Tuesday, May 01, 2007
Dow Jones & Company, Inc. (NYSE:DJ) shares jumped over 50% today after the company received an unsolicited $5 billion, or $60 per share, bid from News Corp. (NYSE:NWS). The move would expand News Corp's reach into business media with the Wall Street Journal and Dow Jones Newswire. While unsolicited, News Corp. insisted that the bid was friendly and the company would not pursue any kind of a hostile takeover of Dow Jones.

It is obvious that Dow Jones is a company that News Corp. wants badly enough that it would bid such a high amount to preclude competitors. Dow Jones investors may be ready for an exit too after the company announced first-quarter profits that fell 63% after revenue at the Wall Street Journal declined. Coupled with a slowdown in the print media industry - which saw newspaper circulation fall 2.1% in six months - the bid should be welcomed by the company's board of directors. However, we'll have to wait and see...

News of the unsolicited bid also sent shares of other newspaper companies up as speculation of consolidation in the industry took over. Gannett rose 5%, the New York Times rose 5% and the Washington Post rose nearly 3%. For now, however, this seems like an isolated incident.

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5/1/2007 7:01:06 PM UTC  #    Comments [0]  |  Trackback
Agile Software Corporation (NDAQ:AGIL) shares moved up $0.24, or 3.34%, to $7.43 today after the company announced the date of its annual shareholders meeting in a Schedule 14A proxy filing with the SEC. Normally this isn't such big news, but in Agile's case this year's June 20th annual meeting promises to be like no other!

Agile Software has been engulfed in a month-long battle with activist hedge fund manager Robert Chapman, who has been pushing for a sale of the company. And he is not alone - Shamrock Activist Value Fund also voiced its support for the idea along with other large institutional investors.

The two hedge funds are concerned that independent software companies focusing on the product lifecycle management industry cannot compete against their larger rivals. Consequently, a sale of the company may be the only viable option for investors concerned over slow revenue growth and narrowing profit margins.

Agile has reportedly hired Citigroup to help it explore its strategic options, but some investors worry that they may use their large cash position to make an acquisition rather than auction itself off. This is why many large investors are going to be carefully watching the company during its annual meeting this year, hoping to get an idea of where they plan on taking the company.

Meanwhile, Chapman hinted that he would outline his argument for selling the company in a filing with the SEC shortly. We will likely get to see this before June 20th so that it can be discussed during the company's annual meeting. If Chapman and other investors are successful in pushing for a sale of the company, it could mean significant share appreciation. This makes AGIL a stock worth watching!

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5/1/2007 6:07:32 PM UTC  #    Comments [0]  |  Trackback
Wendy's International (NYSE:WEN) shares jumped over 10% last week after the company announced that it was considering putting itself up for sale. The move comes after billionaire investor Nelson Peltz and former shareholder Bill Ackman pressured the company to boost its stock price. The two first persuaded Wendy's to spin off Tim Hortons, a coffee and doughnut chain, in September and sell its Baja Fresh chain in November. But activist shareholders and finally managed to convince the board that this simply is not enough.

The company still owns a lot of undervalued assets including about half as many locations as McDonald's. Investors argue that there is a lot of money tied up in these assets that could easily catch the interest of a financial buyer or perhaps even a strategic buyer. Financial buyers are attracted to the company's cash flows and real estate, which can be used to repay the debt borrowed to finance the transaction. Strategic buyers may be interested in the large scale of Wendy's operations; however, some argue that it may be too expensive for most strategic buyers. Whether or not a sale actually takes place remains to be seen; however, WEN is definitely a stock to keep an eye on as this situation unfolds!

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5/1/2007 3:44:02 PM UTC  #    Comments [0]  |  Trackback
 Monday, April 30, 2007
Bankrate Inc. (RATE) added 5% to $40.37 today after the company was initiated with a buy rating at American Technology Research with a price target of $48.

Ceragon Networks Ltd. (CRNT) shares jumped over 16% after the Israeli wireless provider reported first-quarter net earnings of $2.62 million, or 9 cents per share, up from $228,000, or one cent per share, a year ago. Revenues rose to $33.9 million from $21.3 million a year ago. Analysts were expected 9 cents per share on revenues of $32.4 million.

Datawatch Corp. (DWCH) shares rallied 25% after the enterprise information management applications provider reported second-quarter earnings of $424,000, or 7 cents per share, up from $227,000, or 4 cents per share, a year ago. Revenues rose 14% to $6.1 million for the year.

