Alere is a point-of-care diagnostic company focused on chronic diseases that was just the battleground for a proxy fight and now I believe if very well set up from a risk/reward perspective. It has been written up before, so I won’t waste too much time laying out the business. Suffice to say it has 3 main franchises – Cardio, Infectious disease, and toxicology and a couple of smaller ones in diabetes and women’s health. It is has been built by and is still currently run by a visionary CEO – Ron Zwanziger, who owns roughly $125 million of stock personally and has a substantial option position which he and the Board continue to price at $50 even when the stock had dipped down to $18. He has build two prior diagnostic companies – both of which have been sold. His vision for ALR is to build a world class diagnostic company that will focus on allowing better and more efficient outcomes by diagnosing and monitoring patients in a less costly environments like at home and in the doctor’s office. Interesting to note that this morning Medtronic announced a deal that seems to emulate what Ron has been driving towards.
Just a little bit of background - it is also important to understand that as smart as most investors believe that Ron is and as interesting a company as ALR might be, the last several years have been marked by terrible communication, arrogance and a total lack of execution. The company has been built by a series of acquisitions and significant R&D focused on the long term. Ron seemed fine running ALR like a private company with no focus on near term results or shareholder concerns and had a Board that seemed ok with that as long as they continued to believe that ultimately there was a big story that was going to unfold.
Finally with the stock at $18 (down from $60) which threatened to derail his long term vision (not to mention his continued position at the company) Ron seemingly had a “come to Jesus moment.” On the Year End conference call Ron found religion and announced the ALR was exiting the build out phase and was entering the harvest phase. While at the time, the full definition of what that meant was still blurry, it did at a minimum include and end to serial acquisitions, a promise to pay down debt, and focus on ROIC, the recent hiring of a well thought of COO from JNJ, and a focus on margins and organic growth. At roughly the same time an activist investor emerged (Coppersmith) who engaged in a proxy fight with management. Coppersmith laid out a plan of selling some non-core assets and refocusing the company on a smaller core diagnostic footprint which would deliver near term values in their estimation of roughly $50+ a share with potential for significantly more. Here is there presentation:
Coppersmith - Alere Investor Presentation July 22, 2013
With a combination of fed up shareholders and a thoughtful presentation, ISS sided with the activist slate.
In response to the pressure, management engaged in a campaign of promises to shareholders and various concessions in an effort that squeezed out a narrow vote in favor of management’s slate at the last second. As part of this process management has now promised organic growth targets, SG&A targets, R&D targets, and leverage targets that if laid out should get you to the area of $5.00 of eps in 2016. You can see this by reading the last quarterly call. This does not seem crazy – given how much room there should be for improved results for a number of reasons. In fact given how many times they have missed targets and the microscope they are currently under – it seems like these targets might be conservative and that a combination of margin upside together with new products could lead you higher. In addition to the financial targets, management now has five new independent directors who are focused on accountability and results, a Board the majority of which comes up for election next year, lower corporate defenses, and a large shareholder on the Board as a shareholder representative. In short, it does not look like management “won” but rather got a last second stay of execution. It is also worth noting that in the last q reported investors could begin to see the earnings power as some of the renewed focus not to mention pressure brought to bear lead to a significant beat. Also, looking at the Board members who are coming on - they do not seem to be doing it for the money and they were clearly stepping into a mess, but seemingly found the space/assets attractive enough to get involved which i think is a nice vote of confidence in the company if not the managment.
So in short – ALR seems well set up as a stock with very good risk reward. Management now has defined financial targets, an independent Board committed to driving results and accountability, a shareholder base that is clearly at the end of its rope and probably just handed out is last pardon and a number of tailwinds going for them. The recent Medtronic’s deal lends some credence to Ron’s vision and makes him seem early rather than a lone nut. Should management prove successful and deliver – with $5.00 of eps more or less in 2016 which would mean upper single digit and accelerating organic growth and one would think the stock would not trade for less than 20x…with a pipeline of molecular tests and the successful demonstration of the business model – it could be more. Now, it is a very fair point to ask how one has confidence that this management team can deliver…not sure you can. This is why the recent involvement of Coppersmith together with how this process played out I think gives shareholders the best of both worlds. If management can deliver, a $100 stock seems achievable in a reasonable timeframe. If not, there is now a clear “plan B” that shareholders have (and almost voted for anyway) with the existing Board and management fresh out of legs to stand on. Sort of heads you make a lot of money or tails you make a decent amount of money – but either way the risk/reward from $32 seems attractive.
I do not hold a position of employment, directorship, or consultancy with the issuer.
I and/or others I advise hold a material investment in the issuer's securities.
Either managment delivers and orgainc growth and margins recover or we do this dance again - although next time the result will almost certainly be different. It also seems reasonable that with the outlines of their plan now public and the COO becoming seasoned and now in a posion to "own" the targets, managment should now start lifting the veil...perhaps an investor day? if not, at least continued disclosure pressured by a Board that needs to prove itself.