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Borders Earnings…..

Borders (BGP) reports earnings tomorrow and while one would not expect stellar results, there some things that could give us real clarity into the future.

Borders expects operating profit, excluding one-time items, to be $1.45 per share or less in the fourth quarter. Analysts predict profit of $1.42 per share on revenue of $1.34 billion.

The key to Borders is Bill Ackman. He has upped his stake to 24.4% and has had discussions with management. Recently he was able to get a Pershing partner, Richard Mcquire appointed to Borders board of directors.

Based on Ackman’s success at McDonalds (MCD) and the fact he initially bought in at $24 and doubled down at $12, one has to think there is considerable upside from here.

Let’s assume the quarterly numbers meet expectations. What we are looking for is clarity. We want to know results at the newest location. Now that Ackman has a voice on the board, are there any announcements coming. Debt reduction? share repurchases (not likely). When the sale of the Australian is completed, what is the use of those funds going to be? Recent negotiations on the sale of it were terminated but it is a matter of time before a buyer is found.

The website. What expectations are there. What did they receive from the Amazon (AMZN) partnership and by how much do they expect to exceed that with their own site.

When is the new concept coming close to me? One was announced in Massachusetts but I am not willing to travel an hour for a bookstore. A central Massachusetts location is needed. Alright, this last one will have no effect whatsoever on the stock but I would like it.

Disclosure (“none” means no position):None

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Borders "Facing" Higher Sales

It is amazing in retail how the smallest little thing can make such a huge difference.

Borders CEO George Jones gave an interview March 5th and spoke about his companies new concept.

Despite the fact the store has 20% fewer books in its inventory, sales at the location are up double digits. The reason? Rather than having books aligned on the shelves with the spine facing out, Borders is stocking the shelves of the new concept store with the face of the book facing out. A minor change making a huge difference.

Now, the inventory issue is not an alarming one. The majority of the title affected byu the cutback are currently selling less than one book per month at each location. Customers will still be able to get these titles from in-store kiosks that will deliver the book to the store for either pick-up or delivery. This is much like Wal-Mart’s current “site to store” program that has been so successful.

Borders reports the 19th and the commentary on the new concept will be much listened to..

Read the full article here:

Disclosure (“none” means no position):None

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Borders New Store "Exceeding Expectations"

Borders (BGP) is “thrilled” with the response to its new concept store in Michigan.

“It’s running substantially ahead of our (sales) plans,” CEO George Jones said shortly after the 10 a.m. ribbon-cutting ceremony, which marked the grand opening of the nearly 29,000-square-foot store on Lohr Road, Ann Arbor.

“We are absolutely thrilled with the reaction we’re getting from customers, and that’s what it’s all about,” he said.

Pershing Square’s Bill Ackman recently upped his stake to over 25%, making Borders worth a very close look.

Disclosure (“none” means no position):None

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Borders New Concept, "Excellent"

Well the first email reviews have come in and in a word, Borders (BGP) new concept store is “excellent”.

A big hit is the “digital center”. At it customers have access to multiple computer stations to download to their MP3 players and explore the digital world. Wisely, the “center” has trained personnel to help customers who are not “techies” learn how to use computer programs such as Shutterfly, the online photo processing service.

If you already know how to use the online services and programs you are welcome to work on their personal projects at the store, said Kevin Ertell, vice president of e-business for Borders. You may buy devices such as digital cameras, iPod speaker docks, the Reader Digital Book and MP3 players at the center. Also available are starter kits for Internet services like Ancestry.com and the aforementioned Shutterfly.

In the travel section, an interactive kiosk allows shoppers to research, plan and even book a trip, while the cooking section has a kiosk to print recipes from cookbooks.

Based on initial results, Borders is transforming its stores from a place to go buy a book, to a place to interact with knowledge and the digital world. That is a powerful combination as at the same time it:

1- Does not alienated the core older book buyers
2- Entices younger people to enter the stores
3- Digitizes a previously “paper” operation

All these will expand Borders customer base by offering wider and more current services to a hugely broader demographic of potential shoppers.

Pershing’s Bill Ackman now owns 26% of the outstanding shares of the company and has more than doubled his exposure to the company in the past 6 months. Hard to make money betting against him….

