>>> US Gapping Down

Gapping down
In reaction to earnings/guidance: EMR -1.3% (trailing 3 month orders down 13%; reaffirmed Q1 and Q2 guidance).

Other news: THLD -14.4% (will reduce its workforce by ~66%; anticipates a one-time severance-related charge associated with reduction to be ~$2.6 mln), CBD -3.7% (announced it has engaged legal advisors and external forensic accountants to perform a review of issues in connection with employee misconduct related to inventory management at Cnova (CNV)), BBVA -2.5% (still checking for anything specific), SNN -2.4% (giving back a portion of Friday's gains, which were attributed to takeover rumor.

>>> US Gapping up

Gapping up
In reaction to strong earnings/guidance: OKE +2.0%

M&A news: SYT +3.5% (Bloomberg reported that ChinaChem might increase bid for SYT to CHF 470/share).

Select metals/mining stocks trading higher: AU +5.6%, RIO +4.1%, BHP +3.5%, BBL +3.2%.

Other news: AVEO +9.7% (announced license agreement with EUSA Pharma for European rights to Tivozanib), GENE +8.8% (announces the publication of a new independent study in support of the BREVAGenplus breast cancer risk assessment test for Caucasian women), ERIC +5.6% (signed global patent license agreement with Apple (AAPL)), SUNE +4.5% (still checking),GLOG +3.9% (GasLog Partners (GLOP) reaffirmed dividend guidance), IMAX +3.1% (Star Wars The Force Awakens opening weekend beat box office estimates).

>>> C&W reveals latest exchange ratio calculations for Liberty Global deal

C&W reveals latest exchange ratio calculations for Liberty Global deal

On 16 November, 2015 the Liberty Global Directors and the CWC Directors announced that they had reached agreement regarding the terms of a recommended acquisition through which Liberty Global will acquire the entire issued and to be issued share capital of CWC (the "Offer Announcement").


Illustrative calculations of Exchange Ratio and Alternative Exchange Ratio

As announced on 23 November 2015, CWC intends to provide CWC Shareholders with illustrative calculations of the Exchange Ratio and the Alternative Exchange Ratio on a weekly basis until the Scheme Document is posted to CWC Shareholders, and on a daily basis (on business days only) thereafter, in each case until the Exchange Ratio Calculation Time.

Accordingly, CWC announces today details of the Exchange Ratio and the Alternative Exchange Ratio as if the Exchange Ratio Calculation Time were 21 December 2015. CWC Shareholders should note that this is for illustrative purposes only and that the Exchange Ratio Calculation Time is not, and will not be, 21 December 2015.

The Exchange Ratio Calculation Time, and accordingly the Exchange Ratio and the Alternative Exchange Ratio, will be determined as described in the Offer Announcement and as will be set out in the Scheme Document.

CWC Shareholders are advised to read the Scheme Document carefully once it has been despatched, which is currently expected to be within 4 months of the date of the Offer Announcement.


Illustrative calculations as at 21 December 2015

If the Exchange Ratio Calculation Time were 21 December 2015 (being the date of this announcement), under the terms of the Transaction, the Exchange Ratio and the Alternative Exchange Ratio would be calculated such that:

· under the Recommended Offer, CWC Shareholders would be entitled to receive, for each CWC Share, 0.008301 New Liberty Global Class A Ordinary Shares and 0.020321 New Liberty Global Class C Ordinary Shares, as well as the Special Dividend;

· under the First Dual Share Alternative, CWC Shareholders would be entitled to receive, for each CWC Share, 0.005593 New Liberty Global Class A Ordinary Shares, 0.013693 New Liberty Global Class C Ordinary Shares, 0.002343 New LiLAC Class A Ordinary Shares and 0.005739 New LiLAC Class C Ordinary Shares, as well as the Special Dividend; and

· under the Second Dual Share Alternative, CWC Shareholders would be entitled to receive, for each CWC Share 0.004601 New Liberty Global Class A Ordinary Shares, 0.011265 New Liberty Global Class C Ordinary Shares, 0.002343 New LiLAC Class A Ordinary Shares and 0.005739 New LiLAC Class C Ordinary Shares, as well as the Special Dividend.

