FT : Orange/MasMovil: everyone expects the Spanish acquisition

Orange/MasMovil: everyone expects the Spanish acquisition
Assuming the deal is cleared by the competition authorities, expect more to follow

Consolidation in Spanish telecoms has long conformed to the unfair national stereotype of putting jobs off until mañana. Now, that tomorrow is dawning. Two of the country’s top four operators plan a €19.6bn joint venture that in turn paves the way for France’s Orange — should it so wish — to assume ownership of mobile telephony group MasMovil.

Europe’s competition authorities have hitherto had little truck with consolidation: the price wars bleeding the region’s operators are a boon for consumers. The previous wave of consolidation was marked by hefty remedies as Orange, which acquired Spanish cable group Jazztel, knows only too well. The proposed MasMovil joint venture will show whether regulators are willing to soften their stance.

Optimists should take heart from an improving political climate. Governments, keen to improve broadband access, realise that companies need decent returns if they are to invest. Orange was careful to note that its proposed JV would have the scale to carry out “ambitious and sustainable” expansion of fibre and 5G networks.

The deal attributes an enterprise value of €8.1bn to Orange’s Spanish unit, or 7.5 times this year’s estimated ebitdaal (including leased assets). The figure for MasMovil is €11.5bn, a multiple of 10 times. The duo will have equal ownership but private equity-owned MasMovil will also make an equalisation payment — which New Street Research estimates will come in at about €1.6bn — to reflect its €6.6bn net debt burden. Orange Spain has no net debt.

There is little to quibble with number-wise. The combined company, with revenues of €7.5bn and ebitdaal of more than €2.2bn, will overtake Vodafone in market share. Orange is pencilling in synergies of €450mn from the third year; taxed and capitalised worth about €3.1bn. 

Assuming the deal is cleared, expect more to follow. There are plenty of oversaturated markets in Europe where would-be consolidators are ready to pounce. They include Vodafone which may be smarting from missing out — or inflating its own value — with MasMovil. But the M&A floodgates will take time to open fully.

JPost : Putin's offer, Zelensky's dilemma

Putin's offer, Zelensky's dilemma: What is going on in negotiations between Russia and Ukraine?

According to sources privy to details about Bennett's trip to Russia, the negotiations are much more serious than what the West has been saying and Zelensky faces a tough decision.

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Three days after Prime Minister Naftali Bennett's meeting with Russian President Vladimir Putin in Russia the details are beginning to emerge. According to people who were privy to details about the meeting, the current situation is that Russia has offered a "final" version of its offer to end the crisis, which Zelensky needs to accept or decline.
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The proposal was deemed "difficult" but not "impossible," the sources said. It is worse than what Zelensky would have gotten before the invasion but "the gaps between the sides are not great."
Putin ordered for his forces to halt and the command for a ceasefire to be enacted was given in order to wait for Zelensky's decision, the sources said. If Zelensky denies the proposal, French President Emmanuel Macron's assumption that "the worst is before us" is prone to happen. In this case, Putin will order his army to put the pedal to the metal and change the face of Ukraine. Zelensky is torn, the sources said. On the one hand, he is enjoying immense popularity and has become the perfect Che Guevara. On the other hand, he knows fully well what Guevara's end was.
Zelensky can fortify Ukraine's independence but will have to pay a heavy price, the sources said. Assumptions are that he will be forced to give up the contested Donbas region, officially recognize the pro-Russian dissidents in Ukraine, pledge that Ukraine will not join NATO, shrink his army and declare neutrality. If he declines the proposal, the outcome may be terrible: thousands, perhaps tens of thousands of Ukrainians will die and there is a high probability that Ukraine will completely lose its independence.
According to the sources knowledgeable about the content of the talks, Bennett's trip to Moscow was not meant to serve as mediation between the sides and no arbitration proposal was officially offered. Rather, the trip was meant to get a sense of what Putin's position was, what his state of mind was and what his red lines were, and report them to the West. The real negotiations, according to the sources, are happening directly between Russia and Ukraine and are much more serious than what the West has been saying. Ukraine has not shared with the West what has been going on in the negotiations since they do not want to damper the sense of emergency all over the world. In reality, however, the Ukrainians know fully well what Putin's demands are and they know they will have to make a dramatic decision in the coming days.

