According to a recent 13D filing with the Securities and Exchange Commission, George Hall‘s Clinton Group has increased its stake in Evine Live Inc. (NASDAQ:EVLV) to almost 1.9 million common shares, which represent 3.3% of the company’s outstanding stock. Previously, the fund held 1.60 million shares, as per its 13F filing for the reporting period of June 30. The new filing also revealed that Clinton Group has been engaged in various discussions with the management team of Evine Live (NASDAQ:EVLV), regarding the improvement of its business strategy in order to attain better shareholder value. Although the fund is pleased with the company’s strong results, as evidenced by its second quarter EBITDA rising by 52% year-over-year, and recognizes the company’s potential for long-term growth under the supervision of freshly appointed CEO Bob Rosenblatt, it is also aware that the company’s shares have lost 33% since the end of the second quarter of 2015. Hence, Clinton Group states that if this kind of valuation discrepancy continues, the company may have to engage an investment bank in order to create strategic alternative plans to increase shareholder value.
Evine Live is a digital commerce company engaged in the business of digital commerce retailing, providing a plethora of brand choices to consumers via TV, online and mobile devices. Since the beginning of the year, the company’s stock has lost 3.37%. For the second quarter of 2016, Evine Live reported a loss per share of $0.03, slightly above the estimates of a loss per share of $0.04, and revenue of $157 million, below the estimates of $166.3 million.
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The number of hedge funds in our database with positions in Evine Live (NASDAQ:EVLV) hasn’t changed recently, as there were nine investors long the stock at the end of June. Some of them included Jeffrey Bronchick’s Cove Street Capital, with a position valued at close to $10.9 million, J. Carlo Cannell’s Cannell Capital, with a $5.93 million position, Jim Simons’ Renaissance Technologies, Ken Griffin’s Citadel Investment Group, and Chuck Royce’s Royce & Associates. An investor who decided to drop its position in Evine Live (NASDAQ:EVLV), which was valued at $220,000 at the end of March, was Phil Frohlich’s Prescott Group Capital Management.
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You can access the original SEC filing by clicking here.
Ownership Summary Table
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Clinton Group, Inc | 1,895,623 | 1,895,623 | 1,895,623 | 3.3% | ||
| George Hall | 1,895,623 | 1,895,623 | 1,895,623 | 3.3% | ||
| Imation Corp | 998,395 | 998,395 | 998,395 | 1.7% |
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Page 1 of 13 – SEC Filing
| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
| SCHEDULE 13D | |
| Under the Securities Exchange Act of 1934 | |
| (Amendment No. )* | |
| EVINE Live | |
| (Name of Issuer) | |
| Common Stock, | |
| (Title of Class of Securities) | |
| 300487105 | |
| (CUSIP Number) | |
| Eleazer Klein Marc Weingarten Schulte Roth & Zabel LLP 919 Third Avenue New York, New York 10022 (212) 756-2000 | |
| (Name, Address and Telephone Number of Person | |
| Authorized to Receive Notices and Communications) | |
| August 23, | |
| (Date of Event Which Requires Filing of This Statement) | |
If the filing person has previously filed a statement on Schedule
13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule
13d-1(f) or Rule 13d-1(g), check the following box. [ ]
(Page 1 of 13 Pages)
______________________________
* The remainder of this cover page shall be filled out for a reporting
person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing
information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall
not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”)
or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).
