>>> Kimberly-Clark healthcare spinoff could be completed in 4Q14

Kimberly-Clark healthcare spinoff could be completed in 4Q14 

full statement : {http://investor.kimberly-clark.com/releasedetail.cfm?ReleaseID=841266}

Kimberly-Clark Corporation (NYSE: KMB) announced during its first quarter 2014 earnings call that the spinoff of its healthcare segment could potentially be pushed to the fourth quarter.

In a portion of the earnings press release providing an update on the spinoff, it stated:

In November 2013, Kimberly-Clark announced that it was pursuing a tax-free spin-off of its health care business. A spin-off would create a stand-alone, publicly traded health care company with approximately USD 1.6bn in annual net sales and leading market positions in both surgical and infection prevention products and medical devices.

Company management continues to analyze the potential spin-off and expects to seek approval from the Board of Directors to file a Form 10 registration statement with the SEC in early May. Kimberly-Clark expects that the spin-off will be completed at the end of the third quarter or potentially in the fourth quarter of 2014, assuming Board approval and subject to market, regulatory and other conditions.

As previously reported, the spin-off would create a stand-alone, publicly traded health care company with leading market positions in both surgical and infection prevention products and medical devices.

>>> Celanese beats by $0.12, beats on revs; guides FY14 EPS above consensus

Celanese beats by $0.12, beats on revs; guides FY14 EPS above consensus  

* Reports Q1 (Mar) earnings of $1.33 per share, excluding non-recurring items, $0.12 better than the Capital IQ Consensus Estimate of $1.21; revenues rose 6.2% year/year to $1.71 bln vs the $1.69 bln consensus.
- During the quarter, the company deployed $53 million of cash on share repurchases and at March 31, 2014 had $347 million remaining under its current share repurchase authorization.

* Co issues upside guidance for FY14, sees EPS of +12-14% (~$5.04-5.13) vs. $4.96 Capital IQ Consensus Estimate. "The hard work of our dedicated global teams delivered a great start to 2014. Our customer-oriented businesses delivered unique, value-added applications to our customers and earnings growth to Celanese. While our technology-enabled businesses focused on strategic initiatives that drove improved operations and margin expansion," said Rohr. "While we have a lot of work ahead of us, our innovation and productivity programs provide us with line-of-sight to 2014 earnings growth of 12 to 14 percent."

>>> Allergan: Pershing Square filed SC13D; discloses 9.7% stake and Valeant (VRX

Allergan: Pershing Square filed SC13D; discloses 9.7% stake and Valeant (VRX) merger plan

* Valeant currently intends to propose a merger in which AGN's shareholders will receive a combination of cash and Valeant common shares. Valeant has not yet determined the amount of cash and number of Valeant common shares it will offer, but it currently expects the cash component will total around $15 billion.
* "Barclays and Royal Bank of Canada have indicated that they are prepared to deliver financing commitments covering the cash portion of the transaction at the time Valeant makes an offer."
* Although Valeant currently expects to make an offer, it is under no obligation and provides no assurance it will do so. If Valeant fails to make an offer before May 2, 2014, the Reporting Persons will have the right to terminate the letter agreement described in Item 6 below and wind up PS Fund 1.
* The Reporting Persons and Valeant intend to consult with each other in connection with their respective investments in Common Stock..."
* Based on the foregoing, as of April 21, 2014, the 28,878,538 shares of Common Stock (which includes 24,831,107 shares of Common Stock underlying American-style call options and 3,450,000 shares of Common Stock underlying forward purchase contracts) (the "Subject Shares") beneficially owned by the Reporting Persons represent approximately 9.7% of the shares of Common Stock issued and outstanding.
* On February 25, 2014, Pershing Square and Valeant entered into a Letter Agreement (the "Letter Agreement") relating to PS Fund 1's investment in Common Stock. Pursuant to the Letter Agreement, the parties thereto agreed, among other things, that:
- Valeant and Pershing Square will become members in a newly formed jointly owned entity (which thereafter became known as PS Fund 1) and that entity will be the exclusive entity through which Pershing Square and funds advised by Pershing Square will acquire Issuer equity;
- Valeant will contribute $75.9 million to the entity; Funds advised by Pershing Square will contribute in its discretion additional amounts to the entity and the entity will purchase equity in the Issuer;
- Pershing Square will direct the management of the entity (including the manner and timing of purchases and sales of Issuer equity) and will generally decide how the entity votes any securities it owns, except that until the Termination Time (as defined in the Letter Agreement) the entity will vote all of its shares of Common Stock in favor of a proposal by Valeant to acquire the Issuer and other proposals supported by Valeant and against proposals reasonably likely to impair the ability of Valeant to consummate a business combination with the Issuer, and, subject to limited exceptions, will not sell or otherwise reduce its economic ownership in Issuer equity; CUSIP No. 018490102 13D Page 8
- At the election of Valeant, immediately prior to consummation of a Valeant business combination with the Issuer, Pershing Square will purchase, for $400 million, shares of Valeant common stock at a per share price reflecting a 15% discount to the then current market price;

