Jeff Gramm, Bandera Partners

Welcome to shareholder Primacy from free float media podcast about activist investing Securities Law, and all the ways, the financial and legal worlds, intersect and Collide in real life. So our followers know, I'm usually here with an Lipton who's a law professor at Tulane, but Anne is once again going to another conference. So so we invited, Jeff Graham, the founder of occasional activist hedge fund Bandera partners and author of one of the best books in recent memory on activist. Investing dear chairman. Hey, Jeff say hi. Hi. Thanks for having me Mike and I'm sorry that I can't be Anne, but oh, no, and Anna, Anna, sorry that you can't be hurt too. But she normally likes to do this. But when it, when we talked about having the dear chairman guy on, she was, she was kind of Pumped. So we got all sorts of Jeff and I have known each other quite a long time and we can have a lot of fun with this and talk about all sorts of interesting stuff, but I'd like to kind of cover sort of activism talk a little more about Bandera and then then also cover the book, probably kind of in that order. So let's start with Bandera. If we met, that's your fund, kind of curious. What kind of stuff are you working on kind of spice or maybe not as wise at Bandera? These days? Tell us a little bit about that. well, you know, Bandera is kind of a classic value fund We? you know like we're really a concentrated we do 10 to 15 positions and like I don't really think of us as activists like you know, if I'm serving on a board it's usually because well something has gone wrong with the long thesis or there's a reason that it kind of devolved to the point that I'm engaging like, typically, you know, we try to buy you know, stuff that doesn't Like quite demand intervention, right? Like I don't think of myself as a great go into you don't go into a given investment figuring how it's going to need to get fixed. Exactly. And I think that like, you know, like as you know, activism has become very specialized and I think yes, like a lot of the best or the most committed activists. They really kind of come out guns ablazing, right? Yeah, pick the target. Yes. Or they build a guns of Blazing pretty quickly. Exactly. I mean it can Like it can be a disadvantage to engage constructively. First, if you're gonna ultimately devolve into a fight and I think a lot of these folks have figured out just to come out fighting and that's not really us. So, you know, I've now I've served on seven public company boards. So and all is a consequence of Investments. It's not like, yeah, yeah, so yeah, I've never yet said yes to a board. Outside. Yeah, and I thought about it and I've had like a few kind of interesting offers but I haven't gotten there yet because it's a ton of work, right? Yeah. What were some of the more recent boards you've been on? What were some of the? Well I'm currently on three so which I feel is a little bit too much but I'm on the Tandy Leather board which for a long time that's been there forever. Yeah. Okay. Go ahead. If I've been on that for 11 years and and that board has gone through lots of changes and right and I'm on two kind of new ones. I joined the board of the joint Corporation, beginning of 20204. And then I joined the board of a company called Innovative food Holdings, maybe in in 2023. Okay. And when you, when you were on each of those boards were you basically doing that alone as sort of the Bandera person or was that was there some other folks that you were able to kind of include in your joining those boards? How that work in terms of your Who else is on the board? Kind of with you? Yeah. So, for Tandy and the joint, it was alone and then Innovative food Holdings was an interesting one because there is an activist involved JCP, which is this guy James, and I've actually served on three boards with him and they were kind of in a funny situation where there were like almost two factions on the board, you know, James's faction and then the kind of incumbent faction and they just couldn't really see eye-to-eye. And there was almost Like a cultural divide. There was this kind of crew of hedge fund guys from Texas and then a bunch of Orthodox Jewish guys from Brooklyn. And so I kind of came in to kind of help bridge that. That mediate things too. Yeah. It's, I mean and you know and so there was a CEO changed there. There has been, you know, some board level changes there but it's gone really well. And I think in a funny way, a lot of it was just, you know, they were communicating that well when I got there. And so I was just, you know, we'll try to bring it all together. Try to get people to talk to each other and that was, it sounds like that was also clearly Innovative Foods in the portfolio, in the Bandera report follows. So you're able to make an investment. and then, Kind of joined the board to help do some, I don't know what kind of turnarounds. Anyway, enough to cover it here but it kind of helped