Page 2 of 13 – SEC Filing
| 1 | NAME OF REPORTING PERSONS Clinton Group, Inc. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER – 0 – | ||
| 8 | SHARED VOTING POWER 1,895,623 shares of Common | |||
| 9 | SOLE DISPOSITIVE POWER – 0 – | |||
| 10 | SHARED DISPOSITIVE POWER 1,895,623 shares of Common | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 1,895,623 shares of Common | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.3% | |||
| 14 | TYPE OF REPORTING PERSON CO; IA | |||
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Page 3 of 13 – SEC Filing
| 1 | NAME OF REPORTING PERSONS George Hall | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER – 0 – | ||
| 8 | SHARED VOTING POWER 1,895,623 shares of Common | |||
| 9 | SOLE DISPOSITIVE POWER – 0 – | |||
| 10 | SHARED DISPOSITIVE POWER 1,895,623 shares of Common | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 1,895,623 shares of Common | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.3% | |||
| 14 | TYPE OF REPORTING PERSON IN | |||
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Page 4 of 13 – SEC Filing
| 1 | NAME OF REPORTING PERSONS Imation Corp. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER – 0 – | ||
| 8 | SHARED VOTING POWER 998,395 shares of Common | |||
| 9 | SOLE DISPOSITIVE POWER – 0 – | |||
| 10 | SHARED DISPOSITIVE POWER 998,395 shares of Common | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 998,395 shares of Common | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.7% | |||
| 14 | TYPE OF REPORTING PERSON CO | |||
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Page 5 of 13 – SEC Filing
| Item 1. | SECURITY AND ISSUER |
| This statement on Schedule 13D (this “Schedule 13D”) relates to the common stock, par value $0.01 per share (the “Common Stock”), of EVINE Live Inc., a Minnesota corporation (the “Issuer”). The address of the Issuer’s principal executive office is 6740 Shady Oak Road, Eden Prairie, Minnesota 55344. |
| Item 2. | IDENTITY AND BACKGROUND |
| (a) This Schedule 13D is filed by: (i) Clinton Group, Inc., a Delaware (b) The principal business address of CGI and Mr. Hall is 510 Madison (c) The principal business of CGI is to provide investment management (d) None of the Reporting Persons or persons listed on Schedule (e) None of the Reporting Persons or persons listed on Schedule (f) Mr. Hall is a citizen of the United States. The name, citizenship, present principal occupation or employment |
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Page 6 of 13 – SEC Filing
| Item 3. | SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION |
| The Reporting Persons used approximately $5,180,000 (excluding brokerage The source of the funds used to acquire the Common Stock reported The source of the funds used to acquire the Common Stock reported |
| Item 4. | PURPOSE OF TRANSACTION |
| The Reporting Persons initially acquired beneficial ownership of the Common Stock of the Issuer for investment purposes because they believed the Issuer’s Common Stock was undervalued and represented an attractive investment opportunity. In the Reporting Persons’ view, the strong financial results and forward guidance reported by the Issuer this week reinforced such beliefs. | |
| The Reporting Persons have had a number of meetings with executive management of the Issuer since the beginning of this calendar year to discuss, among other things, the Company’s strategic positioning, the transition in executive management, tactics to improve the Issuer’s profitability margins and operating efficiency, and the plans and strategies of the board of directors of the Issuer (the “Board”) to create shareholder value. The Reporting Persons intend to continue to have discussions regarding such matters with the Issuer’s management and the Board, and may discuss such matters with other shareholders of the Issuer and other third parties. | |
| The Reporting Persons recognize the Issuer’s prodigious results during the first two quarters of its current fiscal year and expect that the Issuer’s current management team will continue the trend of improved execution. Furthermore, the Reporting Persons believe that the Issuer has a solid foundation for long-term growth under the stewardship of newly appointed CEO, Bob Rosenblatt. |
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Page 7 of 13 – SEC Filing
| However, the Reporting Persons Except as set forth herein, the Reporting Persons |
| Item 5. | INTEREST IN SECURITIES OF THE ISSUER |
| (a) – (b) The aggregate number and percentage of shares of The information required by Items 5(a) – (b) is set forth | |
| (c) Information concerning transactions in the Common Stock effected by the Reporting Persons during the past sixty days is set forth in Schedule B hereto and is incorporated herein by reference. Unless otherwise indicated, all of such transactions were effected in the open market. | |
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Page 8 of 13 – SEC Filing
| (d) No person (other than the Reporting Persons) is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock reported herein. | |
| (e) Not applicable. |
| Item 6. | CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER |
| The Reporting Persons are parties to an agreement with respect to Other than the joint filing agreement, there are no contracts, arrangements, |
| Item 7. | MATERIAL TO BE FILED AS EXHIBITS. |
| Exhibit | Description |
| 1. | Joint Filing Agreement, dated August 25, 2016. |
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Page 9 of 13 – SEC Filing
SIGNATURES
After reasonable
inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in
this statement is true, complete and correct.
