convertible note disclosure. (using best scenario vs. worse scenario in disclosure)
    N.Immediate Family Members: commissions, raises, fees, consulting agreements
    O.Cash Advance Business offering loans to Bad Credit/No Credit borrowers
    P.Variable Interest on Debt
    Q.Interest Expense
    R.disclosure of former CFO, now Treasurer)
    S.Auditor's History
    T. CEO & chairman both increased salaries 48% in cash 

On Titan's last conference call in December 2013 the company lowered their year end guidance: 
For fiscal 2014 revenue range of $2.15billion to $2.35 billion and expect annual net income in the range of $11.6million to$15.8million.  Fiscal Year 2013 net income was $42 million. That is a 65% decline year over year decline. Note with shares trading at $15, the PE ratio is nearly 30.


Complaint