the board function a little better. Oh go ahead. Yeah, so what happened there is is they did a capital raise? Yeah. And both sides of the factions participated and then I participated too. And so there was some sort of like a pipe or something or whatever. Yeah it was a pipe. Yeah so we did a pipe I think it was at 40 cents. I think this the stocks over two dollars now and and our new CEO is like you know we'll really doing a great job. Like he's you know we'll brought in some some good. Customers, it's not. Inherently a great business but it can be a good business if executed. Well, like, basically food distribution and so I think just Like the leadership change was helpful and then the board overhaul like was helpful. So you were an effective director in bringing in to the two different groups. Together at least share price so you're you're you're you're LPS are pretty happy with how that's worked out. Yeah, I think it's been pretty good. I think it's probably time for me to move on there. I think the company is in a good position. Oh good. So you can kind of focus. Well you said three boys. I mean, it's running a portfolio. That's I mean. You know, I would expect one of the proxy advisors are looking at, man, he's overboard. He's been on Tandy. 11 years. So yeah, probably, you're probably having a defend a little bit of some of this, some of these decisions at some point. Yeah, I think the right. I think that three is probably too much. Yeah, it's actually, when why I've always thought that on the one hand, you know, it's kind of, it's kind of easy for a portfolio manager to say, no, no, I'm gonna find some independent. I don't want to be restricted in trading. And so forth. And and I just, you know, I I don't have time for this on the other hand, and I be kind of curious about your view on this is that, I've always maintained that one of the most important things. And one of the most important signals a portfolio manager consent is by joining a board him or herself. Giving that time is, you know, clearly one of the most precious resources for you to say, look, I'm going to spend the 100 to 200 whatever hours a year. It's going to take This Investments important enough to me. That I'm going to be on the board here. That, you know, I it's not necessarily forever, though. Clearly, you know, Tandy, sometimes that stuff does happen, you know, I was on my first board for, like 10 years too, um, it requires that kind of attention. But that said, that sounds a really important message to the company to your LPS. That this investment is a big enough deal that I'm going to put some time into it. Is that something that you is that kind of a little bit of the mindset you bring into this? Yeah, I think so. I think it's important. I mean look I think it's always valuable to have a shareholder in the boardroom and yeah and in the end it representative of a shareholder is not the same thing and I think it's a culturally insensitive, you know phrase, but there's Like a risk of going native. Yeah, no, that's right. You know, that I've seen happen a lot. I mean, like that in the end captured, you get captured by absolutely company. You get captured by the executives, you could capture by other independent directors that have this Allegiance, or this affinity for the incumbents. Oh yeah. Yeah. I mean I've seen like very like long tenured friendships and over this exact thing and I think it's um, look in the end like being on a board is hard like, you know, not being kind of like captured by the social element. Like it's hard. And then there's also the kind of, you know, there's an economic comparative too that if you are a well-liked board member, then like, then you'll do well on that board, right? So, you know, to me, like, I have always found it hard to kind of Outsource that role. I think that there are some fun managers who will, you know, they'll have like a guy, right. They'll have like you know what, they're designated right. There's really no people. Yeah, right. Yeah yeah. So so I was a big fan of fun called raging capital. I remember Bill Martin had this guy Ken trab where, you know, Ken served on a lot of boards for Bill. And so the risk that he would kind of go native were incredibly low, right? Right. Exactly. Like for me it's kind of like, like I've just like, I've never gotten there where like I have my trusted, you know, soldiers. So I just tend to do it myself and and again activism for us isn't a key part of the strategy and so often, you know, when it comes around that, there's a board that I feel like we need representation. It's kind of like, well, I got us into this mess. I have to, I'm going to get us out or I'm gonna I'm gonna do. I'm gonna put the time in to see if I can't get us out. So, so how did well, what are there? Were some other you say, you've been on some boy, you don't know what were some of the really most notable. Not just recently but you started Bandera what? And I think 2006 or something