At such illustrative Exchange Ratio and Alternative Exchange Ratio:

· the consideration under the Recommended Offer would represent an indicative value of 75.85 pence per CWC Share (including the Special Dividend and using the Closing Price of Liberty Global Shares on 18 December 2015);

· the consideration under the First Dual Share Alternative would represent an indicative value of 73.53 pence per CWC Share (including the Special Dividend and using the Closing Price of Liberty Global Shares on 18 December 2015); and

· the consideration under the Second Dual Share Alternative would represent an indicative value of 64.83 pence per CWC Share (including the Special Dividend and using the Closing Price of Liberty Global Shares on 18 December 2015),

based on the following:

· the Closing Price of $38.86 per Liberty Global Class A Ordinary Share on 18 December 2015;

· the Closing Price of $37.53 per Liberty Global Class C Ordinary Share on 18 December 2015;

· the Closing Price of $38.08 per LiLAC Class A Ordinary Share on 18 December 2015;

· the Closing Price of $40.12 per LiLAC Class C Ordinary Share on 18 December 2015;

· a volume weighted average price of $40.92 per Liberty Global Class A Ordinary Share over the 10-day period ending on and including 18 December 2015;

· a volume weighted average price of $39.22 per Liberty Global Class C Ordinary Share over the 10-day period ending on and including 18 December 2015;

· an exchange rate of 1.4897 USD per 1 GBP;

· as at the close of business on 18 December 2015, CWC had 4,438,594,233 shares in issue and outstanding on a fully diluted basis;

· the assumption that no CWC Shareholders who elect for the Recommended Offer also elect for the LiLAC Alternative.


Exchange Ratio Calculation Period

On 17 December 2015, CWC announced that the CWC US Carve-Out had been completed.

Accordingly, the Exchange Ratio Calculation Period commenced on 18 December 2015.


Capitalised terms used but not otherwise defined in this announcement shall have the meanings given to them in this Announcement.

>>> What to look at today - 21st of December 2015

Asian indices are mixed entering the new holiday-thinned trading week despite the 2nd consecutive significant down day on Wall st on Friday. Shanghai Composite is leading the rally, helped by hints of more assistance from policymakers. China power companies were especially strong on reports that the govt will start power company mixed-ownership reform next year. Chatter of more free trade zone trials were also constructive, as several provinces have interests to host their own version of FTZs. Finally, PBoC has set Yuan midpoint stronger for the first time in 2 weeks, even as analysts suggest this is unlikely to reverse a more structural trend of steady CNY decline. BOJ reiterated the economy has continued to recover moderately, adding that exports will likely increase, housing investment will pick up, and producer prices will likely decline further for the time being. Toshiba was down sharply (-9.8%) on reports that it will see a FY15/16 net loss of about ¥500B amid unfolding accounting scandal, cutting jobs in its TV and home appliances division with estimated cost of about ¥200B. Spain's general elections offered a consolation prize to the anti-austerity camp. Even though the more conservative ruling Popular Party (PP) was victorious with 123 seats in Parliament, it was well below the number required for majority govt and also 63 seats shy of the 2011 result. Subsequently PP, which has ceded a number of seats to the upstart Podemos, will either have to look for a partner or attempt to form a minority govt that will likely produce political turmoil. Note that socialists obtained 90 seats, Podemos 69 seats, and centrist Ciudadanos got 40 seats.

Nikkei -0.37% Hang Seng +0.34% Shanghai +1.78%

Eur$ 1.0872 CNY 6.4804 JPY 121.35 GBP 1.4924 CHF 0.9915 WTI$34.42

S&P +0.41% EuroStoxx-0.58% Dax -0.46% SMI -0.83%

Macro :
- Greek Bond Yields May Drop Below 5% in 2016, Paulson Tells Real
- Lippmann, Trader Portrayed in ‘Big Short’, Said to Plan New Fund
- US Retail Sentiment : IPSOS survey finds 55% of US shoppers are cautious about spending because of economic uncertainty, about equal to response in a survey taken last year at this time
- Fed's Powell (moderate, FOMC voter): A 25 bps rate hike will not have a major impact on the economy; rising rates is a sign of Fed's confidence in the economy; the Fed was not backed into a corner on this rate hike 
- Spain’s Socialists Say Rajoy Has First Chance to Form Government
- Hedge Funds Cut Bets for Third Week That Dollar Will Strengthen