Date: August 25, 2016
| Clinton Group, Inc. | |||
| By: | /s/ George Hall | ||
| Name: | George Hall | ||
| Title: | President | ||
| /s/ George Hall | |||
| George Hall | |||
| Imation Corp. | |||
| By: | /s/ Joseph A. De Perio | ||
| Name: | Joseph A. De Perio | ||
| Title: | Chairman of the Board | ||
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Page 10 of 13 – SEC Filing
SCHEDULE A
Directors and Executive Officers of Certain
Reporting Persons
CLINTON GROUP INC.
The following sets forth the name, position and principal occupation
of each director and executive officer of CGI. Each such person is a citizen of the United States of America. The business address
of each director and executive officer is 510 Madison Ave., 9th Floor, New York, New York 10022.
| Name | Position & Principal Occupation |
| George Hall | Director and President of CGI |
| Francis A. Ruchalski | Director and Chief Financial Officer of CGI |
| John L. Hall Hani Findakly William Lockyer | Director of CGI Director of CGI Director of CGI |
IMATION CORP.
The following sets forth the name, principal
occupation and business address of each director and executive officer of Imation. Each such person is a citizen of
the United States of America.
| Name | Position & Principal Occupation | Business Address |
| Alex Spiro | Director of Imation Attorney, Brafman & Associates | 767 3rd Avenue, New York, NY 10017 |
| Barry L. Kasoff | Director of Imation Chief Restructuring Officer of Imation President, Realization Services, Inc. | 1 Imation Way, Oakdale, MN 55128 |
| Geoff Barrall | Chief Technology Officer of Imation | 1 Imation Way, Oakdale, MN 55128
|
| Joseph A. De Perio | Director of Imation Senior Portfolio Manager, Clinton Group, Inc. | 510 Madison Avenue, 9th Floor, New York, NY 10022 |
| Robert B. Fernander | Director of Imation Interim Chief Executive Officer of Imation | 1 Imation Way, Oakdale, MN 55128 |
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Page 11 of 13 – SEC Filing
| Robert Searing | Director of Imation Chief Operating Officer and Chief Financial Officer, BH Asset Management, | 104 W. 40th Street, New York, NY 10018 |
| Tracy McKibben | Director of Imation Chief Executive Officer, MAC Energy Advisors, LLC | 100 Riverside Blvd. #3S, New York, NY 10069 |
| Donald H. Putnam | Director of Imation Managing Partner, Grail Partners LLC | 505 Sansome Street, 19th Floor, San Francisco, CA 94111 |
| Doug O’Shaughnessy | Vice President of Customer Service, Imation | 1 Imation Way, Oakdale, MN 55128 |
| Mark Herbert | Senior Vice President of Engineering, Imation | 1 Imation Way, Oakdale, MN 55128 |
| Stewart Gallacher | Vice President of Global Operations, Imation | 1 Imation Way, Oakdale, MN 55128 |
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Page 12 of 13 – SEC Filing
SCHEDULE B
Transactions in the Issuer’s
Shares of Common Stock by the Reporting Persons
During the Past 60 Days
The following tables set forth all transactions
in the shares of Common Stock effected during the past 60 days by the Reporting Persons. All such transactions were effected in
the open market through brokers and the price per share does not include commissions.