Ionatron (IOTN) shares jumped 21% after the U.S. Navy posted a notification on the Federal Business Opportunities Web site about the award of a sole source contract regarding the company's Counter IED technology. Ionatron disclosed the posting of the contract which is worth about $500,000.

Sigma Designs (SIGM) shares dropped 12% after the company was downgraded to sell from neutral at American Technology Research.

Rigal Pharmaceuticals (RIGL) dropped 6.2% after the company said that it plans to sell five million shares under an existing shelf registration statement with an over-allotment option for an additional 750,000 shares to the underwriters.

Citigroup (C) management is reportedly concerned that the company could become an activist takeover target, according to a report by the Financial Times. The executives are concerned that the company may represent an attractive breakup opportunity, while many dismiss the rumors on grounds of its size.

Merrill Lynch (MER) said it would buyback $6 billion in shares.

Dominion (D) agreed to sell its Gulf of Mexico assets to Italian energy group Eni (E) for $4.8 billion.

4/30/2007 10:45:02 PM UTC  #    Comments [1]  |  Trackback
Hexcel Corporation (NYSE:HXL) shares jumped $0.77, or 3.61%, to $22.11 today after O.S.S. Capital Management disclosed a 5.1% stake in the company and expressed their concern over the company's recent under-performance in a Schedule 13D filing with the SEC. The hedge fund first contacted the company on March 9, 2007 when it sent a letter expressing concern regarding the company's operating performance relative to its peers and management's lack of concern regarding the gap in performance. O.S.S. also noted that one member of the company's board of directors was stepping down and suggested a candidate for his replacement.

The letter cited the company's operating margins - which stand near 10% now - as being the primary issue. While the company has increased this number from 7% in 2002 to 10% now, Cytec Industries' Engineered materials segment is now generating operating margins of 18% while Toray Industries' is even higher. Had the company achieved 17% operating margins on its 2006 revenues, the company would have earned an additional $78 million in operating income. And by applying the current 17x multiple of EV to operating income, this difference would result in a value increase of more than one billion dollars. This equates to more than $14 per share above the current share price! The hedge fund blames this inability to achieve proper valuation on poor management, which it believes needs to be replaced.

The next move came on April 9th when Hexcel Corporation's CEO visited O.S.S.'s offices to discuss these matters more deeply. But these talks seemed to have gone no where after the hedge fund reiterated its concerns shortly later and requested that a committee of independent directors be formed and that the committee retain an independent investment bank to advise as to how shareholder value could be best maximized. The hedge fund simply stated that the company is under-earning, management is not addressing the shortfall in earnings, and the shareholders are suffering. Therefore, an evaluation of strategic alternatives may be the only way for changes to take place. Whether or not this process happens smoothly depends largely on the company's board of directors. If they oppose, we could be in for a battle. However, if they agree, it could mean significant upside for the company's shareholders. This makes HXL a stock worth watching!

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4/30/2007 6:43:33 PM UTC  #    Comments [0]  |  Trackback
Yahoo! Inc. (NDAQ:YHOO) announced the acquisition of privately held Right Media today for $680 million just a week after Google Inc.'s (NDAQ:GOOG) well-publicized acquisition of DoubleClick. Right Media is a privately held company that enables publishers to buy and sell online ad placements in real time through an auction system - a system very similar to that of DoubleClick. The move will give Yahoo the ability to sell and broker ads outside of its own network of websites and diversify its revenues to better compete with Google.

The move marks continued consolidation in the highly-competitive online advertising market as giants Yahoo, Google, AOL and Microsoft compete to broaden their audience. Notably, Microsoft (NDAQ:MSFT) and TimeWaner's AOL (NYSE:TWX) have yet to obtain a presence in the more traditional banner advertising market to compliment their existing contextual search business. Clearly, both of these companies are interested in such acquisitions since they were involved in the bidding for DoubleClick before Google's blockbuster bid. So, what are some other potential targets for continued consolidation? Well, three key players have emerged: aQuantive (NDAQ:AQNT), ValueClick (NDAQ:VCLK) and 24/7 Real Media (NDAQ:TFSM). Right now, several of these names are down since Yahoo!'s acquisition involved a private company, suggesting that these players are somewhat overpriced. However, given Microsoft's large cash reserves and AOL's need to establish itself in the market, the buyout possibilities for these firms remains strong.

