1 00:00:00,080 --> 00:00:02,960 Speaker 1: We're watching shares of Macy's after the retail rejected a 2 00:00:03,040 --> 00:00:05,760 Speaker 1: five point eight billion dollar takeover bid from our House 3 00:00:05,800 --> 00:00:09,280 Speaker 1: Capital Management and Brigade Capital Management. The offer represents about 4 00:00:09,280 --> 00:00:13,160 Speaker 1: a nineteen percent premium to Macy's closing price on Friday. 5 00:00:13,520 --> 00:00:17,840 Speaker 1: Macy CEO Jeff Jennette says the proposal is not actionable 6 00:00:17,880 --> 00:00:21,680 Speaker 1: and fails to provide compelling value to Macy's shareholders. We're 7 00:00:21,720 --> 00:00:24,440 Speaker 1: going to discuss this with one of those activist investors, 8 00:00:24,520 --> 00:00:28,120 Speaker 1: Ark House managing partner, Gavriel Kohane. And when you looked 9 00:00:28,160 --> 00:00:31,240 Speaker 1: at Macy's response over the weekend, the question I have 10 00:00:31,320 --> 00:00:33,240 Speaker 1: for you is how do you now plan to respond? 11 00:00:33,280 --> 00:00:36,880 Speaker 2: Once again, Yeah, that's a good question. I think that's 12 00:00:36,920 --> 00:00:39,160 Speaker 2: largely going to be dictated by the company's moves over 13 00:00:39,200 --> 00:00:42,840 Speaker 2: the coming days and weeks. Our sincere hope is that 14 00:00:42,880 --> 00:00:46,120 Speaker 2: they send us an NDA so that we can know 15 00:00:46,200 --> 00:00:48,720 Speaker 2: a confidentiality agreement so that we can share more information 16 00:00:48,760 --> 00:00:51,479 Speaker 2: on our financing with them, which we've requested, you know, 17 00:00:51,520 --> 00:00:57,320 Speaker 2: on multiple occasions, and also get access to additional information 18 00:00:57,400 --> 00:00:59,560 Speaker 2: that would enable us to increase our offer, as we 19 00:00:59,600 --> 00:01:02,680 Speaker 2: indicated when we initially made the offer over seven weeks ago. 20 00:01:02,960 --> 00:01:04,920 Speaker 1: At this point, what would it take to get a 21 00:01:04,959 --> 00:01:08,000 Speaker 1: deal done? Would you bring in an additional set of investors, 22 00:01:08,400 --> 00:01:10,720 Speaker 1: or how much would you materially raise the offer to 23 00:01:10,760 --> 00:01:12,880 Speaker 1: make it compelling for shareholders at this point? 24 00:01:13,000 --> 00:01:15,520 Speaker 2: Yeah, So, like I said, we are very hopeful that 25 00:01:15,600 --> 00:01:18,000 Speaker 2: we can increase our offer if we get access to 26 00:01:18,040 --> 00:01:20,840 Speaker 2: that relatively limited diligence that we need, and for that 27 00:01:20,920 --> 00:01:25,720 Speaker 2: reason we've made the request. The response was, unfortunately from 28 00:01:25,760 --> 00:01:29,400 Speaker 2: the company, that it was premature to even begin negotiating 29 00:01:29,400 --> 00:01:32,360 Speaker 2: an NDA at that time. So I'm sure, as you 30 00:01:32,360 --> 00:01:34,520 Speaker 2: can imagine, we were somewhat surprised by the company's public 31 00:01:34,520 --> 00:01:37,240 Speaker 2: response to us yesterday. You know, to the extent it's 32 00:01:37,280 --> 00:01:41,240 Speaker 2: premature to begin negotiating an NDA to you know, give 33 00:01:41,319 --> 00:01:45,640 Speaker 2: us access to that information or to hear more about 34 00:01:45,640 --> 00:01:50,320 Speaker 2: our financing, I'd imagine it's also premature to dismiss our 35 00:01:50,360 --> 00:01:52,960 Speaker 2: group as not credible or without the funds to complete 36 00:01:53,000 --> 00:01:53,760 Speaker 2: said transaction. 