Disclosure (“none” means no position): None

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Borders New Concept Store Open

Today Borders (BGP) opens it first new “concept” store in Waters Place shopping plaza on Lohr Road in Pittsfield Township, Michigan.

What exactly the concept will look like is still a mystery.

“You can expect to see a completely different store compared to existing Borders stores,” said company spokeswoman Anne Roman recently. “Embracing technology – as George (CEO George Jones)talked about in his early days – is clearly evident throughout as we have new digital options as promised.”

Borders’ plans to launch it’s own e-commerce Web site, which is expected to go live by April and the company is terminating its current affiliation with Amazon.com. Borders site is expected to play a crucial role in connecting Borders’ bricks-and-mortar stores to its online presence. As for the “how’s” of the plan, that has not been disclosed yet either. For those interested, Borders has been testing the site and taking customer feedback at beta.bordersstores.com.

After a quick glance at the site, it looks like a cross between Apple’s (AAPL) iTunes site and Amazon’s own. That is not a bad thing. It has a unique navigation feature for scrolling that is very user friendly and personalized list based on user interests.

If any readers go to the new store today, please email or post comments on the experience.

Disclosure (“none” means no position):None but getting close

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Ackman on Bond Insurers

A profile on CNBC on Ackman and his trades in MBIA (MBI) and Ambac (ABK)

Also discussed in his positions in Borders (BGP), Target (TGT), Sears (SHLD) and Wendy’s (WEN).

Disclosure (“none” means no position):Long SHLD

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Icahn Suggests Merger

Carl Icahn has suggested through his accumulation of 9.45% of The Greenbrier Companies (GBX) a merger of the company and his 57% controlled American Railcar Industries (ARII)

From this mornings SEC filing:
“From January 8, 2008 to January 25, 2008, Longtrain purchased an aggregate of 1,530,000 Shares in the open market for $27,857,348. The source of funding for the purchase of these shares was the general working capital of ARI and Longtrain.”

American Railcar is the sole shareholder of “Longtrain” and Icahn hold 57% of ARII shares.

“The Reporting Persons acquired their positions in their Shares in the belief that they are undervalued. On February 1, 2008, Representatives of the Reporting Persons notified the Chief Executive Officer of the Issuer that the Reporting Persons acquired the Shares and that the Reporting Persons are interested in having discussions with the Issuer about a possible business combination of the Issuer and ARI (American Railcar). The Reporting Persons made no offer to the Issuer nor did they suggest that an offer would be forthcoming or, if forthcoming, when that would take place, what the structure of the offer would be, or what would be the value thereof. “

Like Pershing’s Bill Ackman’s strategy in Borders (BGP) and Leucadia’s (LUK) in American Credit (ACF), Icahn is using Total Return Swaps to enhance his interest.

From the filing:
“The Reporting Persons have entered into a number of derivative agreements, commonly known as Total Return Swaps, with counterparties, which agreementsprovide that the profit to the Reporting Persons shall be based upon the increase in value of the Shares and the loss to the Reporting Persons shall be based upon the decrease in the value of the Shares, during the period from inception of the applicable agreement to its termination. The agreements provide that they settle in cash. In addition to the Shares which they beneficially own as shown in Item 5 above, the Reporting Persons currently have long economic exposure to an aggregate of 400,000 Shares through such agreements.”

Disclosure (“none” means no position):None

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The Case for Borders

Whitney Tilson was kind enough to send this to me regarding Borders (BGP)

Borders Group (BGP), Kian Ghazi, Hawkshaw, 9/07

Here’s a pitch on Borders…we’ve taken advantage of a significant pull back to ramp the position to one of the larger investments in our fund. We’ve been involved with Borders (BGP) for over a year now. Currently trading at ~$15.50, we believe BGP is worth at least $30/share with scenarios that could make it worth $35-45/share over time. Importantly, our view is in no way predicated on a merger or sale of BGP.

BGP has three divisions: Super Stores, Walden Books and an International Division (primarily UK and Australia). In March 2007, BGP management proposed a turnaround plan for the business that called for the divestiture of the International business, the closing of 250 of 564 Walden locations, and a renewed focus on every operational aspect of the Super Store business. BGP is in the midst of a multi-year capital spending program that has depressed historically strong free cash flows. However, we believe that the capital spending in the areas of inventory systems, store remodels to reduce sq. ft. to music (a major drag on comps the last few years), and development of an online channel represent the proper strategy to allow the Super Stores to generate a 9% EBITDA margin by 2009. This 9% margin is below past peak margins of 9.5-10% achieved as recently as 2004-2005. To generate this margin, one has to believe that the Super Stores can achieve a 2% comp and generate a 28.5% gross margin (vs 29.5% GMs in 2004-2005) as they reduce exposure to music and refine the loyalty program, which was launched in 2006.

