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Old May 16, 2019, 7:06 am
  #76  
 
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Question ESOP is key

As I anticipated, employee shares have become a major issue.........
WS ees do not have a pension plan i.e. they rely on the employee share ownership plan,(ESOP) comprising up to 20 % of comp. Onex has said no jo loss and status quo on the ESOP, but so what? IMO, how do your determine profitability from one part of a private equity plan??
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Old May 16, 2019, 7:59 am
  #77  
 
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Originally Posted by shuuy
Lots of armchair captains and investors in our midst!

Private Equity firms like Onex care about one thing only - making money. They make money by buying an asset as low as possible (the #1 generator of returns for PE firms) and selling as high as possible.

To get the lowest purchase price: good negotiations, relationships, and/or seeing value in something that the current owners don't see.
To get the highest selling price:
  1. Improve margins through operational improvement: more revenue and spend less to get that revenue
  2. Financially re-engineer the balance sheet: using cash flow to pay down debt. Onex is buying WestJet for ~$5b. If they use $500m of their money and $4.5b of loaned money ... and then sell the business for $5.5b (and paid off $1b of debt). The $500m they invested is now $2b ($5.5b proceeds less $3.5b remaining debt). Even though the company value is only +$500m
  3. Multiple expansion: companies are often valued in public markets on a share price to earnings ratio. For an airline, PE firms would apply a multiple to operating cash flow (ie how much money operations make, irrespective of financing activities) to determine the valuation. WestJet's operating cash flow in 2018 was $700m. Therefore they paid "7.1x operating cash flow" ($5b / $700m). If other airlines have a higher multiple (i.e., you are spending more money to get a dollar of operating cash flow), private equity can try and improve this by showing to potential owners that the company has more growth ahead, will earn more money in the future, and then can be bought at a higher price.
As part of the deal, Onex will have figured out how much value will come from each of those 3 levers. Most of the concern in this thread comes from implementation of #2 - using cash to pay down debt, not investing in assets ... This is the "pump and dump" from the last 15-20 years ... which in my view is a dead-end for private equity firms. Therefore it comes from #3 - developing a better growth trajectory for the company, and #1 , running the business better.

For employees, I imagine Onex will keep some type of ownership scheme in place for them (give them shares in the private company, profit sharing, etc) since happy employees help you run the business better. In addition, there will be a new management team in place, and likely key roles 2 levels below the CEO will change. While Onex will sit on the board and take an active interest (weekly/monthly review of financial accounts), they won't run the place day-to-day. And they'll need the unions on board - fighting them hard won't help in my view

For customers, I imagine cheap unprofitable activities (eg YXU-YUL for $90) are gone. Waste and bad spending cleaned up. Decisions made on fleet and brands quickly. Potential M&A and rolling-up Transat. Decisions on fuel hedging. And of course finding ways to grow revenue through ancillaries & surcharges, higher ticket prices, monetisation of the frequent flyer/spend program. more WestJet credit cards, etc etc.

A valid strategy could to "be more like Spirit". They could also be more like Virgin Australia (multi-brand), or easyJet (low cost plus) ... or a true peer to full-service Air Canada.

Looking forward to seeing their thesis of how they will generate value to warrant the premium purchase price!
equity funds like Onex buy up an asset and straddle it with debt by assigning the debt used to purchase the company in the first place on its balance sheet and then make the company pay high interest rates and other fees to the equity fund and then sell/dump it once they've milked enough fees/interest out of it

Already out there that onex will put the the debt on WS balance sheet onex used to acquire the company

look no further within Canada than Post Media, Sears etc all bought up by equity funds for over a decade while milking it and saddling it with debt and high interest loans to be paid to the fund
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Old May 16, 2019, 9:57 am
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Originally Posted by gilboman

Already out there that onex will put the the debt on WS balance sheet onex used to acquire the company
Already out there by an Analyst speculating, not by Onex stating it.
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Old May 16, 2019, 9:57 am
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Originally Posted by Antonio8069
As I anticipated, employee shares have become a major issue.........
WS ees do not have a pension plan i.e. they rely on the employee share ownership plan,(ESOP) comprising up to 20 % of comp. Onex has said no jo loss and status quo on the ESOP, but so what? IMO, how do your determine profitability from one part of a private equity plan??
presumably RRSP ESOP would be replaced by a blanket match for your RRSP contributions.

It’s just that it would show up as an expense against free cash flow instead of shareholder dilution.

maybe they’d do an Onex stock match instead?

I figure a lot of people also sold their shares after they vested just to diversify. It can be risky to overinvest in your primary income stream.