like, oh six. Oh six. So since then, what were some of the most, the biggest activist situation you've encountered. There was the one where you had the pipeline but there are others that are worth mentioning. Yeah. Like I don't think I've done anything that. That you know, will guard a bunch of headlines or anything. I mean I you know, for all seven of them they did result in a CEO change and so like as we know activism is often Despite all of the kind of language going back and forth. It's often of just about the leadership and yes. Well that's that's the main job of the board is to supervise to hire supervised and and sometimes terminate the executive team. Yeah, you're the you're the investor representative in, you know you make some key decisions about Capital occasions so forth but your main job is to hire CEO. Yeah yeah. So we got like Wow. And then like I've been on a few where we sold the company. I was on one where we liquidated, that was a company. Yeah, that was like a really hard decision. It was like a once great business that in the kind of era of information and the internet and all these other things like the kind of direct mail that just became a much less good business. Yeah. so, you know, I've been on like a bunch of kind of, you know, different kind of situations from like, you know, mature cash. You know, flowing like to something like Innovative foods that, like, it really needed it just to complete overhaul. Yeah. God and that, and I've takes a lot of time, a lot of, you know, getting to know the, you know, the executive team and the board and so forth, especially that one. We had a mediate different views about what success would look like. So, I got one more quick question about sort of Bandera and then a couple of things I want to ask about. Bandera was is going to look like it's going to be able to get its its drivers license is pretty soon or it's it's going to be able to drink and it's almost 20, right? So how did When you set up Bandera it wasn't to become an activist or was it? What was it? How did active as him kind of feed into the the origin story? Of the. Well, you know, I had my background in distress and I thought the distressed investing is just a great way to learn because, you know, it's a lot about evaluation. Yeah, it's a lot about the governance, there's a whole workout aspect of it and then the just the trading, right? The like in distress markets, the liquidity is just there in these like brief bouts, right? So there are like our moments that you can buy and then you're kind of stuck with it and so like, you know, that was my background and in distress like active advising was in the toolkit, right sure. So you know, I I mean, it was almost before there were, you know, really committed activists. And a lot of the kind of early activists or the time, there was a lot of smoke. There were small, there were very small number. Yeah, he had Bob Chapman, Like you. To us like a certain extent. Like maybe you could call a committed activist but but I feel like he was awesome the same way. We'll kind of like well you know, well from the distressed flash Equity work out, you know, you know, a special situations thing. So so it was just like a part of the the of the toolkit and then in a funny way activism has continued to be relevant. You know, just investing has you know kind of struggled like in lots of oh yeah last year's. Yeah, absolutely. I mean, there's there's so many other you know Things that could kind of affect it. So yeah. So all right, so it's always been so it wasn't it wasn't when you started. It was bringing that kind of the just this background in how distressed probably dad or whatever works and it's sort of equipped you to become an activist. But it wasn't because you wanted to be in an activist investor. And I don't feel like I had like You know, I don't feel like I have the, the dispositional fit like a great Act of valuation first, you know, you, you teach active and you've written about activism. So let's let's ask about the teaching part of it and then take a quick break. So you you're into active as him enough where you have a bunch of MBA students, right? Tell us about that. So, I teach the the shareholder activism class at Columbia business school. I think that kind of came through my book. And, you know, I taught value investing at Columbia from from 2010 to 2017. And I have a co-teacher, this guy Terry Kontos, who works at TIAA craft and, you know, so he's a big passive investor. He's like the guy that gets, you know, when like when Google, you know, changed their name to like to alphabet like they call that him like to bounce it off. He's like. Alright. So he's, so he's so he oversees this enormous. Of portfolio. Yeah, yeah. I mean, nonetheless, that has a lot of voting power. Yeah. It's active. Actually, I mean, like he picks the stocks but it's like 35 billion dollars. And yeah, he's often in any of this. I'm of these little situations. He's