37 00:01:54,280 --> 00:01:57,000 Speaker 1: Where are you getting the funding to make the transaction work? 38 00:01:57,440 --> 00:02:03,360 Speaker 2: So our investor group has multiples of the enterprise value 39 00:02:03,640 --> 00:02:08,440 Speaker 2: in readily available funds to complete this transaction, and we've 40 00:02:08,520 --> 00:02:13,239 Speaker 2: expressed that to two Macy's. We've walked them through our capitalization, 41 00:02:14,040 --> 00:02:16,600 Speaker 2: and on multiple occasions they've told us, you know, over 42 00:02:16,600 --> 00:02:20,000 Speaker 2: the last seven weeks that they had no additional questions 43 00:02:20,360 --> 00:02:23,240 Speaker 2: with respect to our financing. So to hear the questions again, 44 00:02:23,360 --> 00:02:26,120 Speaker 2: you know, kind of brought out publicly last night instead 45 00:02:26,160 --> 00:02:28,880 Speaker 2: of to us directly with somewhat surprising. And we definitely 46 00:02:28,919 --> 00:02:34,120 Speaker 2: encourage the company to ask us for any additional information 47 00:02:34,160 --> 00:02:36,040 Speaker 2: that they might be seeking, because my view is like 48 00:02:36,080 --> 00:02:42,040 Speaker 2: it's all relatively easily answerable. For example, they cited a 49 00:02:42,320 --> 00:02:46,720 Speaker 2: twenty five percent equity check that we evidenced in our capitalization. 50 00:02:47,800 --> 00:02:49,959 Speaker 2: That's not the equity that we have to close the deal. 51 00:02:50,000 --> 00:02:53,000 Speaker 2: In fact, it's closer to fifty percent, So I feel 52 00:02:53,040 --> 00:02:55,760 Speaker 2: like there's just something lost in translation a little and again, 53 00:02:56,000 --> 00:02:58,440 Speaker 2: encourage the company to reach out so we can clarify 54 00:02:58,480 --> 00:03:01,040 Speaker 2: any of those relatively simple beyond. 55 00:03:00,840 --> 00:03:03,639 Speaker 1: Your discourse with the company itself. What about other investors. 56 00:03:03,639 --> 00:03:06,240 Speaker 1: Have you already begun to contact those investors and what 57 00:03:06,280 --> 00:03:07,440 Speaker 1: has their reception been like? 58 00:03:08,360 --> 00:03:11,359 Speaker 2: So we've not really actively you know, just this morning 59 00:03:11,400 --> 00:03:14,000 Speaker 2: on a non solicited basis, got a call from a 60 00:03:14,120 --> 00:03:18,760 Speaker 2: very substantial investor, a private retail investor in the name 61 00:03:20,639 --> 00:03:24,120 Speaker 2: who you know who claims to own about ten million shares, 62 00:03:24,240 --> 00:03:28,080 Speaker 2: so a very big retail investor at that and you know, 63 00:03:28,120 --> 00:03:29,919 Speaker 2: he called sort of excitedly to see that there was 64 00:03:29,960 --> 00:03:33,000 Speaker 2: someone that was hopefully going to unlock the kind of 65 00:03:33,040 --> 00:03:34,720 Speaker 2: otherwise trap value in this company. 66 00:03:34,920 --> 00:03:37,400 Speaker 1: Speaking of trap value, let's talk about where Macy stands 67 00:03:37,520 --> 00:03:40,640 Speaker 1: right now. It's been cutting jobs, it's closing stores. Do 68 00:03:40,680 --> 00:03:42,880 Speaker 1: you think the company needs to do more in order 69 00:03:42,920 --> 00:03:47,440 Speaker 1: to cut costs in terms of jobs or more store closures. 