BGP also has a significant working capital opportunity in the form of increasing inventory turns. BGP currently turns inventories at 1.6-1.7x vs. competitor Barnes and Noble at >2.5x. This gap represents a ~$500mm opportunity (vs the current EV of $1.3bn using average debt and cash). Importantly generating at least $200mm of this improvement is firmly with management’s control as they redefine current store level inventory management decisions and invest in new IT systems to go along with the recently added new distribution center.

Assuming that BGP can:

1. Get to 9% EBITDA margins in 2009 in its super store segment,
2. Generate $200mm of working capital from improved inventory turns.
3. Sell its International Business for $100mm [~0.2x estimated 2006 revs of assets for sale], and
4. Reduce current capex spending to ~$100mm starting in 2008,

Then:
Applying a 7.5x EBIT multiple to 2009 EBITDA-Maintenance Capex of $250mm (we use $75mm of maintenance capex to be conservative vs. management guidance of ~$50mm) suggests a value of $30 share. We use EBITDA less maintenance capex because depreciation is overstated.

The ~$40/share scenario comes from the possibility that BGP may be able to close the sales productivity gap between it and BKS. The $30 scenario assumes no improvement in relative productivity. However we believe that if BGP management can address the current problems in the business, it will then have a credible operating platform to attempt to address this productivity gap, which we believe is largely driven by BKS’ seasoned loyalty program, superior Starbucks productivity, and higher margin merchandise mix. In addition, a more rationale pricing posture between Borders and Barnes and Noble could dramatically improve the ROIs of both companies.
************************************************************************************

Now, with Ackman pushing his ownership to 18% and his economic stake to 26%, I think it is time to get on board here. These number make sense and are doable. With Pershing on the Board now, one can only assume management will begin to take step to accomplish these metrics.

Disclosure (“none” means no position):None

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Borders New Board Member: The Details

Here are the details of Richard Mcguire’s addition to the Board of Directors of Borders (BGP)

From the SEC filing:
“On January 17, 2008, the Issuer and Richard T. Mcguire, III, a partner of
Pershing Square, entered into the January 17, 2008 Letter Agreement, in
connection with the appointment of Mr. Mcguire to the Board. The January 17,
2008 Letter Agreement
provides that it is intended solely for the benefit of the
Issuer and contains a series of undertakings by Mr. Mcguire, Pershing Square,
and the investment funds that Pershing Square advises, including the Pershing
Square Funds, which will be effective while Mr. Mcguire is a director of the
Issuer.

The January 17, 2008 Letter Agreement contains undertakings, including,
among other things, that relate to certain confidentiality and regulatory
issues. The January 17, 2008 Letter Agreement also provides that while Mr.
Mcguire serves on the Board, and for two weeks after notice of his resignation,
Pershing Square and any of the investment funds Pershing Square advises will not
cross the 20% beneficial ownership threshold with respect to the Common Stock,
unless two weeks’ prior notice is given to the Issuer of Pershing Square’s
intent to do so, and if Pershing Square and the investment funds Pershing Square
advises dispose of their interests in the Common Stock such that they cease to
own at least five percent of the Common Stock, Mr. Mcguire will offer his
resignation to the Board.

This summary of the January 17, 2008 Letter Agreement
is qualified in its entirety by reference to the January 17, 2008 Letter
Agreement, a copy of which is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.”

As of January 17, 2008, Pershing had direct ownewrship of 10,597,880 shares of Common Stock (approximately 18.0% of the outstanding shares) and total economic exposure on 15,403,343 shares (approximately 26.2% of the outstanding shares).

Disclosure (“none” means no position): None

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Top Stories of the Week at Value Investing News

A long weekend so a nice long list. Some really interesting article this week…

Visit Value Investing News here.

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Ackman In 3 More Swap Transactions in Borders

Pershing’s Bill Ackman just can’t get his hands on Borders (BGP) share fast enough.