often the top holder. That's actually actively managed, right? And so he knows a lot about governance. And and so we teamed up and, you know, I told Columbia, I don't know, at least like five years ago that. Yeah, you know, we're the perfect people like to teach us not like page. Yes. So it's a bunch of people. You're gonna launch another world to go and to banking or Consulting her so forth is that it's basically just do live cases, like, each week, like, we'll do like a live activist case, we'll try to bring in the activists and, you know, just talk about it and ask questions and and help people kind of understand the mindset and the thinking that go into this Do you ever get? I'm just I mean it's it's not difficult or not as difficult. To get, you know, an activist fund manager, in New York to come and guests for 90 minutes at a class. Do you ever get the companies to come in? Yes. And that's I mean you know the one great thing about Zoom yeah oh sure that you can often have both sides so if like if they're both going to come in person you couldn't do it. I mean and I think a lot of times like they might not want to do it if they knew the other side was involved too. Okay. But like with zoom like you know, you can bring them both sides and you hear the case and then the students get, you know, to decide and I think look, I mean I think in the end like NBA programs aren't Especially academically rigorous, right? And just, you know, they're very focused on, you know, on getting a job, they're very focused on the, like, on the networking, right? Not that easy. To build a course where they can really learn, you know, and I feel like like doing it this way where it's Active cases, where you're hearing from The Source, it's it's a good way to learn and that's what kind of how I wrote the book too. Is just yeah. Like, yeah, I could try to write this like history of shareholder activism, but that would be like extremely dry and no one would read it. And so if you can build it around historical cases and it becomes cut out more interesting. Well, hold that thought because I think we want to give our folks, our followers here a little bit of a break. So let's let's return to that subject and some more, some more broader views about activism in the world in a moment. So we'll take that break now and return to talk more with Jeff, Graham of Bandera Partners here at shareholder Primacy, Shareholder Primacy is brought to you by free flow analytics.com. The only free database of corporate directors, their influence and their performance. If you want to Stocker, retirement plan go to free flow analytics.com. And look up Witch of your elected. Directors are performing well and which aren't use your vote in the alternative democracy and get your data at free. Float analytics.com. Now, back to the show, welcome back to shareholder Primacy. I'm Mike Levin here, talking with Jeff, Graham of Bandera Partners. We started talking a moment ago about the book, dear chairman, and I would love to learn more about that story. How did it come up? Hide. You did the research, where did you get the idea? So let's let's delve into that a little bit. If we met sure I'm going to try to remember it. It was it's like the book in years old, right? Yeah, right. Like like like, in some ways in my mind it's like becoming Legend, right? Do you still get residuals? Right, someone sends you a twenty dollar check every every six months, right? For a little bit of sales. Well, I got a pretty big advance. So, oh, really gonna get those residuals. Like, occasionally, get like like the international license fee and stuff but I don't think I've recouped yet. Oh, wow, so close though. Okay, fine. All right. So, but that the advance was later we're the idea come from. Yeah. So I um well first of all I've always like loved writing, I've always, you know, fancied myself a writer and I've always thought that one day I would do like, you know, maybe like a pop science book or something like I always, like take pride in our long, you know, quarterly letters in our Journal letter. Oh, for the for the fun investor and there. Yeah. And then I've seen her like they're like they're, they're elaborate Yeah. And you know, I always like Like as a younger investor in the kind of early Arts, I always collected the like the dear chairman letters you know there were much more colorful back in the day all those like Angry Danielo letters and Bob, Chapman letters, Bob Chapman letters, right there were some Legendary Legendary letters that that would become public they'd send as initially through Securities, filing or something. And, and you used to read this and we're just so entertaining. Yeah. Right. Right. Right. So. Okay. Because they taught you, you know, like they would also, you know, like, besides the kind of anger about the governance, like they were also trying to pitch the stock to readers. Right. And so they talked about valuations and talk about the laws in the strategy