Board engages JMP Securities LLC as Financial Advisor and Cooley LLP as Legal Counsel
LA JOLLA, Calif., Oct. 02, 2017 (GLOBE NEWSWIRE) -- PICO Holdings Inc. (NASDAQ: PICO) (“PICO” or the "Company") today announced that the Company's Board of Directors (the "Board") had engaged JMP Securities LLC as PICO’s exclusive financial advisor and Cooley LLP as PICO’s legal counsel to explore strategic alternatives to further enhance shareholder value. The intention of the engagements is to evaluate potential alternatives such as business combinations, the sale of the Company, a merger or a sale, license or disposition of assets of the Company.
In announcing the process, Maxim C. Webb, Chairman of the Board, President and Chief Executive Officer of PICO said, “We believe the recent initiatives by our Board and management team have generated significant value and transparency. Furthermore, we believe now is the appropriate time to evaluate strategic alternatives as we seek to maximize value to shareholders.” Mr. Webb continued, “For more than a year, the Company has made significant progress streamlining its focus of operations and cost structure by reducing overhead, and selling its agribusiness, real estate, and oil and gas operations. These actions have resulted in the Company’s primary remaining asset and operation being Vidler Water Company.”
Vidler Water Company (“Vidler”) is a premier water resource company, highly specialized in water development solutions for end users in the southwestern U.S. by identifying, acquiring, developing and monetizing water rights and water storage credits. Vidler’s current water assets are located in Arizona, Nevada, Colorado and New Mexico. Vidler’s largest asset, Fish Springs Ranch, consists of approximately 8,000 acre-feet of permitted water credits that are available to provide a sustainable water supply to residential and commercial developments in the fast-growing Reno, Nevada area. Vidler has invested over $300 million in more than 20 water resource development projects, and to-date has realized in excess of $230 million from the whole or partial sale of eight of these projects.
The Board has not set a definitive timetable for this process of exploring strategic alternatives. There can be no assurance that this review process will result in strategic alliances, a sale transaction or other strategic alternatives of any kind. The Company does not intend to disclose developments or provide updates on the progress or status of this process unless and until it deems further disclosure to be appropriate or required.
In connection with this process, the Company also announced that on September 28, 2017, Mr. Andrew F. Cates resigned as a member of the Board of Directors, effective immediately, in order to allow him to focus more fully on his business. As part of this transition, on September 29, 2017, the Board appointed Eric H. Speron Chairman of the Compensation Committee.
Mr. Cates stated: “With the announcement today of the Company’s exploration of strategic alternatives, I believe it is a good time for me to step down as a director of the Company to focus on other time commitments. I believe the Company has made very significant progress over the last 18 months and I am very pleased to have been on the Board during that time and very much enjoyed working with this Board to assist in overseeing those efforts. I leave the Company at an exciting time at this stage of its business plan and I wish the Company well as it continues to execute on that plan.”
Maxim C. W. Webb, Chairman of the Board of Directors, stated: "On behalf of the Board and the Company, I would like to thank Andy for the contributions he has made during his tenure on the Board. It has been both a pleasure and insightful working with Andy and he has been a great asset to all our shareholders."
In conjunction with the announced process, the Company has also implemented revisions to its existing executive bonus program covering Max Webb and John Perri. Previously, this program covered only asset dispositions by PICO, as opposed to a sale, merger or business combination of PICO itself. These revisions will cause any sale, merger or business combination of PICO itself to trigger potential cash incentive awards, but will automatically expire at year-end 2018 if a sale, merger or business combination of PICO itself is not completed before then. The Board believes these revisions will appropriately align management’s incentive compensation and motivate the management team to pursue transactional opportunities that would provide the greatest benefit to shareholders as the Company begins its exploration of strategic alternatives. The bonus payouts are subject to “double trigger” protections whereby the payouts will only occur upon certain qualifying terminations of employment on or within a specified period of time following the completion of the sale, merger or business combination. Additional information regarding these revisions is included in a Current Report on Form 8-K being filed today with the Securities and Exchange Commission.
About PICO Holdings Inc.
PICO Holdings, Inc., together with its subsidiaries, engages in water resource and water storage activities in the water scarce regions of the southwestern United States. The company acquired and/or developed water rights and water related assets in Arizona, Nevada, Colorado, and New Mexico; developed and operated its water storage facility near Phoenix, Arizona; utilizes water storage capacity operated by third parties in Phoenix, Arizona; and banks or stores water with municipalities in Nevada and New Mexico. PICO’s only other significant non - cash asset is its approximately 9% holding in a U.S. homebuilder, Century Communities, Inc. (CCS. NYSE) which was acquired as partial consideration for the sale of the company’s real estate operations in August 2017. As of September 29, 2017, the Company also had approximately $23 million unrestricted cash and cash equivalents on hand and approximately $70 million invested in Treasury Bills that mature within 30 days. PICO Holdings, Inc. was founded in 1981 and is headquartered in La Jolla, California.
Certain statements contained in this press release (other than statements of historical fact) are forward-looking statements. Words such as "believe," "estimate," "expect," "intend," "anticipate," "will," "could," "may," "should," "plan," "potential," "predict," "forecast," "project," and similar expressions and variations thereof identify certain of such forward-looking statements, which speak only as of the dates on which they were made. Although forward-looking statements are made based upon management's expectations and beliefs concerning future developments and their potential effect upon the Company, a number of factors could cause the Company's actual results to differ materially from those set forth in the forward-looking statements. Such factors may include uncertainties associated with our ability to identify possible strategic transactions during our review of strategic alternatives and to execute on any possible strategic transaction that is identified through our review, as well as the uncertainties and risk factors discussed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016 and in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, each filed with the Securities and Exchange Commission. There can be no assurance that future developments will be in accordance with management's expectations or that the effect of future developments on the Company will be those anticipated by management.
PICO Holdings Inc.
Chief Executive Officer
JMP Securities LLC
Source: PICO Holdings, Inc.