No one will pressure the Ukrainians, the sources said. The decision is Zelensky's. however, one thing is certain: Putin is determined, and the continuation of the growing complication sin the invasion will not deter him. On the contrary, he cannot turn back so the more the war becomes difficult and casualties mount, the more he will be pressured to show real achievements. The impression is that despite the fact that the predictions of a quick victory over the Ukrainian army have been proven false, Purin is as determined as ever.

FT : Orange and MasMovil in exclusive talks to form €19.6bn Spanish joint ventur

Orange and MasMovil in exclusive talks to form €19.6bn Spanish joint venture
Telecoms deal would value Orange at €8.1bn and MasMovil at €11.5bn

Orange and MasMovil are in exclusive talks to combine their Spanish businesses through a €19.6bn joint venture in what is likely to be the first of several attempts this year to streamline Europe’s fragmented telecoms markets.

The news will be perceived as a blow to Vodafone, which had also been talking to parties in Spain about possible deals for its Spanish business.

Vodafone’s chief executive, Nick Read has been under pressure from activist investor Cevian Capital to seek deals more aggressively to simplify the company’s sprawling telecoms business, and dispose of poorly performing units.

Telecoms executives have stepped up calls for consolidation in countries where there are four or more players, which they say creates excessive competition and cost pressures, stifling investment.

The European telecoms sector is highly fragmented and has suffered from years of poor returns.

Spain’s largest operator is Telefónica, followed by Orange, and Vodafone. MasMovil, the fourth biggest operator, was taken private in 2020 after a leveraged buyout by private equity groups KKR, Providence Equity Partners and Cinven.

Previous attempts to strike deals in the competitive telecoms markets — including an attempt to merge Three and O2 in the UK in 2016 — have been blocked by the European Commission in Brussels.

Industry figures hope regulators and governments may now be more receptive to deals as they have become more aware of the huge investments needed to build full-fibre networks and roll out 5G at scale.

Ramon Fernandez, deputy CEO at Orange, said that the deal would “help us gain competitiveness and scale and undertake ambitious investments in Spain”.

It could allow Orange and MasMovil to leapfrog Vodafone in the country, with the two combined businesses set to become the biggest mobile operator and second biggest broadband operator in Spain, according to market analysis by Analysys Mason.

Fernandez said: “[Spain] is a market where you have too many players . . . there was a need to see some consolidation,” adding that talks had been going on with MasMovil for several months.

“We were not looking for an exit from Spain, we were looking for a scheme that would help us comfort our position in the Spanish market.”

The deal would value Orange at €8.1bn and MasMovil at €11.5bn, and the two companies would share governance equally between them. They would have combined revenues of more than €7.5bn and earnings before interest, tax, depreciation and amortisation of more than €2.2bn, they added.

The deal also includes the right for either party to trigger a public listing under certain conditions. Under the terms of the agreement, Orange would have the right to buy a controlling share of the capital at today’s prices in the case of a future float.

Vodafone held talks with MasMovil last year about a merger between the two Spanish businesses, but the two parties were unable to agree on the price and structure of the company, according to two people with knowledge of the conversations.

After those talks fell apart, MasMovil agreed to buy its smaller telecoms rival Euskaltel for €2.1bn, combining Spain’s fourth and fifth largest operators, and creating a more formidable competitor to the three largest operators.

Vodafone’s shares fell 1.5 per cent to 119.20p in early morning trading, while Orange’s gained nearly 1 per cent to reach €10.37.

WSJ : How Much Oil Does the U.S. Import From Russia?

How Much Oil Does the U.S. Import From Russia?
Despite being the top global producer, the U.S. turns to Russian crude to service more-isolated coastal markets and keep refineries running at optimal levels

The fracking boom made America the world’s biggest oil producer a few years ago, but the U.S. still imports millions of barrels each day from other parts of the world, including Russia.

In the wake of Russia’s invasion of Ukraine, some in Congress have urged the Biden administration to come down swiftly on U.S. imports of Russian crude, going so far as to recommend banning the cargoes. That presents a tough decision for President Biden, who has to balance a desire to punish Russia with concerns about rising consumer prices and inflation.