or right. Exactly. Okay. So I was thought it was a great way to learn and so like I kept them and you know, I mean every time like a young person like would email me for advice on what books to read, you know, nowadays I'm like well here are some podcast, I have one for you. It was like well there's nothing many bucks but there's a bunch of papers there's like a bunch of speeches and there's these letters and I would collect them all. And then like at some point I was like, Well, there must be some book. That has collected compiles, all these, that details, all these, not just the ones, not just the ones that you've been reading from the 90s in the Arts and so forth. But the ones that go back decades, and we all know that there was some, you know, Warren Buffett did a little bit of this. Why you talk about it. There's some other really great examples, like, you know, there are like the buffet ones out there, the Howard, Schloss ones out there, the Benjamin ones, right? And so, I just thought, well, they're like, there ought to be a book like, this ought to have it. And I remember Columbia had the Walter Schloss archive, like, when he like died, all of his papers went to Columbia and they were basically just like boxes in an office. Yeah, I think I was the only person that everyone threw them, but it had some Buffet letters. It had some Benjamin, Graham, proxy, proxy, fight letter, who was lost again. He was in, he was older than Warren Buffett, but it kind of compatriot. They were both analysts for Ben, Graham and students of Ben Graham and then they both launched their own funds. Students are obviously Grammy. Graham was a Columbia Professor so yeah? Right, okay, yeah. And and you know, Schloss was very always just like he was like a real balance sheet guy and you know, just like a liquidation analysis guy, like a lot more than like, then buff it was like in the right and but yeah, okay, go ahead, sure. Yeah. And I just thought, you know, the really like there should be a book here. And so then I began like, I wrote to buff it. He sent me his American Express letter, like I wrote to Pro. I got his letter to GM. I went to the The Rockefeller archive to try to find a letter that Ben Graham had written to the Rockefeller Foundation, which he wrote about in his Memoir. But, you know, I wrote his son and the son didn't have any papers, but I found it at the Rockefeller archive. And so like I had all these letters and I knew okay this is like this is gonna be great and then in the end I just decided Well a compilation of letters would be pretty boring. I should curate them a little bit. I should explain the background. Oh this wasn't gonna be like a little Kate. It maybe the idea started as some form of a case book where just here's the ladders. Yeah. You know like investing Focus like it was gonna be more like here are some letters that will be useful to you as an investor and then that kind of evolved into. Well let me explain these little situations and and that's how it became about activism in corporate governance and again like I mean I've done activism but I'm Not an expert. I'm not a lawyer. You know, like I didn't feel like I was the worst person to write that book but I wasn't the best person to write that book but but you were the person who wrote it. You were the person who wrote it. So yeah. What did you what did you take away from from the whole process of? I mean, I learned so read a ton of this stuff. And yeah, I mean, what did you what are some of your big, your big learnings as we say? Yes. So, it ended up just being eight cases, so I like, I dug into each of them like a lot and they span through history, right? So, I mean, I don't know much about the proxy tears of the 1950s or the conglomerator of the sixth or right? Like the corporate Raiders of the 80s, just all that stuff like for me, was this incredible education. And, you know, Finance, it's like in the end there like, like there was a lot of of contemporary reported about it. And there were lots of like, like a history books about it. Like like it's almost like like it. was like, you know, beneath Like the history book level right? But realism, you know, right, exactly, yeah, but I think that now people care about it as history and so like I think that I was like a little bit like the right time in the like, in the right place like to take all these incredible stories that had been, you know, when written about at the time and to package them in a book. And, and again, it's like I learned well so much about each of the kind of individual situations and look, if you read about, you know, well, General Motors. It's kind of like the history of American Business. It's like, you know, like the pension fund as we know it now was developed at GM. Like, you know, well, you know we'll kind of like professional management was like developed a whole kind of orgy. Yeah right. Yeah and so it was just a real education and because I was doing it you know