In an after hours SEC filing Friday, Ackman acquired rights to another 1.064,163 share of Borders. This now gives him an economic interest in approximately 26% of outstanding shares.

Transaction details:
1. The reporting person, for the account of Pershing Square, L.P. (“PSI”), Pershing Square II, L.P. (PSII), and Pershing Square International, Ltd. (“PSIL”), entered into cash-settled total return swaps with a broker-dealer counterparty for a commission equal to $0.03 per notional share subject to such swaps. The first swap (the “First Swap”) was entered into on January 17, 2008 and expires on August 5, 2009. Under the terms of the swap (i) PSI is obligated to pay to the counterparty any negative price performance under $9.99 for each of the 438,723 notional BGP common shares subject to the swap (the “First Swap Reference Shares”), plus interest, and (ii) the counterparty is obligated to pay to PSI any positive price performance over $9.99 for each of the First Swap Reference Shares, plus any dividends paid during the life of the swap.
2. The second swap (the “Second Swap”) was entered into on January 17, 2008 and expires on August 5, 2009. Under the terms of the swap (i) PSIL is obligated to pay to the counterparty any negative price performance under $9.99 for each of the 619,419 notional BGP common shares subject to the swap (the “Second Swap Reference Shares”), plus interest, and (ii) the counterparty is obligated to pay to PSIL any positive price performance over $9.99 for each of the Second Swap Reference Shares, plus any dividends paid during the life of the swap.
3. The third swap (the “Third Swap”) was entered into on January 17, 2008 and expires on August 5, 2009. Under the terms of the swap (i) PSII is obligated to pay to the counterparty any negative price performance under $9.99 for each of the 6,021 notional BGP common shares subject to the swap (the “Third Swap Reference Shares”), plus interest, and (ii) the counterparty is obligated to pay to PSII any positive price performance over $9.99 for each of the Third Swap Reference Shares, plus any dividends paid during the life of the swap.

Disclosure (“none” means no position):None

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Pershing Gets A Seat at Borders Table

Richard McGuire, is one of five people responsible for managing about $6 billion for Pershing, is now on the Board of Directors at Borders (BGP).

If you remember, Pershing recently upped its stake to 24% and has a history or pushing for change in its investments.

In a statement they parties said:
“Mick brings substantial expertise, financial sophistication and fresh insights to the Borders Group Board,” said Chief Executive Officer George Jones. “We are pleased to welcome him and look forward to benefiting from his involvement. His addition, and our recent election of Mike Archbold, strengthen the Borders Group Board, reflecting our continued determination to pursue the best interests of our stockholders.”

“I am optimistic about the future of Borders and look forward to working with the Board and the management team as the company executes its strategic turnaround plan,” McGuire said. “The company has many near and long-term opportunities. The plan is a sound strategic roadmap and I’m pleased to be part of a process designed to deliver value for all shareholders over the long-term.”

I still cannot see the big interest Ackman has in Borders but I just cannot wait to see how this thing shakes out.. I am sure he has big plans.

Disclosure (“none” means no position): None

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Ackman: Why the Swaps in Borders?

I got an email from a reader that made a great point about Ackman’s Borders (BGP) transactions that says a bit more about the current lending environment.

Here is the body of the email:

“It is very possible that since banks have cut their traditional margin lending lines to hedge funds and this is a way to get around the issue.

The only benefit of a total return swap is that it employs leverage, the same sort of leverage banks were providing hedge funds before the credit freeze.

My best guess would be that Ackman has found a way to borrow money through the banks swap lines which allows him access to capital he was unable to tap through his regular margining of assets……”

Dave (last name omitted for privacy)

Now, I have no idea what a guy like Ackman pays for a margin line, but I am sure his borrowing cost has gone up like everyone else’s. For the swaps, he is paying $.03 cents per share commission and interest only on any “negative” performance in the shares. For this he is giving up taking profits (if there are any) and dividends until 2009 when the swaps are settled.

Ackman now is able to build his position (although the swaps represent non-voting shares since he does not actually “own” them) without the cash outlay that would be required normally OR a high interest margin payment.

It also says that while he now has a 24% “economic interest” in the company he may begin to push hard for an agenda.

This really is a neat thing…. Agree or disagree with the guy, he is a bright one..