WSJ : Ackman, Valeant Team Up to Pursue Takeover of Allergan

Ackman, Valeant Team Up to Pursue Takeover of Allergan
Valeant, Allergan Each Worth More Than $40 Billion

William Ackman and Valeant Pharmaceuticals International Inc. VRX.T +3.21% are teaming up to try to buy wrinkle-treatment Botox maker Allergan Inc., AGN +6.03% according to people familiar with the matter, in a unorthodox alliance between an activist investor and corporate acquirer.

Mr. Ackman's Pershing Square Capital Management LP has built a nearly 10% stake in Allergan, according to people familiar with the matter, worth about $4 billion and representing his biggest investment ever, the people said.

The two companies, both midsize in the pharmaceutical industry, have market capitalizations of more than $40 billion. Any offer for Allergan would likely come with a premium above $116 a share, the price Allergan traded at before Pershing Square began rapidly building its stake, said one of the people.

The stock last traded at that price around April 10. On Monday, shares closed up 6% at $142.

The offer would likely be a combination of cash and stock, the person said, and Pershing Square would maintain a stake in the combined company.

>>> US Close : Dow+0,25% S&P+0,38% Nasdaq+0,64%


Closing Summary: Five in a Row for S&P 500

The trading action in the stock market today left a lot to be desired, yet that didn't stop the market from finishing the day higher. Led by the health care (+1.2%), energy (+0.7%), and technology (+0.4%) sectors, the S&P 500 jumped 0.4% and closed the session with its fifth consecutive gain -- a first in 2014.

The US market reopened after the three-day Easter weekend, but for all intents and purposes, it continued to operate in holiday mode. Trading conditions were thin, no doubt kept that way by the lack of activity out of Europe where markets remained closed for the Easter holiday. NYSE volume totaled just 591 mln mln shares, which was well below a recent average of 725 mln shares.

There were only a handful of earnings reports today, yet the earnings news and the trading volume should pick up as the week progresses with roughly 150 S&P 500 companies reporting results for the March quarter.

Today's trading featured a report that Pfizer (PFE 30.86, +0.61) may be considering a $100 bln acquisition of AstraZeneca (AZN 69.11, +5.62). That speculation underpinned the health care sector all day. Additionally, the sector drew added support from the biotech stocks, which continued to rebound from their recent drubbing. The iShares Nasdaq Biotechnology ETF (IBB 227.34, +5.18) jumped 2.3% and contributed handsomely to the Nasdaq's outperformance.

Overall, there wasn't a lot of significant sector strength. Gains were modest in size, evidenced by the fact that the health care sector was the only sector to gain at least 1.0%. Similarly, there weren't any big losers from a sector standpoint either. The utilities sector (-0.2%) was the biggest laggard, but it was the financial sector (-0.04%) that was the most influential laggard despite a better than expected earnings report from SunTrust Banks (STI 38.52, +0.57). The sector's weakness can be blamed mostly on the money-center banks, which dipped modestly in today's action.

Other companies topping earnings expectations, like Halliburton (HAL 62.92, +2.02) and Hasbro (HAS 55.66, +1.05), fared well. Kimberly-Clark (KMB 110.94, -1.60), on the other hand, did not even though it surpassed the Capital IQ consensus EPS estimate for its March quarter by a penny.

Ford (F 15.97, -0.03) was another company that drew some added attention after reports indicated the company will be announcing CEO Alan Mulally's departure date on May 1. After Mr. Mulally's departure, COO Mark Fields will take over the CEO post.

Separately, IBM (IBM 192.27, +2.26) rebounded from its post-earnings lashing on Thursday to lead the Dow Jones Industrial Average. It was the only component, however, to gain at least a point.

On the economic front, the Leading Indicators report for March met expectations, showing a 0.8% increase that marked the third consecutive monthly increase. That was up from 0.5% in February and could be construed as an encouraging indication for future growth. That point notwithstanding, the Treasury market held firm today.

Tuesday's economic calendar will feature the Existing Home Sales report for March. The Briefing.com consensus estimate calls for existing home sales to be flat versus February at 4.60 mln units.
  • S&P 500 YTD: +1.3% 
  • Dow Jones Industrial Average YTD: -0.7%
  • Nasdaq Composite YTD: -1.3%
  • Russell 2000 YTD: -2.%