Web Site
Ownership - Battenkill Capital, Inc. (Battenkill) owns and maintains this website. Nothing may be copied or transferred without the written consent of Battenkill. Transferal of any part of this website does not constitute transferal of ownership rights. Battenkill reserves the right to enforce its ownership rights to the fullest extent of the law.

Content - Battenkill is not responsible for improper use of this site including but not limited to, unauthorized additions or deletions or damage caused as a result of visiting this website.  Battenkill makes reasonable efforts to maintain this site and to ensure its proper use but can not guarantee its security.

Not Permanent - Battenkill is under no obligation to keep all information posted to this website, nor is it under any obligation to maintain this website indefinitely. It is up to the sole discretion of Battenkill, in accordance with applicable laws and standards as set forth by any regulators with jurisdiction over Battenkill, what the content of this website shall contain and access granted.

Not an Offer of Securities
This email should not be considered an offer or solicitation of securities. Not all securities are appropriate for each investor. Please consult our sales force for more information and a discussion about suitability.

Accuracy and Entirety
The statements contained herein may reflect individual opinions or from sources believed to be in good faith and accurate. Battenkill assumes no responsibility for statements that turn out not to be accurate. We also believe that the statements are described in full and it is possible, despite our best efforts, that some information may be missing. We are not responsible for any omissions.

No Warranty
Opinions and assumptions do not carry a warranty. Materials and factual information are presented "as is."  Information presented herein is believed to be reasonably based.

Liability Waiver
Battenkill accepts no fault, blame, responsibility, or will otherwise not be held liable for any damages or perceived damages resulting from the use of our website or unauthorized actions of its employees.

Links
Battenkill Capital makes no guarantee of the reliability or accuracy of any web links it posts on its correspondence or its website. Any authorized link added is believed to be in the best interest of our clients but is not responsible if this turns out not to be the case. It is the responsibility of the visitor to ensure secure and safe connections to the internet.

Applicable Law
Everything contained in this disclaimer is subject to applicable laws in the various jurisdictions in which Battenkill operates. Any part of this disclaimer that violates a local statute will not make the rest of this disclaimer void.

Arbitration
Unless otherwise agreed, all disputes will be settled by arbitration under the rules as set forth by FINRA

Customer Privacy Policy
Our commitment to Your Privacy: Battenkill Capital, Inc. ("Battenkill Capital") has a longstanding policy of protecting the confidentiality and security of information we collect about customers. We will not share nonpublic information about you ("Information") without your consent, except for specific purposes described below. This notice describes the Information we may gather and the circumstances under which we may share it.

Why We Collect and How We Use Information: We limit the collection and use of Information to the minimum we require to deliver superior service to you. Such service includes maintaining your accounts with us, processing transactions requested by you and administering our business.

How We Gather Information: We get most Information directly from you, when you apply for, access and use financial products and services offered by our firm. We may verify this information or get additional information from consumer reporting agencies or public sources. This Information may relate to your finances, employment, as well as transactions and interactions with our firm or others.

How We Protect Information: Our employees are required to protect the confidentiality of Information and to comply with our established policies. They may access Information only when there is an appropriate reason to do so, such as to administer our products or services. We also maintain physical, electronic and procedural safeguards to protect Information, which comply with all applicable laws. Employees who violate our Privacy Policy are subject to disciplinary process.

Disclosure of Information: We may disclose any Information to or when we believe it necessary for the conduct of our business, or where law requires disclosure. For example, Information may be disclosed for audit or research purposes, to attorneys or other professionals, or to law enforcement and regulatory agencies, for example, to help prevent fraud. In addition, we may disclose Information to third party services providers (i) to enable them to provide business services for our firm, such as performing computer related data maintenance or processing services for our firm, (ii) to facilitate the processing of transactions requested by you, (iii), to assist us in offering products and services to you, or (iv) for credit review and reporting purposes. Except in those specific, limited situations, without your consent, we will not make any disclosures of Information to other companies who may want to sell their products or services to you. For example, we do not sell customer lists and we will not sell your name to a catalogue company. It is Battenkill Capital’s policy to require all third parties that are to receive any Information to sign strict confidentiality agreements.

Former Customers: Even if you are no longer a customer of our firm, our Privacy Policy will continue to apply.

Access to and Correction of Information: If you desire to review any file we may maintain for your personal Information, please contact us. If you notify us that any Information is incorrect, we will review it. If we agree, we will correct our records. If we do not agree, you may submit a short statement of dispute, which we will include in future disclosures of disputed Information. Information collected in connection with, or in anticipation of, any claim or legal proceeding will not be made available.

Further Information: We reserve the right to change this Privacy Policy. The examples contained within this Privacy Policy are illustrations and they are not intended to be exclusive. This notice complies with a recently enacted Federal Law and new SEC regulations regarding privacy. You may have additional rights under other foreign or domestic laws that may apply to you.

 

MORNING RESEARCH NOTES - RESEARCH DISCLOSURE

The Morning Notes and Commentary are prepared by Rick Franzen, CFA, for use by Battenkill Capital, Inc. ("Battenkill"). Opinions expressed reflect his thoughts as of the time of dissemination and are derived from his analysis of companies, industries and underlying exogenous factors. Neither Mr. Franzen nor Battenkill has any business relationships with the companies on which opinions are offered herein, nor are any such relationships contemplated. This and all other reports authored by Mr. Franzen in association with Battenkill are not "Research Reports", as defined by FINRA Rule 2711, due to an exemption for reports given very limited distribution. Mr. Franzen is therefore not a "Research Analyst" as defined under the rule and is not subject to the trading restrictions imposed by the Rule on Research Analysts. In addition to his engagement by Battenkill, Mr. Franzen is also the Portfolio Manager of The Alpine Fund, LP ("Fund"), a hedge fund implementing an enhanced market neutral strategy. The general partner of the fund is Battenkill Capital Management ("Management"), Inc. an affiliate of Battenkill. Mr. Franzen has an ownership interest in Management. The style of the Fund portfolio is largely paired trades using similarities or differences in companies to create a hedged position. The Fund portfolio may at any time be long or short the securities of any of the companies discussed in any of the reports Mr. Franzen produces in association with Battenkill. Any such positions may or may not appear consistent with opinions Mr. Franzen has rendered on subject companies. Further information about Mr. Franzen, Battenkill or its research related supervisory procedures is available on request.

 

RESEARCH REPORT APPROVAL AND INTERDEPARTMENTAL RELATIONSHIPS

1. Research reports must be approved, in advance, by a supervisory analyst acceptable to the Exchange under the provisions of NYSE Rule 344. Where a supervisory analyst does not have technical expertise in a particular product area, the basic analysis contained in such report may be co-approved by a product specialist designated by the organization. In the event that the member organization has no principal or employee qualified with the Exchange to approve such material, it must be approved by a qualified supervisory analyst in another member organization by arrangement between the two member organizations.

2. No research analyst may be subject to the supervision or control of any employee of the firm's investment banking department, and no personnel engaged in investment banking activities may have any influence or control over the compensatory evaluation of a research analyst.

3. Except as provided in paragraph C below, no employee of the investment banking department or any other employee of the firm who is not directly responsible for investment research ("non-research personnel"), other than legal or compliance personnel, may review or approve a research report of the firm before its publication.

4. Non-research personnel may review a research report before its publication as necessary only to verify the factual accuracy of information in the research report or identify any potential conflict of interest, provided that:

1. any written communication between non-research personnel and research department personnel concerning the content of a research report must be made either through authorized legal or compliance personnel of the firm or in a transmission copied to such personnel; and
2. any oral communication between non-research personnel and research department personnel concerning the content of a research report must be documented and made either through authorized legal or compliance personnel acting as intermediary or in a conversation conducted in the presence of such personnel.

 

COMMUNICATIONS WITH SUBJECT COMPANY

1. Except as provided in paragraphs B and C below, the firm may not submit a research report to the subject company before its publication.

2. The firm may submit sections of such a research report to the subject company before its publication for review as necessary only to verify the factual accuracy of information in those sections, provided that:

1. the sections of the research report submitted to the subject company do not contain the research summary, the research rating or the price target;
2. a complete draft of the research report is provided to legal or compliance personnel before sections of the report are submitted to the subject company; and
3. if after submitting the sections of the research report to the subject company the research department intends to change the proposed rating or price target, it must first provide written justification to, and receive written authorization from, legal or compliance personnel for the change. The firm must retain copies of any draft and the final version of such a research report for three years following its publication.

3. The firm may notify a subject company that the firm intends to change its rating of the subject company's securities, provided that the notification occurs on the business day before the firm announces the rating change, after the close of trading in the principal market of the subject company's securities.

4. No research analyst may participate in efforts to solicit investment banking business. Accordingly, no research analyst may, among other things, participate in any "pitches" for investment banking business to prospective investment banking clients, or have other communications with companies for the purpose of soliciting investment banking business.

5. A research analyst is prohibited from directly or indirectly:
1. participating in a road show related to an investment banking services transaction; and
2. engaging in any communication with a current or prospective customer in the presence of investment banking department personnel or company management about an investment banking services transaction.

