"You seem comfortable with
* AASB 16 Free Kick - of 15-20% EBIDTA increase given operating leases moving below the line (into amortisation and interest expense)"
I am comfortable with it because I acquired shares in the business being fully aware of it, so I factored the potential dilution into my assessments of various scenarios of per share valuation.
Also, this is only an issue for the Class A and Class B Performance Shares (i.e, relating the Keytone NZ); the EBITDA milestones set for the Omniblend and Super Cube acquisitions (so related to the D, F and H Class Performance Shares) are not impacted by the adoption of AASB16 given those acquisitions occurred in the same year that AASB16 was adopted, so we are comparing “apples with apples” in those cases.
"* Incentivising Management to CR - to buy EBITDA and revenue (if targets are going to be missed) to hit the performance hurdles that are not SP related. How does this benefit existing shareholders?"
Again, this is only an issue for Keytone NZ, because the EBITDA milestones for Omniblend and Super Cube acquisitions are specific to those respective entities.
"Lastly, despite the lack of research (or maybe understanding) on the part of some posters, their sentiment of SHs issuing a 1/3rd call on the future fortunes of KTD is a bit rich. Hedge funds only take 2 and 20. They have a point."
If people have an issue with it, why did they willingly become shareholders in the first place, or remain shareholders in the company when those Performance Share arrangements were put in place?
And as for a 1/3rd call being made on the financial fortunes made on the company, for that to occur, the financial fortunes would be little short of sensational, meaning that the other 2/3rds of the business would at that point be worth several multiples of what the whole business is worth today.
In my view, the investment risk is not that the remaining 103m Performance Shares vest, but that they in fact don't vest.
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