Disclaimer: this is not the typical profitable company that attracts value investors. If you are looking for long-term quality businesses to hold forever, this is not for you. If you are into low float stocks with a turnaround potential, please continue to read.
U.S. Energy Corp. (USEG) is an independent energy company focused on the acquisition and development of oil and natural gas properties. A speculative play that has very low float with only 1.35M shares. 41.4% of the outstanding shares is held by the largest insider who paid $8.7/share in 2017. The stock was closed last Friday at $5.89. In addition, CEO holds 5%, and another trader, Guy Gentile, accumulated 9.79% in May 2020.
The math is simple - the number of shares is already low to start with, and almost 60% is held by insiders who are not going to sell when they make a profit. Any small change in the sentiment or positive catalysts will pull the trigger.
Stats
- share price: $5.89
- average cost of the largest insider: $8.7
- 1.35M shares outstanding after 1:10 reverse split in Jan 2020
- only 540K shares (around 40%) are available to trade on the market
- zero debt
Average cost of the largest insider
The largest insider, APEG II LP, didn't acquired its holdings through the open market; it takes a little effort digging into the historical filings. This is what I've found in the 13D form filed on 3/27/2019:
"The Shares beneficially owned by APEG II LP were the result of an exchange of loans held by APEG II LP and made to the Issuer, and these loans were financed with working capital through a creditor relationship whereby APEG II LP held $6,000,000 in principal amount of loans under the Credit Agreement dated as of July 30, 2010, as amended (the “Credit Facility”), as set forth in Item 6, comprising the entire principal balance outstanding under the Credit Facility (the “Balance”). APEG II LP then exchanged $5,063,380 of the Balance for 5,819,270 Shares on the terms and conditions set forth in the Exchange Agreement entered into on September 28, 2017, by and among the Issuer, Energy One LLC, and APEG II LP, as set forth in Item 6."
USEG had 1:10 reverse split in January 2020. The actual number of shares held by the APEG is now 581,727, which was exchanged from its debt balance $5,063,380 in 2017. It gives you $8.7/share.
Charts
1-year chart
5-year chart
10-year chart
The stock has formed a long quiet base since 2016 - it is unfavored and depressed. The price volatility has increased noticeably in the past week; I interpret this as an indicator that the liquidity is drying up. Think shares as a standardized commodity that can be traded on the market freely in real time. For anyone who knows economics 101, the price of the shares is determined by the basic law of demand and supply. When the supply is low (low float + insiders' shares not for sale), a small change in demand can push up the price easily. All it needs is a shift in the sentiment or a positive catalyst. More often than not, price can move higher without any significant news, especially when there are no more sellers left on the market. As small investors chase after price changes, an upward price movement can even become a catalyst itself.
The volume spike in the past week reveals an increasing interest in this stock. Many hands are exchanged to move the price up and down in big ways. All it needs is to wait for all the small sellers to sell out their positions - that's when the supply is close to 0 and a small demand will push up the price.
Fundamentals
As I said in the beginning, this is not a profitable business with an exciting story to tell. The net income has been negative for the past few years while still maintaining somewhat inconsistent free cash flow.
The good thing is that the business is at low risk of going out of business while waiting for the turnaround to take place given that it carries zero debt. At the same time, the largest shareholder, Patrick E. Duke, has been placed as a director on the board with an intention to change the business. This quote is from 13D file his company, APEG, filed:
"APEG II LP (together with its affiliates, “APEG”) continues to believe that the Issuer has the potential to be a strong company, but that substantial changes are needed, given the prolonged underperformance of the Issuer. Despite the past litigation between APEG and the Issuer, which is described further below in this Item 4, APEG hopes to dialogue constructively with the Issuer’s management team and board of directors (the “Board”) regarding opportunities to unlock value at the Issuer, including changes to the Board‘s composition. APEG believes that while it had no intention of making its concerns about the Issuer public, the Issuer‘s management and the Board’s actions have left it with no other alternative. In light of what APEG believes to be clear and continues shareholder value destruction, APEG has determined that it must act for the benefit of all shareholders to protect its investment in the Issuer."
I'll not bet a big position on this one, but I've put down a reasonably small position to wait and see. I like this classic Dhandho situation described by Mohnish Pabrai: Heads I win; Tails I don’t lose much.