through the lens of an investor like I think It kind of resonated with the business reader, right? It's not, it's not like two, you know, two, you know, we'll geeky on the government level, right? Right. It was a lady reader. There's there's much more of a narrative. About this rather than just just kind of hitting home, some of the, the lessons of, you know, activism and so forth that you get that too out of it. Now I'm assuming you assign it to classes, right? They don't really, I don't know, I give them the Carla share chapter, okay? So that's a chapter where, you know, this woman, Carlos chair did a proxy fight against her husband. That was the CEO. Yeah. And the great thing about that chapter is like that company had a great board. It was like the board really was all of these, you know, Detroit luminaries, yes, but they were all kind of buddies with the CEO and they found like this was like in their word that this was a public, a masculine. That, you know, that they didn't want to participate in, right? And so the board, you know, I mean, like that's a great chapter to, you know, to kind of make the point. That like a board can be great on paper and be comprised of like accomplished and abled people and still not do its job as a board, right? That's the only one that class. Okay. I said, because that's that's a, that's a, that's a well, well, honed technique to boost sales. I know, I don't do it, I don't make them buy my book, I should. But yeah, so I just like, you know, I pirate that chapter and, you know, and I give it to them because then they get, you know, in the end as we talked about, like, I don't know that these kids are like a real readers, so right. We could spend a whole other podcast talking about kids, these days. All right. Let's um let's turn to one other subject then we can probably get moving on here. So, we've talked a little bit about you know what? How you've You know, started your fund and kind of what you learned as a board member and what you learned through. Writing this really interesting book and you're right, there's just not that many really good vibrant things you could read about activism along these lines. So this is great. What what's, what's some of your observations about? Applying all this about sort of the state of activism these days. Again, you're not a hardcore activists the way some of the other folks we've talked about are, but you do you do enough of it that you probably have some views about? You know, what's what's, what's what's going on? What can we expect this year? Are you optimistic or pessimistic? Let's let's hear some opinions about this. I mean, it's interesting this year, I feel like that the shareholders are getting impatient, you know. Okay. Interesting. How so it was almost like there was like a little bit of a break during covid, but I don't know. I mean like, you know, bigger picture. The biggest thing that has changed in the years that I've been in the industry. He's just how specialized it's all become right? And activism you know when I began it was a tool that a lot of different kinds of funds you know used or could you and a lot of them employed it. Well you know, sometimes we'll casually, you know, sometimes to Great detriment to the Target company but you know, it's become like very specialized and it is the domain of a very small handful of funds. And so while activism if you go by, you know, the number of engagements, Sure, that's up a lot. The number of activists is well, right, but it's like a lot of it, I mean, there's yeah, there's there's some folks who are, who are kind of newer, but they're also displacing Some guys who are kind of retiring we don't hear about Bob Chapman. Yeah and just like in general in the hedge fund you know in in the hedge fund industry it's a little bit less you know personality driven right now. There aren't ya like the celebrity hedge fund managers in their 30s anymore. Right. And so like I mean I feel like the pendulum is going to swing and we're gonna see more activism by newbies and right like in bad things about that. Yeah and I think also just I think there's a real sweet spot in the kind of like one billion to 5 billion dollar market cap where I think there's going to be you know, more funds. You know, that a lot of companies that a lot of that, a lot of companies that need activism in that range. And there's and there's plenty, because I've always said, look, there's there's All sorts of opportunity for a shrewd investor to sort of to kind of do activism. There's there's way more companies with incompetent or dishonest management teams and there are portfolio managers to try to try to fix that. So there's going to be there's plenty of that. Okay, go ahead. No. Just the funny thing is, I find like if I'm looking at a 200 million dollar company. Yeah, There's a lot of like Little Scrappy hedge fund managers that are looking at that company in the one billion to like to three billion dollar range in some