Once again, as Wall Street waited for happy hour, we Fools waded into 8-K filings that, if the timing is to be believed, executives would prefer you didn't read.
Kicking off today's list is this filing from Ethan Allen (NYSE: ETH), which reported that its vice president of finance and treasurer, Jeffrey Holt, has resigned.
Tough break. At least the company isn't dealing with a delisting, as semiconductor maker EMCORE (Nasdaq: EMKR) is, or a $6 million income-statement error, like movie maven IMAX (Nasdaq: IMAX) is.
So that's why my Hawaiian vacation was so cheap
Yet neither of these firms could be in as much trouble as regional carrier Mesa Air Group (Nasdaq: MESA).
Hawaiian Airlines parent Hawaiian Holdings (AMEX: HA) has accused Mesa of misusing confidential information made available during Hawaiian's bankruptcy proceedings in 2004. That data, Hawaiian says in this filing, persuaded Mesa executives to establish an inter-island service, costing Hawaiian $40 million to $50 million in revenue over the past 12 months alone.
The dispute went to trial on Sept. 28 and concluded last Thursday. A judge still has to rule on what, if any, damages Mesa could be required to pay. Be on the lookout for new 8-Ks from both of these firms.
Get ready for the broken record
File this next 8-K under our regular series "How to leave your job and get a raise."
This time, our subject is Lisa Holton, Scholastic's (Nasdaq: SCHL) executive in charge of trade and book fairs. She resigned on Friday but will be paid $51,500 a month through Dec. 28 as an, um, "executive consultant." Let's do the math to see what that paycheck would add up to annually ... (key-punching sounds) ... Did you get $618,000? I knew you would.
Now let's check the proxy statement. Turn to page 20. See the summary compensation table? Look at the last line. That's right -- Holton's 2007 salary was $611,769. Has anyone else you know gotten paid $6,231 to file a few minutes' worth of paperwork? Me, neither.
Is that really the best deal?
My favorite filing this week comes from brokerage Ladenburg Thalmann (AMEX: LTS), which has seen millions in insider buying since the beginning of the year. I've been pretty bullish on the stock as a result.
But this 8-K is a head-scratcher. Quoting:
On October 2, 2007, Ladenburg Thalmann ... entered into a $72,000,000 temporary Subordinated Loan Agreement ... with Frost Gamma Investments Trust, an affiliate of Dr. Phillip Frost, the Chairman of the Board of Directors of the Company and the Company's principal shareholder. The Loan Agreement bears interest at the London Inter-Bank Offer Rate (LIBOR) plus 2%, payable monthly, and provides for a commitment fee of $420,000. [Emphasis added.]
Talk about odd. Surely, Ladenburg Thalmann has other sources of funding available. Why pad the pockets of Dr. Frost? It just feels creepy, like one of those before-the-bloodshed moments in a horror flick.
If the answer is that Frost Gamma Investments offered the best terms, at the best rate, then color me worried. Assuming they're using a one-month rate, LIBOR plus 2% is a bit above 7% at the moment. That's perfectly reasonable, but hardly cheap.
What's more, the loan, to "meet certain capital requirements in connection with underwriting transactions," must be repaid by Nov. 14. Hence the commitment fee.
Perhaps I'm missing something but I don't see how this helps anyone other than Dr. Frost. Care to comment, sir?
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