profit sharing would just become a totally discretionary mystery, or replaced by something not based on profit.
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Old May 16, 2019, 10:07 am
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I asked those exact questions regarding profit share and the only response was that it wilp continue. No comment on how the transparency aspect will work (ie. will they continue to report financials internally) and no comment on whether or not the profit share will morph into some sort of arbitrary bonus structure.
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Old May 17, 2019, 9:38 am
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Originally Posted by calgaryhhr
I asked those exact questions regarding profit share and the only response was that it wilp continue. No comment on how the transparency aspect will work (ie. will they continue to report financials internally) and no comment on whether or not the profit share will morph into some sort of arbitrary bonus structure.
Onex owns its majority controlled operating companies through individual subsidiary holding corporations. They essentially need to do this so they can report properly on the "fair value" of each of their investments, and for purposes of profit-sharing and certainly for monitoring how the executives of each of those operating companies are doing financially and for their compensation. They don't publicly report on each of those holding corporations individually, although they identify them in a list in their financial reports. They do report publicly on a segment-by-segment basis and as the only "airline" it may be apparent how Westjet is doing if Onex creates a new reporting segment called "airlines" or "aviation".
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Old May 17, 2019, 10:31 am
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Originally Posted by robsaw
They do report publicly on a segment-by-segment basis and as the only "airline" it may be apparent how Westjet is doing if Onex creates a new reporting segment called "airlines" or "aviation".
Onex does own some aircraft leasing firms though. But one big addition to any segment makes it somewhat clear how the new addition is doing.
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Old May 19, 2019, 2:52 pm
  #83  
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Originally Posted by gilboman
equity funds like Onex buy up an asset and straddle it with debt by assigning the debt used to purchase the company in the first place on its balance sheet and then make the company pay high interest rates and other fees to the equity fund and then sell/dump it once they've milked enough fees/interest out of it

Already out there that onex will put the the debt on WS balance sheet onex used to acquire the company

look no further within Canada than Post Media, Sears etc all bought up by equity funds for over a decade while milking it and saddling it with debt and high interest loans to be paid to the fund
ONEX is not your traditional fund like those in the US. It has never stripped assets or let a company go into bankruptcy by "loading on debt". Nor sucked out operating profits to starve a company of the money needed to refurbish snd keep fresh against its completion. Adding the acquisition cost to the balance sheet is part of separating the acquisition from the fund, as is done with each acquisition. More to the point, given foreign ownership laws in Canada, there isn't any other buyer should ONEX want to strip and dump WS. It needs to grow the company through a fixed period of time where the constraints of quarterly reporting does not hamper management, clean up the balance sheet, and prepare the company to go public again.

Already there are pundits who this weekend presented totally opposite views of where ONEX should take WS. The Toronto Star columnist called for aggressive expansion, while the G&M commentator said it should retreat and return to its friendly LCC roots, that overseas expansions would be a costly folly. Even suggesting that WS/ONEX buy PD to strengthen its central/eastern Canada footprint and image.
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Old May 19, 2019, 6:59 pm
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Originally Posted by Shareholder
While the G&M commentator said it should retreat and return to its friendly LCC roots, that overseas expansions would be a costly folly. Even suggesting that WS/ONEX buy PD to strengthen its central/eastern Canada footprint and image.
Going back to LCC isn't an option at this point... unless they want to not grow.
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Old May 20, 2019, 12:58 am
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Originally Posted by YXUFlyboy
Going back to LCC isn't an option at this point... unless they want to not grow.

exactly, and going back to a lcc would be a surest way to go broke, keep getting an increasing share of a shrinking market... down the tubes ... slow but sure.
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Old Jun 25, 2019, 5:23 am
  #86  
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https://globalnews.ca/news/5427414/g...jet-onex-sale/

Federal transport minister approves sale of WestJet to Onex at price reduced by 737 Max issues
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Old Jun 25, 2019, 9:48 am
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Originally Posted by tcook052
https://globalnews.ca/news/5427414/g...jet-onex-sale/

Federal transport minister approves sale of WestJet to Onex at price reduced by 737 Max issues
No surprise on the approval but I'll be waiting for the $4.75/share difference to be part of a lawsuit against Boeing someday.
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Old Jun 26, 2019, 7:43 am
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Originally Posted by robsaw
No surprise on the approval but I'll be waiting for the $4.75/share difference to be part of a lawsuit against Boeing someday.
I wonder what happens to settlement money if Westjet was to sue Boeing and win in a case of lost value? I would assume that any settlement would need to be paid to shareholder as a special dividend although I'm not sure any legal requirement actually exists. Westjet/Onex could just potentially pocket that money and walk away but at that point shareholders should be able to class action for a distribution of those funds.

If Westjet isn't interested in going after Boeing for the lost value I wonder if shareholders can file a class action suit against Boeing to recover their lost value in the deal?
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Old Jun 27, 2019, 11:33 am
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Originally Posted by calgaryhhr
I wonder what happens to settlement money if Westjet was to sue Boeing and win in a case of lost value? I would assume that any settlement would need to be paid to shareholder as a special dividend although I'm not sure any legal requirement actually exists. Westjet/Onex could just potentially pocket that money and walk away but at that point shareholders should be able to class action for a distribution of those funds.
Generally the latter, in the case of common shares. Unless some specific and unusual acquisition agreement is made. As the risk would be passed to Onex, I don’t see why they would give away the reward.

Originally Posted by calgaryhhr
If Westjet isn't interested in going after Boeing for the lost value I wonder if shareholders can file a class action suit against Boeing to recover their lost value in the deal?
The MAX saga needs to run its course - in the mean time they need to keep their operations rolling, confidence high, and “collaberate” with Boeing do get their significant investment back to the skies. Eventually the cases, and dust, will settle - years, and nothing I would bank on.
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Old Jul 23, 2019, 7:15 pm
  #90  
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https://www.cbc.ca/news/canada/calga...tjet-1.5222657
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