Gettler was noted for working the gray areas of the law, suing and often being sued, as evidenced by a contentious battle with Lloyd Miller III. Another misadventure involved a joint venture with the bowling equipment company AMF/Brunswick that resulted in lawsuits. Despite all this, there were a number of
successes. The company ended up with a pile of money and Ben invested the money in stocks. The one remaining foam and rubber manufacturing plant was in Clarksville, TN. A rational operator would have shut that last plant down long ago but Ben saw a diamond loophole in the rough. The plant allowed the company to be an investment fund while masquerading as a manufacturing company.
The Gettler family controls a majority of the shares but the exact amount is not known. In 2005, the company deregistered from the SEC and the family owned 49.6% of the shares. Since then, the number of shares has been reduced from 983K to the current 910K.
The company went further in not providing any financial information to shareholders. The only way to obtain the financials is to send a Section 220 Demand letter, preferably by a form of registered delivery as regular mail seems to go to a black hole. Even that is not a guaranty, which may require an attorney drafting and submitting the letter. Once you get past that, you have to sign a non-disclosure agreement (NDA).
Ben Gettler was married three times and has four children. He had a daughter Jorian with his first wife. He had a son Tom and daughter Gail with his second wife. He had a son Benjamin (not a junior so I will refer to him as Young Ben) with his third wife Deliaan, who has a son John Gabriel from her first marriage. When Ben, who was CEO and Chairman of the Board, died in 2013, a large portion of the shares were put in trust. No one replaced the positions as the family is very dysfunctional. Tom, Young Ben, John Gabriel, and Deliaan are on the board of directors. Tom is the corporate counsel for the company and also oversees the family trusts, which gives him Machiavellian control. John Gabriel is the president of the company and runs the day-to-day operations. He also is the one who periodically releases information about the company. Deliaan was younger than Ben and is now about 79 years old. Young Ben lives in Florida and was/is involved in real estate and building homes. It appears that he had a small joint venture with Vulcan.
The obvious reason for company keeping the company financials under lock and key is to avoid the onus of being an investment company. This became more challenging in recent years because the investment portfolio crossed the magical $100 million reporting threshold that requires filing a form 13F-HR with the SEC, even for dark companies. It seems the company hit two homeruns in buying USB and PNC.
Financials: Since I signed an NDA, I can't provide details on the financials that I have from 2016 to 2018 but I can provide a road map to a valuation. You can also do some internet searching on an odd ball stock like this and find some details that have leaked out over the years. On 10/2/2018, Vulcan announced that it would shut down operations at the Clarksville plant and begin the liquidation process (which has to be completed within 3 years). Shortly thereafter, the stock traded to $140. For illiquid buyouts, my opinion is that a 5% discount is not uncommon. I am going to assume that most of the buyers at that time were investors who had access to the financials. Let's say book value at the end of 2018 was $140/0.95 or $147.37/share. Let's also assume that a rational liquidation would begin with the most liquid assets and work through the less liquid. Let's assume most of the stocks were sold right after the announcement and that the proceeds were invested in something liquid and safe, such as Treasuries. That is what a reasonable fiduciary would do. The remaining value consists mainly of four properties, three of which were bought many years ago. The hidden value is the gain on sale (GOS), minus the friction from expenses and taxes, that gets added to book value. The main properties are: