The Home Depot (NYSE: HD) has been a big disappointment to me this year and to long-term shareholders it has been worse.

The brutal housing market, slowing construction, tapped-out consumers, tightening credit markets, not to mention rampant company mismanagement, have all played their part. Then you have the competition from Lowe's (NYSE: LOW), so maybe I was just early and there is a lot of opportunity ahead. I tend to think so, but this story is about the sale of Home Depot's Supply Unit:

The original deal was for private equity firms Bain Capital Partners, Carlyle Group and Clayton, Dubilier & Rice to purchase price HD Supply for $10.3 billion, now reduced to $8.5 billion. This is $1.8 billion less, but that is not the end of the story. Home Depot will be receiving 17.476% less money but is selling 12.5% less of the company so the real difference is a 4.976% reduction in the price. This is not such a bad deal since it now shares in the upside of the new entity's future. Some might argue a path to an upside that will be paved by a better management group.

Although I am sure I am in the minority on this issue, I think The Home Depot negotiated a good deal given the circumstances. It is better for all concerned. The banks have less exposure, the private equity buyers have less risk and a lower purchase price and HD gets to close the deal with some future upside. This may actually work out better than the original deal.

Does anyone believe that the new owners will not outpace HD's return on equity or invested capital? I would bet that remaining 12.5% interest in HD Supply doubles in value faster than Home Depot's stock value. Interestingly, while the words I read here and there make this deal out as a disappointment the action on Wall Street has the stock trading up as a I write, about $1.2 billion in capitalization. Given that the option of not closing the deal might have caused the stock to trade lower, the difference between the downside risk and the upside stock move probably equals or exceeds the $1.8 billion dollars. So I like the deal very much.

To verify my track record, including bad calls, read Chasing Value and Serious Money.

Sheldon Liber is the CEO of a small private investment company and the principal for design and research at an architecture & planning firm.