6. Investment banking department personnel are prohibited from directly or indirectly:
1. directing a research analyst to engage in sales or marketing efforts related to an investment banking services transaction; and
2. directing a research analyst to engage in any communication with a current or prospective customer about an investment banking services transaction.

7. Any written or oral communication by a research analyst with a current or prospective customer or internal personnel related to an investment banking services transaction must be fair, balanced and not misleading, taking into consideration the overall context in which the communication is made.

 

RESEARCH ANALYST COMPENSATION

1. The firm may not pay any bonus, salary or other form of compensation to a research analyst that is based upon a specific investment banking services transaction.

2. The compensation of a research analyst who is primarily responsible for the preparation of the substance of a research report must be reviewed and approved at least annually by a committee that reports to the firm's board of directors. This committee may not have representation from the firm's investment banking department. The committee must consider the following factors when reviewing such a research analyst's compensation, if applicable:

1. the research analyst's individual performance, including the analyst's productivity and the quality of the analyst's research;
2. the correlation between the research analyst's recommendations and the stock price performance; and
3. the overall ratings received from clients, sales force, and peers independent of the firm's investment banking department, and other independent ratings services.

3. The committee may not consider as a factor in reviewing and approving such a research analyst's compensation his or her contributions to the firm's investment banking business. The committee must document the basis upon which each such research analyst's compensation was established. The annual attestation required by Rule 2711(i) must certify that the committee reviewed and approved each such research analyst's compensation and documented the basis upon which this compensation was established.

 

RESEARCH REPORT PUBLICATION, PUBLIC APPEARENCES, TERMININATION OF COVERAGE

1. The firm may not publish or otherwise distribute a research report and no research analyst may make a public appearance regarding a subject company for which the firm acted as manager or co-manager of:

1. an initial public offering, for 40 calendar days following the date of the offering; or
2. a secondary offering, for 10 calendar days following the date of the offering; provided that:

                                                               i.      paragraphs A(a) and A(b) will not prevent the firm from publishing or otherwise distributing a research report, or prevent a research analyst from making a public appearance, concerning the effects of significant news or a significant event on the subject company within such 40- and 10-day periods, and provided further that legal or compliance personnel authorize publication of that research report before it is issued or authorize the public appearance before it is made; and
                                                             ii.      paragraph A(b) will not prevent the firm from publishing or otherwise distributing a research report pursuant to SEC Rule 139 regarding a subject company with "actively-traded securities," as defined in Regulation M, 17 CFR 242.101(c)(1), and will not prevent a research analyst from making a public appearance concerning such a company.

2. If the firm has agreed to participate or is participating as an underwriter or dealer (other than as manager or co-manager) of an issuer's initial public offering,  it may not publish or otherwise distribute a research report or make a public appearance regarding that issuer for 25 calendar days after the date of the offering.

3. For purposes of paragraphs A and B above, the term "date of the offering" refers to the later of the effective date of the registration statement or the first date on which the security was bona fide offered to the public.

4. If the firm has acted as a manager or co-manager of a securities offering, it may not publish or otherwise distribute a research report or make a public appearance concerning a subject company 15 days prior to and after the expiration, waiver or termination of a lock-up agreement or any other agreement that the firm has entered into with a subject company or its shareholders that restricts or prohibits the sale of securities held by the subject company or its shareholders after the completion of a securities offering. This paragraph will not prevent the firm from publishing or otherwise distributing a research report concerning the effects of significant news or a significant event on the subject company within such period, provided legal or compliance personnel authorize publication of that research report before it is issued. In addition, this paragraph shall not apply to the publication or distribution of a research report pursuant to SEC Rule 139 regarding a subject company with "actively traded securities," as defined in Regulation M, 17 CFR 242.101(c)(1), or to a public appearance concerning such a subject company.

5. If the firm intends to terminate its research coverage of a subject company, notice of this termination must be made. The firm must make available a final research report on the subject company using the means of dissemination equivalent to those it ordinarily uses to provide the customer with its research reports on the subject company. The report must be comparable in scope and detail to prior research reports and must include a final recommendation or rating, unless it is impracticable for the firm to produce a comparable report (e.g., if the research analyst covering the subject company or sector has left the firm or if the firm terminates coverage of the industry or sector). If it is impracticable to produce a final recommendation or rating, the final research report must disclose the firm's rationale for the decision to terminate coverage.

6. Employees of the firm are not permitted to directly or indirectly offer favorable research, a specific rating or a specific price target, or threaten to change research, a rating or a price target, to a company as consideration or inducement for the receipt of business or compensation.