Ocean Wilsons (holdings)... Share Discussion Threads

[last of the mohicans] 12/8/2023 19:29

varies,

I didn't even get around to all the additional savings that we would get annually from not paying management fees to the 3rd parties that Hanseatic invests the cash with. That will be north of $2.5M a year as well for sure.

I'm not sure that OCN would have a large tax liability given it is Bermuda based were it to sell Wilson & Sons.

The tricky bit is working out the tax implications for the Salomon and Townsend families thereafter.

Like which country are they all domiciled for tax in, should OCN then try & distribute the proceeds.

The other key point is that the Salomon and Townsend families only own about 8.6M OCN shares directly - split 4.6M - 4M.

The rest is through there majority ownership (voting wise) of Hansa Trust which has 9.3M OCN shares.

So what implications would apply to the trust a) on receiving the payment from OCN & b) trying to distribute it the shareholders - or they may want to re-invest the funds elsewhere to keep the rest of the family in there jobs with Hanseatic.

LOTM

[varies] 12/8/2023 11:25

Last of the Mohicans
Thank you for your full response to my comments.
Your analysis is convincing and I certainly feel that running a Fund of Funds does not merit the management charges that OCN incurs.
It remains doubtful whether OCN will dispose of its interest in Wilson Sons soon, on which OCN would presumably incur a large liability to tax.
Whether the proceeds of such a sale would be distributed to shareholders and in what form depends much on the tax implications for the Salomon and Townsend families.
I suspect that most of us here would like to see a complete liquidation of OCN rather than receive some cash and be left holding shares in the investment portfolio. This portfolio should at least be easy to liquidate if the directors so decide.

[last of the mohicans] 11/8/2023 17:09

varies,

In the old days there was nothing you could do about it.

However things have changed in recent times, Independent directors now have to take into account the interests of all shareholders & not just those of the controlling ones "desires".

The Hanseatic interconnection with directors of OCN is a conflict of interest that they should be acutely aware of & be determined not to be part of.

Is it value for money / are there others out there who could give a better investment performance under the given criteria.

Messrs Salomom and Townsend may be influential within the board in setting the investment criteria given there controlling interest. However they should then have no say in what firms are used to run those investments.

You might be happy, I am not, $300M+ lost to investors since 2007 by simply not investing the cash in an index fund instead of investing it through Hanseatic who on the whole have picked a whole load of under performing funds to put the cash in. That is the hard reality of what has occurred.

Having the $300M spread across 70+ funds is also farcical. The 30th ranked holding is valued at just over 1.1%. The bottom 30 funds could all have a stellar performance yet it would make very little difference to the overall portfolio value .

If you care to look at Findlay Park America (which is the one decent fund they happen to have stumbled upon) it is valued at over $10 Billion yet it only owns around 45 shares in total.

As for the dividend it hasn't been increased in years in $ terms.

Wilson & Sons have been increasing the dividend they pay (very slowly) but the board has chosen to hold some of that back now instead of passing it all onto shareholders as used to be the case.

LOTM

[varies] 11/8/2023 11:37

Although I feel as frustrated as most small shareholders here by the control exercised by the descendants of Walter Salomon, this was the position when I bought my shares over 40 years ago and the price would have been higher then if the family had not been in control.
We have received good and regular dividends and, although the management of OCN's portfolio has been less than dazzling since Walter Salomon retired, I must confess that Hanseatic have done much better with this over the last 2 years than I have with mine !
I have had experience of many directors of public companies far less considerate towards small shareholders and I respect the right of Messrs Salomom and Townsend to act in their own interest. There is no point in calling upon them to do otherwise.

[last of the mohicans] 11/8/2023 03:40

"*Net of management fees and performance fees. No performance fees were earned in 2023 and 2022."

Should not be in this half-year statement.

As far as I'm aware the criteria for seeing if a performance fee is payable or not is done on an annual basis at the end of the period in question. 2023 is not complete yet there it is impossible to say whether a fee will be payable or not, given the 3 year rolling data that is used.

As far as I'm aware & I will need to look at the hard copy accounts for the year to 31st December 2021, a performance fee was paid out (probably in early 2022).

From what I've seen briefly on the 2021 annual report online - $4.6M in total was paid to Hanseatic.

I will be making my feeling known about this issue & them muddying the waters to try & keep investors from complaining about the totally underwhelming performance of the portfolio.

As I have stated here on many occasions the investment portfolio is there simply to keep the relatives & friends of the 2 controlling family's in a lucrative career, at the expense of the other OCN investors.

If the funds had simply been put in a fund following the index they keep referring to since 2007 in would be worth north of $700M not the current $300M.

I will be making my views known to the board of directors yet again on this matter I hope others might take the time to do likewise.