The question has taken on new urgency because of disruptions in the oil market. Acting as if energy were in the crosshairs of Western sanctions officials, refiners have balked at buying Russian oil and banks are refusing to finance shipments of Russian commodities, according to traders, oil executives and bankers.

Here is a look at why the U.S. still imports Russian crude and where it goes.

How much oil does the U.S. import from Russia?
The U.S. still consumes far more oil than companies extract domestically, requiring it to import some supplies. But it is less reliant on Russia’s oil than Europe and takes only a small portion of its imported crude from Russia.

America gets most of its crude imports from Canada, Mexico and Saudi Arabia. Smaller countries in Latin America and West Africa also typically send more crude to the U.S. than Russia does.

About 8% of U.S. imports of oil and refined products, or about 672,000 barrels a day, came from Russia last year, said Andy Lipow, president of Lipow Oil Associates LLC in Houston, citing figures from the Energy Information Administration. Of that, Russia’s crude made up roughly 3% of the nation’s imports, about 200,000 barrels a day.

In mid-2021, U.S. imports of Russian crude hit the highest levels in about a decade, and had been trending higher in recent years, EIA data show. But Russian crude has never made up a large part of the U.S. oil supply system, Mr. Lipow said.

If the U.S. exports millions of barrels a day from the Gulf Coast, why does it import Russia oil?
The Jones Act, passed a century ago, has effectively limited the size of vessels that are allowed to transport goods between U.S. ports. That has left oil buyers on the West Coast and East Coast effectively unable to get supplies shipped out of the Gulf Coast.

The Gulf Coast, where oil companies shipped out about 3 million barrels a day in December, is connected by pipelines to the Permian Basin of West Texas and New Mexico and Cushing, Okla., the nation’s oil storage hub.

It isn’t profitable for companies to ship oil from that region to the U.S. East and West Coasts by such small ships, so refiners along those coasts, lacking pipeline connections from the Permian and Cushing, mostly import it from overseas.

Russia’s attack on Ukraine helped push the price of oil to over $100 a barrel for the first time since 2014. Here’s how rising oil costs could further boost inflation across the U.S. economy. Photo illustration: Todd Johnson

Why do U.S. refineries need different varieties of crude?
The U.S. buys Russian oil in part to feed refineries that need different grades of crude with a higher sulfur content to make fuel at top capacities. U.S. refineries were designed decades ago to use heavier grades of crude, often with higher levels of sulfur, when domestic supplies were lower.

In recent years, Russian crude has filled some of the gap around the world left behind by sanctions on Venezuela and Iran, which crippled the flow of that type and similar types of oil from those two countries to refiners in the Gulf Coast and elsewhere, Mr. Lipow said.

Where does Russia’s oil go in the U.S.?
Roughly half of the oil that the U.S. imports from Russia goes to the West Coast, where refiners take crude deliveries from overseas largely because they aren’t connected by pipelines to the Permian Basin, the largest U.S. oil field. West Coast refiners take Russian crude that is shipped out of the port of Kozmino on the country’s eastern side on the Pacific Ocean.

Another quarter of that oil, roughly 50,000 barrels a day, goes to the East Coast, where refiners also aren’t connected by pipeline to the current top sources of U.S. oil production. The remaining quarter often ends up in the Gulf Coast, where Russia’s Urals grade of crude, which has a higher level of sulfur than most of the crude produced in the U.S., is considered profitable for use in refineries designed to run so-called sour grades of oil.

What might happen if the U.S. and other countries slow the flow of Russian crude?
Moves to hamper the flow of Russian crude could be interpreted by the oil market as another hit to already tight global supplies, which could further raise costs on consumers. The U.S. and other major oil-consuming nations said that they would release 60 million barrels from emergency stockpiles to boost global supplies.

Still, oil prices have continued to rise and briefly surged past $130 a barrel Sunday evening amid concerns about mounting civilian casualties in the war and the impact of import bans.

Some refiners were refusing to buy Russian oil due to the risk that they could be ensnared by sanctions, as the war triggered a reordering of the world’s oil flows. Meanwhile, global market participants Monday were beginning to contemplate the previously unthinkable question of how they would cope without Russian oil supplies.