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Ackman Now Has 24% Stake in Borders

As a results of yesterday’s SEC filing, Ackman’s Pershing Square reported
beneficial ownership on an aggregate basis of 10,597,880 (18.0%) shares of
Common Stock and total economic exposure on 14,339,180 (approximately 24.4%)
shares of Borders (BGP)

Disclosure:

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Ackman Enters 7 More Total Return Swaps in Borders

Pershing’s Bill Ackman entered into total return swaps in Borders (BGP) shares. The seven transactions were done between Jan. 10 and 14th. and the total numbers of shares represented is 1,542,900.

The details:

1. The reporting person, for the account of Pershing Square, L.P. (“PSI”), Pershing Square II, L.P. (PSII), and Pershing Square International, Ltd. (“PSIL”), entered into cash-settled total return swaps with a broker-dealer counterparty for a commission equal to $0.03 per notional share subject to such swaps. The first swap (the “First Swap”) was entered into on January 10, 2008 and expires on August 5, 2009. Under the terms of the swap (i) PSI is obligated to pay to the counterparty any negative price performance under $9.93 for each of the 256,600 notional BGP common shares subject to the swap (the “First Swap Reference Shares”), plus interest, and (ii) the counterparty is obligated to pay to PSI any positive price performance over $9.93 for each of the First Swap Reference Shares, plus any dividends paid during the life of the swap.
2. The second swap (the “Second Swap”) was entered into on January 10, 2008 and expires on August 5, 2009. Under the terms of the swap (i) PSIL is obligated to pay to the counterparty any negative price performance under $9.93 for each of the 343,400 notional BGP common shares subject to the swap (the “Second Swap Reference Shares”), plus interest, and (ii) the counterparty is obligated to pay to PSIL any positive price performance over $9.93 for each of the Second Swap Reference Shares, plus any dividends paid during the life of the swap.
3. The third swap (the “Third Swap”) was entered into on January 11, 2008 and expires on August 5, 2009. Under the terms of the swap (i) PSI is obligated to pay to the counterparty any negative price performance under $9.29 for each of the 268,474 notional BGP common shares subject to the swap (the “Third Swap Reference Shares”), plus interest, and (ii) the counterparty is obligated to pay to PSI any positive price performance over $9.29 for each of the Third Swap Reference Shares, plus any dividends paid during the life of the swap.
4. The fourth swap (the “Fourth Swap”) was entered into on January 11, 2008 and expires on August 5, 2009. Under the terms of the swap (i) PSIL is obligated to pay to the counterparty any negative price performance under $9.29 for each of the 366,526 notional BGP common shares subject to the swap (the “Fourth Swap Reference Shares”), plus interest, and (ii) the counterparty is obligated to pay to PSIL any positive price performance over $9.29 for each of the Fourth Swap Reference Shares, plus any dividends paid during the life of the swap.
5. The fifth swap (the “Fifth Swap”) was entered into on January 14, 2008 and expires on August 5, 2009. Under the terms of the swap (i) PSI is obligated to pay to the counterparty any negative price performance under $9.36 for each of the 126,461 notional BGP common shares subject to the swap (the “Fifth Swap Reference Shares”), plus interest, and (ii) the counterparty is obligated to pay to PSI any positive price performance over $9.36 for each of the Fifth Swap Reference Shares, plus any dividends paid during the life of the swap.
6. The sixth swap (the “Sixth Swap”) was entered into on January 14, 2008 and expires on August 5, 2009. Under the terms of the swap (i) PSIL is obligated to pay to the counterparty any negative price performance under $9.36 for each of the 178,703 notional BGP common shares subject to the swap (the “Sixth Swap Reference Shares”), plus interest, and (ii) the counterparty is obligated to pay to PSIL any positive price performance over $9.36 for each of the Sixth Swap Reference Shares, plus any dividends paid during the life of the swap.
7. The seventh swap (the “Seventh Swap”) was entered into on January 14, 2008 and expires on August 5, 2009. Under the terms of the swap (i) PSII is obligated to pay to the counterparty any negative price performance under $9.36 for each of the 1,736 notional BGP common shares subject to the swap (the “Seventh Swap Reference Shares”), plus interest, and (ii) the counterparty is obligated to pay to PSII any positive price performance over $9.36 for each of the Seventh Swap Reference Shares, plus any dividends paid during the life of the swap.

Disclosure: Confused as to what he sees…..

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