LOTM

[extrader] 10/8/2023 13:47

Hi all,

.."a family that does very nicely, as gateforce1 says, out of management fees from the portfolio.."

This report says that investment results

"*Net of management fees and performance fees. No performance fees were earned in 2023 and 2022."

and re
.."Investment portfolio performance

The investment portfolio and cash under management was US$5.9 million higher at US$299.7 million at 30 June 2023 (31 December 2022: US$293.8 million), after paying dividends of US$5.5 million to the parent company and deducting management and other fees of US$1.6 million..."

On the face of it, the family appear to take $ 1.6m out in management fees.

What have I misunderstood? Are they benefitting from trail commissions or some other hidden means of 'skimming' (for want of a better word) ?

TIA

PS If there are 'talks about talks' and the books haven't previously been shown, any bidder now has some updated numbers/info to look at....

[varies] 10/8/2023 09:15

The strategic review announce in June continues and we are thanked for our patience.
If there are parties considering an offer for Wilson Sons, then they may find its figures re-assuring.
The main reason for our shares standing at such a large discount from asset value is that OCN is controlled by a family that does very nicely, as gateforce1 says, out of management fees from the portfolio. If OCN were to sell Wilson Sons and add the proceeds to this portfolio, a very large discount would continue.

[salvorhardin] 10/8/2023 09:13

The only comments I could find about the possible sale of Wilson Sons were in the Chairman's statement in the following paragraph (basically they will report in due course):

"The Board continues to recognise that there are divergent views among our shareholders regarding our non-correlated asset holdings. We announced on 12 June 2023 that the Board has instigated a strategic review of the Company's investment in Wilson Sons. This review is intended to provide a platform for us to optimise our asset mix, enhance returns, and drive growth in the longer term. We will communicate the findings of this review once completed and we appreciate your patience during this period."

[ygor705] 10/8/2023 08:55

The discount to net asset value catches the eye here. Coupled with a reasonable trading performance and a more-stable-looking investment portfolio makes the shares look a reasonable proposition imo. Maintained dividend and a good yield also provides a bit of a prop.

[galeforce1] 10/8/2023 08:48

The Wilson & Sons results look very encouraging.

But as usual the performance of the investment funds is a disappointment. The current strategy seems designed mainly to generate income for the investment managers.

Surely we could do something more productive with $300m?

[extrader] 10/8/2023 00:51

More prosaically

Wilson Sons’ 6M23 profit increases 23.0% year-over-year to R$196.6 million.
• Revenues of R$1,163.8 million were 8.9% higher than in 6M22.
• EBITDA of R$496.7 million was 12.8% above the comparative.
• Excellent towage results with higher volumes, larger deadweight of ships attended
and an increase in average revenue per manoeuvre and increases in special
operations.
• Container terminal operational growth mainly driven by a robust volume recovery
in Rio Grande.
• Solid performance of offshore energy-linked services.
Wilson Sons’ 6M23 net revenues of R$1,163.8 million (US$229.7 million) were 8.9%
higher than 6M22 (R$1,068.8 million) with an EBITDA of R$496.7 million 12.8%
higher than the 6M22 comparative (R$440.2 million), driven mainly by excellent
towage results, container terminal operational growth and a strong recovery in
offshore energy-linked services.

Towage EBITDA rose 9.8% year-over-year with higher volume and an increase in
average revenue per manoeuvre and special operations. In April, we added the new
91-tonne bollard pull tug WS Rosalvo to our fleet, positioned in the port of Açu to
serve large iron ore carriers and tankers. In July the company implemented a new
tugboat fleet management system developed in partnership with Argonáutica, a
leading provider of digital solutions for the maritime and port sectors, which will allow us to continue seeking operational efficiencies and provide better services to our customers.

Container terminal revenues increased 5.9% with volumes up 7.1%, and a 0.9%
increase in EBITDA. The Rio Grande terminal reported an 11.9% increase in overall
handling mainly due to a higher number of empty containers, and export, inland
navigation, import and transshipment flows. The Salvador terminal registered flat
volumes as the increase in empty containers, cabotage and export flows was offset
by lower imports and transshipment. The completion of the quay reinforcement in
August 2023 will support an improved service offering in the Salvador terminal
through the second half of the year.

Demand for our offshore energy-linked services improved markedly as vessel
turnarounds in our offshore support bases increased 68.4% and operating days in
our offshore support vessel joint venture rose 17.8% year-over-year.
Overall, the first-half performance demonstrates strong organic growth in our
business. We remain positive on the fundamentals of our trade flow-related
businesses of towage and container terminals which, together with rebounding
demand for our offshore energy-linked services, will provide the basis for a superior performance of our assets. In the context of a positive market environment, we are confident our continued focus on safety, growing utilisation of assets, cost control and a disciplined approach to capital allocation will yield robust results for clients and other stakeholders of our business.

