A major investor in Verso, owner of the paper mill in Jay, has sold more than $21 million worth of shares in the first two weeks of January, just months after expressing frustration with returns on the investment.
Then on the heels of those transactions, Verso Corp. revealed Tuesday that its Strategic Alternatives Committee is looking at the possibility of selling the entire company outright, or merging with another.
The announcement of the shares selloff, included in a filing Tuesday with the U.S. Securities and Exchange Commission, came months after the company formed the committee to look at what it called transaction alternatives, including potentially selling individual mills, to enhance its profitability.
Houlihan Lokey Capital Inc., Verso’s financial adviser, was charged in September with identifying and evaluating a range of transactions to maximize value to Verso stockholders.
In a media release Tuesday, Verso said the committee expanded its transaction possibilities to include “a potential sale or merger of the entire company.”
It cautioned, however, that there were no assurances that a review of the possible options would result in a sale of the company or its mills or a merger with another company.
According to an earlier filing with the SEC, Mudrick Capital Management L.P., a major Verso shareholder, made four transactions from Jan. 3 to Jan. 12. At the time of the sales, the share price had risen to nearly $17, up from a low of just over $3 after Verso emerged from bankruptcy in 2016.
The most recent action saw Mudrick sell 50,000 shares at an average price of $16.43, for a total value of $821,500. On Jan. 10, it sold 125,000 shares at an average price of $16.91, totaling $2.1 million.
On Jan. 5, Mudrick sold 798,849 shares at an average of $16.74, totaling $13.4 million. And on Jan. 3, it sold 312,746 shares at an average of $16.63, total value $5.2 million.
Mudrick had previously owned 15.3 percent of Verso’s stock, or 5,218,411 shares.
According to an SEC filing in 2017 jointly made by eight separate entities managed by Mudrick, the investors were frustrated with the returns on their investment. They demanded that the company seek ways to maximize the return to shareholders, including the potential sale of the Androscoggin mill in Jay.
“The Reporting Persons are deeply frustrated with the Board’s inaction to address the Issuer’s rapidly deteriorating financial position,” the filing reads. “The Reporting Persons have expressed these frustrations to the Board and intend to continue its dialogue with the Board to help enact a strategic plan that will return value to stockholders, including a potential sale of the Stevens Point and Androscoggin mills.
“If the Board does not engage with the Reporting Persons in good faith, the Reporting Persons intend to pursue all other avenues to protect its investment.”
Days later, Verso announced it was forming a committee to continue efforts “to identify and evaluate a range of potential strategic transaction alternatives, including the possible sale of some Verso mills.”
But in a conference call last summer, CEO Chris DiSantis said, “Androscoggin mill is being evaluated for additional capital investment for expanded product line offerings and to enhance cogeneration capabilities.”
In that call, Verso managers said they had hired a consultant to examine each of the company’s seven mills and the company as a whole to determine how to wring the best value out of them for shareholders.
That consultant, global investment bank Houlihan Lokey, is the top mergers and acquisitions adviser in the country, according to Thomson Reuters. The Androscoggin mill was singled out as an example of how converting to a new product line and reducing excess capacity can position a company to increase revenue.
The mill’s No. 5 machine was operating at 78 percent capacity and growing, according to the second-quarter report. Once it achieved full capacity, it was expected to produce $10 million in revenue.
About 400 people now work at the Androscoggin mill. When Verso emerged from bankruptcy in summer 2016, it employed about 560.
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