>>> US Research Calls II

Research Calls II

  • Upgrades:
    • BP (BP) upgraded to Neutral from Underperform at BofA Securities
    • Delek US Holdings (DK) upgraded to Neutral from Underperform at BofA Securities; tgt raised to $21
    • HollyFrontier (HFC) upgraded to Buy from Neutral at BofA Securities; tgt raised to $47
    • Limelight Networks (LLNW) upgraded to Outperform from Market Perform at Northland Capital; tgt raised to $6.50
    • PBF Energy (PBF) upgraded to Buy from Neutral at BofA Securities; tgt raised to $25
    • Southwestern Energy (SWN) upgraded to Neutral from Underperform at BofA Securities; tgt raised to $9
    • Tyra Biosciences (TYRA) upgraded to Buy from Hold at Jefferies; tgt lowered to $27
    • Wintrust Fin (WTFC) upgraded to Buy from Neutral at Janney
  • Downgrades:
    • ConocoPhillips (COP) downgraded to Neutral from Buy at BofA Securities; tgt raised to $135
    • Diamondback Energy (FANG) downgraded to Neutral from Buy at BofA Securities; tgt raised to $170
    • EOG Resources (EOG) downgraded to Neutral from Buy at BofA Securities; tgt raised to $146
    • Northern Oil & Gas (NOG) downgraded to Neutral from Buy at BofA Securities; tgt raised to $38
    • Ovintiv (OVV) downgraded to Neutral from Buy at BofA Securities; tgt raised to $73
    • Squarespace (SQSP) downgraded to Neutral from Buy at Mizuho; tgt lowered to $22
  • Others:
    • Adicet Bio (ACET) initiated with a Buy at Truist; tgt $30
    • ChromaDex (CDXC) initiated with a Buy at ROTH Capital; tgt $7
    • Lion Electric (LEV) initiated with a Buy at Canaccord Genuity; tgt $12
    • Pegasystems (PEGA) initiated with a Buy at Truist; tgt $110
    • Penumbra (PEN) initiated with a Hold at Needham
    • S&P Global (SPGI) resumed with a Buy at Goldman; tgt $485
    • S&P Global (SPGI) resumed with an Overweight at Barclays; tgt $500
    • The Arena Group (AREN) initiated with a Buy at B. Riley Securities; tgt $15

>>> US Research Calls

Research Calls

  • Upgrades:
    • Bank of America (BAC) upgraded to Neutral from Underperform at Robert W. Baird; tgt $42
    • Callon Petroleum (CPE) upgraded to Buy from Hold at Truist; tgt raised to $100
    • Cara Therapeutics (CARA) upgraded to Overweight from Neutral at JP Morgan; tgt raised to $20
    • Consolidated Comms (CNSL) upgraded to Neutral from Sell at Citigroup; tgt raised to $5
    • Dell (DELL) upgraded to Outperform from In-line at Evercore ISI; tgt $60
    • DISH Network (DISH) upgraded to Buy from Neutral at UBS; tgt $44
    • Equinor (EQNR) upgraded to Buy from Neutral at BofA Securities
    • Fastenal (FAST) upgraded to Equal Weight from Underweight at Wells Fargo; tgt raised to $58
    • H&E Equipment (HEES) upgraded to Buy from Neutral at UBS; tgt raised to $48
    • Millicom International Cellular (TIGO) upgraded to Sector Outperform from Sector Perform at Scotiabank; tgt $32.90
    • Okta (OKTA) upgraded to Buy from Neutral at Mizuho; tgt $225
  • Downgrades:
    • Alector (ALEC) downgraded to Hold from Buy at Stifel; tgt lowered to $18
    • Biogen (BIIB) downgraded to Hold from Buy at Stifel; tgt lowered to $223
    • BlackRock (BLK) downgraded to Neutral from Outperform at Exane BNP Paribas; tgt $725
    • Cedar Realty Trust (CDR) downgraded to Mkt Perform from Outperform at Raymond James
    • DT Midstream (DTM) downgraded to Neutral from Outperform at Credit Suisse; tgt raised to $58
    • Lazard (LAZ) downgraded to Equal-Weight from Overweight at Morgan Stanley; tgt $40
    • Occidental Petro (OXY) downgraded to Neutral from Buy at BofA Securities; tgt raised to $80
    • Passage BIO (PASG) downgraded to Neutral from Overweight at JP Morgan
  • Others:
    • Archaea Energy (LFG) initiated with a Buy at Stifel; tgt $37
    • ArcLight Clean Transition Corp. II (ACTD) initiated with a Buy at Stifel; tgt $24
    • Fulcrum Therapeutics (FULC) initiated with an Outperform at Oppenheimer; tgt $33
    • Kohl's (KSS) resumed with a Neutral at BofA Securities; tgt $60
    • Moody's (MCO) initiated with an Outperform at Robert W. Baird; tgt $363
    • Natera (NTRA) initiated with a Buy at Goldman; tgt $90
    • Nkarta (NKTX) initiated with a Buy at H.C. Wainwright; tgt $25
    • Revolve Group (RVLV) initiated with a Buy at Stifel; tgt $51