CGI (for the benefit of the Clinton Funds):
| Trade Date | Shares Purchased (Sold) | Average Price Per Share | Range of Prices Per Share |
| 06/27/2016 | 73,800 | $1.56 (1) | $1.5548 – $1.5636 |
| 06/28/2016 | 20,000 | $1.65 (1) | $1.6534 – $1.6555 |
| 07/11/2016 | 20,000 | $1.86 (1) | $1.8591 – $1.8753 |
| 07/12/2016 | 35,000 | $2.01 (1) | $2.0028 – $2.0171 |
| 07/13/2016 | 25,000 | $1.92 | N/A |
| 07/19/2016 | 5,000 | $1.91 | N/A |
| 07/20/2016 | 13,167 | $1.97 (1) | $1.9169 – $1.98 |
| 07/21/2016 | 6,607 | $1.96 (1) | $1.95 – $1.9636 |
| 07/22/2016 | 5,000 | $1.97 | N/A |
| 07/25/2016 | 10,600 | $1.90 (1) | $1.8841 – $1.9111 |
| 07/25/2016 | (32,340) | $1.92 (1) | $1.9074 – $1.9403 |
| 07/26/2016 | (115,144) | $1.97 (1) | $1.9397 – $1.9908 |
| 07/26/2016 | 70,000 | $1.97 (1) | $1.9616 – $1.9678 |
| 07/27/2016 | (4,480) | $1.92 | N/A |
| 07/27/2016 | 3,326 | $1.94 | N/A |
| 07/28/2016 | 14,996 | $1.93 (1) | $1.9147 – $1.9365 |
| 07/28/2016 | (25,000) | $1.92 (1) | $1.9252 – $1.9317 |
| 08/01/2016 | 24,000 | $1.89 (1) | $1.8447 – $1.9134 |
| 08/02/2016 | 58,776 | $1.91 (1) | $1.89 – $1.9365 |
| 08/02/2016 | (33,600) | $1.90 (1) | $1.89 – $1.9018 |
| 08/03/2016 | (50,600) | $1.87 (1) | $1.8678 – $1.8696 |
| 08/03/2016 | 50,600 | $1.87 (1) | $1.8713 – $1.8758 |
| 08/04/2016 | 52,509 | $1.88 (1) | $1.8409 – $1.8937 |
| 08/04/2016 | (29,900) | $1.89 (1) | $1.85 – $1.8902 |
| 08/05/2016 | (145,400) | $1.87 (1) | $1.8322 – $1.8894 |
| 08/05/2016 | 170,000 | $1.88 (1) | $1.8517 – $1.8894 |
| 08/08/2016 | (79,500) | $1.74 | N/A |
| 08/08/2016 | 105,000 | $1.75 (1) | $1.7477 – $1.7598 |
| 08/09/2016 | (96,040) | $1.69 (1) | $1.6383 – $1.7021 |
| 08/09/2016 | 99,000 | $1.70 (1) | $1.66 – $1.7072 |
| 08/10/2016 | (22,200) | $1.64 (1) | $1.6224 – $1.6375 |
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Page 13 of 13 – SEC Filing
| 08/10/2016 | 25,000 | $1.64 | N/A |
| 08/11/2016 | (50,000) | $1.60 | N/A |
| 08/11/2016 | 50,000 | $1.61 | N/A |
| 08/19/2016 | 75,000 | $1.61 | N/A |
| 08/22/2016 | 25,000 | $1.67 | N/A |
| 08/23/2016 | 35,000 | $1.76 | N/A |
(1) This transaction was executed in multiple trades in the open
market. The price reported above reflects the weighted average sale price per share of Common Stock purchased or sold, as applicable.
The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange
Commission, upon request, full information regarding the number of shares purchased or sold, as applicable, at each separate price
within the ranges set forth above.
Imation:
| Trade Date | Shares Purchased (Sold) | Price Per Share |
| 06/27/2016 | 56,600 | $1.65 |
| 06/28/2016 | 71,788 | $1.57 |
| 07/12/2016 | 105,313 | $1.98 |
| 07/13/2016 | 39,402 | $1.91 |
| 07/14/2016 | 85,000 | $1.85 |
| 07/15/2016 | 18,763 | $1.85 |
| 07/29/2016 | 50,000 | $1.90 |
| 08/03/2016 | 10,067 | $1.88 |
| 08/04/2016 | 89,200 | $1.85 |
| 08/05/2016 | 137,395 | $1.88 |
| 08/23/2016 | 134,867 | $1.75 |
