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Hammond Power Solutions Inc T.HPS.A

Alternate Symbol(s):  HMDPF

Hammond Power Solutions Inc. is a Canada-based company, which enables electrification through its broad range of dry-type transformers, power quality products and related magnetics. The Company's standard and custom-designed products are essential in electrical distribution networks through an extensive range of end user applications. The Company has manufacturing plants in Canada, the United States, Mexico and India and sells its products around the globe. Its products include power transformers, furnace transformers, converter transformers, regulating transformers, multi-pulse transformers, distribution transformers, pad mounted transformers and unitized substations. Its converter transformers are used in industries such as cement and steel plants, and other related applications. It serves various industries, including renewable energy, commercial infrastructure and industrial markets. It offers a variety of transformer and reactor solutions for the solar and wind energy market.


TSX:HPS.A - Post by User

Comment by mrmoribundon Oct 28, 2020 11:14pm
199 Views
Post# 31801042

RE:RE:RE:Way undervalued right now

RE:RE:RE:Way undervalued right nowRegarding control of the company, you need to look at pages 10-12 of the most recent Management Information Circular. Here are the key passages:

The Corporation has authorized capital of an unlimited number of Class A Subordinate Voting Shares and an unlimited number of Class B Common Shares, each without par value.

As at the date hereof there were issued and outstanding 8,966,624 Class A Subordinate Voting Shares and 2,778,300 Class B Common Shares.

The holders of record of the Class A Subordinate Voting Shares and the Class B Common Shares on March 30, 2020 (the “Record Date”), are entitled to receive notice of and to vote at the Annual Meeting and at any adjournment thereof

. . . . . . . .

Each Class B Common Share carries the right to four votes.

. . . . . . . .

As at the date hereof, Arathorn Investments Inc. beneficially owns 2,778,300 Class B Common Shares of the Corporation, representing 100% of the issued and outstanding Class B Common Shares of the Corporation and 748,110 Class A Subordinate Voting Shares of the Corporation, representing approximately 8.3% of the issued and outstanding Class A Subordinate Voting Shares of the Corporation. All of the issued and outstanding shares of Arathorn Investments Inc. are owned by William G. Hammond, Chief Executive Officer and Chairman of the Corporation.

+++++++++++++++

While this isn't quite as I had thought I remembered the matter, it confirms that Hammond has total voting control. Note that the B shares (with 4 votes each) are not listed. Hammond, through Arathorn Investments, owns them all.

I see now that there are a few sizable institutional holders of HPS: Foyston, Gordon & Payne (17.6% of the A shares, recently lowered to 15.9%) and Fidelity Investments (10%). They know that they have no voting control at all because Hammond controls (via the B shares) a clear majority of the votes.

Absolute family control is not always an entirely bad thing. Probably the best known case in Canada was Magna International, controlled for many years by Frank Stronach (through super-voting B shares). And Magna was a huge success story.

But the family control is a red flag. Bear in mind that one of the signs of a good board is that it can, when necessary, make a management change at the highest level. And, believe me, sometimes it's necessary. But at HPS the board simply has no such authority. Hammond will be at the wheel until he chooses not to be.
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