Fernando Salek, CEO

[last of the mohicans] 09/8/2023 23:06

Wilson & Sons results are out if you want to view them ahead of OCN news in the morning.

Profits up 23% on last year

hxxps://api.mziq.com/mzfilemanager/v2/d/8284de4a-426a-465a-beab-92abeabafc97/8c361ddf-c6b1-5210-ad87-7fe8b6f400a1?origin=1

LOTM

[pugugly] 06/8/2023 07:51

Could the Chinese be interested? Yes but at what price?

[elsa7878] 06/8/2023 07:48

elsa78783 Jul '23 - 20:16 - 1521 of 1523 Edit
0 0 0
Might be different this time but I know an infrastructure fund manager that was looking into this some years ago but felt the owners were never really serious about selling. Ie crazy bid or no deal.


Saw the person that I mentioned above. He said that for HIS fund Brazil was now uninvestable due to the political risk...FWIW.

[piedro] 05/8/2023 21:05

FWIW ...


[Wilson Sons - presentation]

[extrader] 03/7/2023 23:37

.."crazy bid or no deal..."

That's precisely why I was interested in a possible second interested party : (a) it might prompt a (successful) bidding war; and /or (b) it would at least highlight the discount to value and - hopefully- prompt a narrowing thereof.

If both OCN and Wilson Sons are trading at discounts to TBV, there's quite some upside, just from a re-rating.

Either way, a win-win.

AIUI

[elsa7878] 03/7/2023 20:16

Might be different this time but I know an infrastructure fund manager that was looking into this some years ago but felt the owners were never really serious about selling. Ie crazy bid or no deal.

[extrader] 03/7/2023 01:13

Anybody who wanted to 'leave something for the next man', maybe.

MSC clearly wants to 'splash the cash' : first Log-In; then Bollore Africa; now (supposedly) Wilson Sons.

AD Ports does too : a $ 500m commtment last month at Pointe Noire, Congo Brazzaville (across the 'pond' from Brazil), as part of a Gulf consortium prospective tie-up with Vale; and another $ 500m deal now concluded with Noatum.

Let's see if it leads anywhere...and whether there's any acknowledgement of an approach.

[piedro] 03/7/2023 00:02

Oh dear!

Getting carried away by 'cotton wool clouds'.
We have been there before but it's business as usual.

The June Operational Data from Wilson Sons should
show business picking up and who would sell into a
rising market?

AIMHO, BWDIK

[extrader] 24/6/2023 19:09

A little bit more background re Wilson Sons activities and footprint

hxxps://essfeed.com/msc-eyes-wilson-sons-1bn-acquisition/

Note :..."Surprisingly, data from Alphaliner reveals that MSC now boasts more shipping capacity heading to South America than on the transpacific route to North America..."

suggesting lots of scope for synergies

and at the bottom, a link claiming that the Aponte family (MSC owners) made USD 28 Bn during the pandemic...

'Loose change'!

[varies] 16/6/2023 11:20

Last of the Mohicans
Thank you for devising an ingenious solution.
If an attractive offer has been made for OCN's shares in Wilson Sons, then I am sure that S & T are busy consulting their accountants. They will naturally put their own interests first and, as minority shareholders, we can only hope for the best.
We have enjoyed good dividends these last years to console us for a disappointing share price.

[last of the mohicans] 16/6/2023 10:23

It would appear that the figures being mentioned this time round are probably more attractive than those indicated the last time round.

If you think about it this way each OCN share owns 7 shares in Wilson & Sons.

They may want to structure any deal so that any tax implications are passed on to the shareholder rather than OCN being liable for them.

They may also want to spread the receipts out over several years rather than in just one.

As an example, they could issue everyone with 1 free B share for every OCN share that they own. With each B share owning 7 Wilson & Sons shares. The owner then has the right to sell the B share annual at there discretion until 2026 when they will be automatically redeemed by the purchaser. All the voting rights would go in advance to the purchaser so they control Wilson & Sons. The sale price received when redeeming your B share is the agreed purchase price.

Thus if the agreed price is 20 Real per share, then when you redeem your B share you'll get 140 Real for it, be that in 2023, 2024, 2025 or 2026. The only variable will be the exchange rate between the Real & the £ or $ depending on the currency you select to receive the payment in.

Or they do a hybrid version, where OCN themselves retain say 50% of the B shares, so that they will retain half of the proceeds within the company & the other half of the proceeds goes directly to the existing OCN shareholders.

LOTM

[baronetbill] 16/6/2023 09:57

Varies
Indeed been following OCN since I was a young man...LOL
Flying a kite really, but times are changing and just maybe OCN is finally going to join the mega league of global port operators; IF the price is right which IMO is considerably more than what pertains today.