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4/30/2007 5:20:08 PM UTC  #    Comments [0]  |  Trackback
International Securities Exchange Holdings (NYSE:ISE) shares jumped $18.84, or 41.21%, to $64.56 today after Deutsche Boerse AG said it is in talks to acquire the company for $2.8 billion, or $67.50 per share. The company confirmed that it was in advanced discussions regarding a business combination while Deutsche Boerse said its board will recommend the transaction to its supervisory board. The acquisition would make Deutsche Boerse a large player in the U.S. options trading business.

Many other stock exchanges are also looking to combine or expand their businesses into other financial products that have higher profit margins than simply stocks. Perhaps the most visible company seeking an acquisition is the Nasdaq, which recently lost its bid for the London Stock Exchange. Many investors expect the company to buy its way into the options and derivative businesses through an acquisition like the Chicago Board of Trade. Deutsche Boerse's move places increased pressure on the exchange to act more quickly to secure its own spot in the international marketplace. The acquisition of ISE puts the exchanges in a renewed takeover spotlight, particularly companies like the Chicago Mercantile Exchange (NYSE:CME) and CBOT Holdings Inc. (NYSE:BOT)!

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4/30/2007 4:04:21 PM UTC  #    Comments [1]  |  Trackback
 Friday, April 27, 2007
General Electric Company (NYSE:GE) shares rallied $0.99, or 2.76%, to $36.84 today after Citigroup (NYSE:C) analysts recommended that the company spinoff NBC Universal, GE Money and the real estate division. The analysts suggested that GE's size and complexity is working against investors in the stock and has contributed to further value erosion. The move by Citigroup analysts follows similar suggestions from other analysts during the past few weeks. An analyst from Prudential Equity Group Inc. even suggested that Google (NDAQ:GOOG) may be interested in acquiring its NBC Universal division to compliment its YouTube media offerings.

Just how much could this move yield for investors? Well, some analysts like Jeffrey Sprague from Citigroup are pegging the breakup value at around $46 per share. Moreover, streamlining the company's operations would help give investors a greater understanding of the company and perhaps enable it to command a premium instead of trade at a discount. Clearly, these moves also have widespread support from the company's shareholder base who expressed concerns about the company's valuation at the last annual meeting. Whether or not the company heeds this advice remains to be seen, however, this is definitely a stock to watch in the meantime!

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4/27/2007 5:30:20 PM UTC  #    Comments [0]  |  Trackback
ABN Amro Holding (NYSE:ABN) shares moved up $0.55, or 1.11%, to $50.08 today after a consortium led by the Royal Bank of Scotland said it would go ahead with plans to launch a hostile bid for the company in a move aimed at breaking up the friendly existing bid by Barclay's Bank. "The banks continue to believe that their proposals offer materially higher value for ABN Amro's shareholders and benefits to customers and employees compared with the recommended offer from Barclays," the banks said in a joint statement. Obviously, shareholders are also interested in seeing this new offer. The Children's Investment Fund - the activist hedge fund that owns 2% of ABN Amro and originally called for the breakup - welcomed the consortium's plan and described it as "compelling." Whether or not the board of directors agrees to review this new bid remains to be seen; however, this is definitely a stock to keep an eye on in case a bidding war breaks out.

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4/27/2007 3:36:07 PM UTC  #    Comments [0]  |  Trackback
 Thursday, April 26, 2007
Applebees International Inc. (NDAQ:APPB) shares rose $1, or 3.89%, to $26.84 today after the company announced that it has received preliminary takeover offers and would begin a second round of due diligence with bidders before taking final offers. The company also said that it was exploring a recapitalization of the company as a possible alternative to a buyout. The moves come after Applebees settled with dissident shareholders Richard Breeden and his Breeden Capital Management LLC who threatened a proxy fight over board seats. As part of their settlement, the company agreed to explore strategic alternatives back in February. We covered this story in several past articles that outline the hedge funds problems and recommendations for changes at the company.

Now that the company has potential bidders on its doorstep, we can assume that it comes in at a premium higher than the current share price. After all, Applebees is a national chain that both financial and strategic buyers may be interested in turning around. The company was quick to note, however, that it was too early to comment on the likelihood or value of a recapitalization or sale, saying that there was no guarantee that a transaction would occur. Regardless, this is definitely a stock to watch as the company explores its options!

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4/26/2007 3:59:37 PM UTC  #    Comments [0]  |  Trackback