ways. There's less I think at that range, like the real company is they make real money typically, and they tend to have like pretty capable boards, which I think in the end. Really. Yes. There's still, there's still plenty of agency costs going on. There's still plenty, a cow totally. And right. Yeah. And you can add value by, you know, being the shareholder in the room, but I think in the end that's a great spot to be. You know, like like the 150 million dollar company that's a little bit corrupt is that's like a much harder situation. So right, I mean you're still can make money at that but if you if you really want to make some change, you're right kind of focusing. So it's not. It sounds like that's a little bit of a hint about what, what Bandera might be looking at, I don't know. Probably not. I think there are these ferns, like engage capital and now to Fox and you know there's like, you know, there's a lot of funds that like our focusing of companies that that size, and I think that they're gonna have success and there will be emulators. So I think there's gonna be more You know, more activists, right? And again there's there's my one of my favorite practicing, you know, I think, you know, I kind of have a little hobby. I follow proxy contest at go to a vote, because I'm kind of curious about how Universal proxy effects of this list and one of my favorite ones. So far has been the one at Massimo the tech company were pilot and capital and Clinton Coffey, you know, two years in a row, Ran directors and and one everything he was looking for. Yeah, he did it really got really aggressive. Yeah. You know, the one that I'm like the most interested in right now is A Beacon Roofing one. Oh sure that yeah, that's like it. That's like an actual there's like, you know, there's a hostile tender going on and then there's gonna be a proxy fight like for something like, you know, 10 board seats. Yeah, I think that's gonna be like, oh, I don't think they've announced. They've announced. I thought it Beacon Roofing they'd announced their opposition to a deal or to support for some sort of a takeover. But they haven't announced the director situation yet. Is that right? So so there's The stereo bread Jacobs, who's he's a great, you know, businessman, he has built, I don't know, maybe like five, you know. Well, multi-billion dollar platform companies and he has decided his new platform industry is going to be building products. He's kind of looking for his his first big deal. Yeah. And so he, you know, will made an offer to Beacon Roofing Beacon Roofing said, no, he launched a hostile tender. They put in a poison pill and so now he's going to do a, like, I mean, I think the tender is next week. Yeah. And then he's gonna, you know, what? After that, that's lady even. Yeah. It's gonna be really like a fascinating one because he's not like, you know, a specialized activists, right? And he's just more trying to guess there's a source of value here, and he knows, he is a good thesis about unlock it. I think on some level, he thinks I'm paying this really like, you know, well, offering this incredibly generous price and I think he is like I think that like and I think he thinks it's just gonna be like that in the end that the voting shareholders Will agree with the decision easy. And I'm not sure he's correct about that. And I think, the way that they might approach, A hostile tender, you know? Like the way those guys, I mean like like your Vanguard and you're looking at, like, let me know at a hustle tender like you kind of Define it by If the like if the offer price is at a premium, if the stock is lingering below that offer price then you probably tenders something. Yeah, you need, you know, like you let the market decide for you and that's not the same decision making process, as, you know, it kind of a 10 person hostile slate. Right? Oh, correct. So they're different. Yeah, exactly. Yeah. All right. Wow, well so So we'll have to, I'm waiting to sort of see what what Banderas version of that, but we're going to be waiting for anyway. I'm not sure that like that. That hostile tender offers at night. I don't, it's not that you're not in the future, but all right, I think we've subjected each other and our followers to enough here. So I think we're probably going to be able to maybe wrap up a little bit. How's that sound? That sounds great. Thank you very much. Well, you're welcome and thanks for for joining me. For this is for this fun discussion. This is shareholder, Primacy normally hosted by in Lipton and me, Mike Levin. But today, with Jeff Graham from Bandera Partners, I'm an independent activist investor and advisor to investors about their activist situations. Jeff, of course, is the founder of Bandera Partners. You can find me Mike at the activist investor.com and you can find Jeff at Bandera Partners one word.com. Our podcast is produced and distributed by free float media. Thanks for listening and we'll talk again.