70 00:03:47,760 --> 00:03:50,080 Speaker 2: Yeah, that's that's a good question. I think sort of 71 00:03:50,120 --> 00:03:52,680 Speaker 2: any of those cost cutting measures are somewhat around the 72 00:03:52,720 --> 00:03:56,160 Speaker 2: margin as compared to an m and a transaction that 73 00:03:56,200 --> 00:03:58,920 Speaker 2: can give shareholders a big premium today. While I think 74 00:03:58,960 --> 00:04:01,520 Speaker 2: there's sort of like a value effort in the right direction, 75 00:04:03,120 --> 00:04:07,200 Speaker 2: the result will be negligible or deminimus as compared to 76 00:04:08,200 --> 00:04:11,960 Speaker 2: sort of realizing true hard asset value, real asset value 77 00:04:11,960 --> 00:04:14,480 Speaker 2: of the company through a transaction with private equity. 78 00:04:14,840 --> 00:04:17,280 Speaker 1: What about the new incoming CEO, Tony Spring, Do you 79 00:04:17,320 --> 00:04:18,400 Speaker 1: think he's the right guy. 80 00:04:18,240 --> 00:04:21,479 Speaker 2: To lead the firm. I've heard, you know, great things 81 00:04:21,520 --> 00:04:24,880 Speaker 2: about Tony and sincerely hope that we can develop a 82 00:04:24,920 --> 00:04:28,960 Speaker 2: cooperative relationship in the coming weeks and months and definitely 83 00:04:29,040 --> 00:04:31,080 Speaker 2: encourage him directly to reach out so that we can 84 00:04:31,120 --> 00:04:34,520 Speaker 2: talk about how to you know, sort of realize this 85 00:04:34,640 --> 00:04:36,360 Speaker 2: trap value for shareholders together. 86 00:04:36,520 --> 00:04:38,680 Speaker 1: You're really known for your background in real estate. When 87 00:04:38,680 --> 00:04:41,480 Speaker 1: you think about Macy's. The first thing that popped out 88 00:04:42,040 --> 00:04:44,839 Speaker 1: in terms of this deal was this idea that you 89 00:04:44,880 --> 00:04:47,040 Speaker 1: can do something with the real estate that exists. How 90 00:04:47,040 --> 00:04:48,719 Speaker 1: do you plan to monetize the value? 91 00:04:49,120 --> 00:04:52,359 Speaker 2: Yeah, so you know, it is no secret that we 92 00:04:52,560 --> 00:04:55,360 Speaker 2: have a background and expertise in real estate, and also 93 00:04:57,600 --> 00:05:01,440 Speaker 2: a limited secret though somewhat surprise. I think, in some 94 00:05:01,480 --> 00:05:04,400 Speaker 2: ways maybe the world's best kept secret that Macy's is 95 00:05:04,440 --> 00:05:06,840 Speaker 2: one of the biggest real estate owners in the country, 96 00:05:07,440 --> 00:05:09,839 Speaker 2: owning about one hundred million square feed real estate. So initially, 97 00:05:09,839 --> 00:05:12,520 Speaker 2: certainly that's what us, you know, what drove our interest 98 00:05:12,560 --> 00:05:15,479 Speaker 2: in the company, And the more we dug, the more 99 00:05:15,520 --> 00:05:17,839 Speaker 2: confident we felt that it wasn't only their real estate 100 00:05:17,880 --> 00:05:21,440 Speaker 2: that was incredibly value but also incredibly valuable, but also 101 00:05:21,480 --> 00:05:24,000 Speaker 2: other real assets that they held on balance sheet, and 102 00:05:24,080 --> 00:05:27,600 Speaker 2: in our view, all of those that sort of hard 103 00:05:27,600 --> 00:05:33,240 Speaker 2: asset value can help to catalyze this transition from this 104 00:05:33,320 --> 00:05:40,640 Speaker 2: publicly held somewhat locked and trapped company to be privately 105 00:05:40,760 --> 00:05:43,400 Speaker 2: held so that there it can make the necessary changes 106 00:05:43,520 --> 00:05:45,520 Speaker 2: to you know, live on for another one hundred and 107 00:05:45,520 --> 00:05:46,200 Speaker 2: fifty years. 108 00:05:46,680 --> 00:05:49,520 Speaker 1: Gobriy Alcahanni, we are thanking you for your time here. 109 00:05:49,560 --> 00:05:52,039 Speaker 1: We'll keep an eye on the Macy story and all 110 00:05:52,160 --> 00:05:53,320 Speaker 1: the developments of the firmt