>>> US Gapping down

Gapping down
In reaction to earnings/guidance
:

  • TDUP -7.4%, ROVR -6.7% (also announces CFO succession plan), NVEI -2.4%

Other news:

  • TVTX -4.4% (to offer $250 million aggregate principal amount of convertible senior notes due 2029)
  • MNDT -3.1% (Google (GOOG/GOOGL) to acquire Mandiant for $23.00 per share, in an all-cash transaction valued at approximately $5.4 billion, inclusive of Mandiant's net cash)
  • ROAD -2.2% (acquires Southern Asphalt)
  • ADMA -1.8% (receives FDA approval for fifth ADMA BioCenters plasma collection facility)
  • BRO -1.8% (to acquire Global Risk Partners' insurance operations)
  • VAL -1.3% (stock offering)
  • IVT -0.8% (files mixed securities shelf offering)

Analyst comments:

  • PASG -2.1% (downgraded to Neutral from Overweight at JP Morgan)
  • ALEC -1.4% (downgraded to Hold from Buy at Stifel)

>>> US Gapping up

Gapping up
In reaction to earnings/guidance
:

  • CLAR +11.1%, OLPX +10.2%, WOOF +7.3%, MASS +6.8%, HPK +6%, DKS +4.9%, AVDX +4%

Select airline stocks trading higher:

  • ALK +4.1%, UAL +3.6%, JETS +3.4%, DAL +3.4%, SAVE +3.4%, AAL +3.3%, LUV +2.1%

Select oil/gas related names showing strength:

  • BP +1.8%, SHEL +1.5%, USO +1.3%, OIH +1.2%, PSX +1.1%, SLB +1%, XLE +0.8%, XOM +0.6%

Other news:

  • CNSL +14.6% (Searchlight affirms 34.6% active holding; to evaluate the possibility of a further investment in or full acquisition)
  • VYGR +12.2% (agrees to licensing option with Novartis (NVS); Voyager receives $54 million upfront)
  • AEG +6% (provides update on Russian and Belarusian investments following invasion of Ukraine)
  • AZZ +5% (to acquire Sequa's Precoat Metals business for $1.28 bln; raises FY22 (Feb) revenue and earnings guidance)
  • ORAN +2.5% (Orange and MASMOVIL enter into exclusive discussions to combine their operations in Spain)
  • DLTR +1.9% (reconstitutes Board; names new Executive Board Chair)
  • AXNX +1.6% (recharge-free sacral neuromodulation implantable neurostimulator receives FDA approval)
  • MMX +1.4% (acquired a package of three royalties on gold projects located in Nevada from an indirect, wholly-owned subsidiary of Waterton Precious Metals Fund II Cayman, for a $5 mln cash payment)

Analyst comments:

  • TIGO +5.5% (upgraded to Sector Outperform from Sector Perform at Scotiabank)
  • CARA +3.6% (upgraded to Overweight from Neutral at JP Morgan)
  • HEES +2.9% (upgraded to Buy from Neutral at UBS)
  • DISH +2.6% (upgraded to Buy from Neutral at UBS)
  • DELL +1.7% (upgraded to Outperform from In-line at Evercore ISI)
  • OKTA +1.7% (upgraded to Buy from Neutral at Mizuho)
  • CPE +1.4% (upgraded to Buy from Hold at Truist)
  • EQNR +1.2% (upgraded to Buy from Neutral at BofA Securities)
  • BAC +0.9% (upgraded to Neutral from Underperform at Robert Baird)