Keep an eye on :
- ANA SM : Acciona Wins Tender for Ground Handling in Dusseldorf, FAZ Says
- AC FP : Accor CEO Bazin Says He’s Not Afraid of Airbnb: Figaro
- AIR FP : IndiGo Says Airbus Informs A320neo Aircraft Delivery Delayed
- EN FP : Bouygues Construction Gets EU92m Longchamp Racecourse Contract
- CRG IM : Banca Carige may rejoin race for merger with BPM 
- BLT LN : Brazil judge freezes assets of Vale and BHP after finding their joint venture Samarco was unable to pay damages for the dam burst in Minas Gerias - press - The judge ruled that Vale and BHP could be held liable for the BRL20B ($5B) in damages being sought by the state of Minas Gerais. Vale argued unsuccessfully that Samarco was independent legal entity that should be wholly responsible for the accident and resulting fines and damage awards.
- CO FP : Cnova Reviews Brazil Inventory Tied to Employee Misconduct
- ENI IM : Eni, Sonangol to Upgrade Plan for Lobito Refinery
- FCC SM : Spain’s FCC Seeking to Sell Cedinsa Stake: Confidencial
- GAS SM : Gas Natural Fenosa to divest LPG business in Chile
- GDS FP : Generale De Sante Buys HPM’s 9 Clinics for EU135m: Les Echos
- HBH GY : Hornbach Holding 3Q Net Falls 49%; Sees L/T Potential Intact
- IFX GY : Renesas CEO Says Capital Tie-Up With Infineon Possible: Reuters
- ITV LN : Comcast Weighing GBP11b Bid for U.K.’s ITV, Mail on Sunday Says
- BAER VX : U.S. to Ask Julius Baer for $700 Million Fine: Sonntagszeitung
- MEO GY : Haniel will cautiously look to widen portfolio
- MMT FP : M6 Chairman ‘Disappointed’ by Paris Premiere Decision: Echos
- NDA SS : Nordea CEO Says Ambition is to Increase Nominal Dividend: DI
- UG FP : PSA Peugeot Citroen Made More Cars in Europe Than Planned: Echos
- RCS IM : RCS Mediagroup Targets Doubling Ebitda by 2018 vs 2015
- ALRIC FP : *RICHEL GROUP SUSPENDED PENDING PRESS RELEASE: EURONEXT
- RR/ LN : Rolls-Royce Says Diesel Engine Business ’A Risk Area’: FT
- SAN SM : Santander Buys Banif For EU150m; Portugal Plans EU2.2b Aid
- SBMO NA : SBM Board Says No Impediments to CEO Continuing in Role
- SHP LN : Shire to improve offer for Baxalta with GBP 8bn cash sweetener - Sunday TImes
- SYNN VX : ChemChina Said to Improve Bid for Syngenta in Two-Stage Takeover
- TLSN SS : TeliaSonera Agrees to Sell Holding in Ncell to Axiata
- TIT IM : Telecom Italia Gets 4 Non-Binding Bids for Inwit Stake: Il Sole
- UBER IPO : Uber-Rival Lyft to Raise Up to $1 Billion in Latest Round
- FR FP : Valeo Buys Peiker to Expand in Germany
- VPK NA : Royal Vopak Agrees to Sell U.K. Assets to Macquarie, Greenergy
- VOW3 GY : Calif. Extends Deadline on Volkswagen Diesel-Emission Plan

>>> Europe : Brokers Upgrades & Downgrades - 21st of December 2015

>>> Up
*ARQULE RAISED TO OUTPERFORM AT RBC CAPITAL
*CIENA RAISED TO BUY AT JEFFERIES
*AVAGO TECHNOLOGIES LTD RAISED TO TOP PICK AT RBC CAPITAL
*DIXONS CARPHONE PLC RAISED TO TOP PICK AT RBC CAPITAL
*EUTELSAT COMMUNICATIONS RAISED TO NEUTRAL VS SELL AT GOLDMAN
*SOLARCITY RAISED TO OUTPERFORM AT BERNSTEIN, PT $62
*TIFFANY & CO. RAISED TO BUY AT JEFFERIES
*TULLOW OIL RAISED TO OUTPERFORM AT RBC CAPITAL

>>> Down
*AB FOODS CUT TO UNDERPERFORM AT RBC CAPITAL
*HOIST FINANCE AB CUT TO HOLD AT NORDEA
*MARKS & SPENCER CUT TO OUTPERFORM AT RBC CAPITAL

>>> PT Change


>>> Initiation
*GEORGIA HEALTHCARE RATED NEW BUY AT CITI, PT 235P
*GEORGIA HEALTHCARE GROUP RATED NEW BUY AT JEFFERIES
*ORBOTECH RATED NEW OVERWEIGHT AT JPMORGAN
*PACWEST BANCORP RATED NEW OUTPERFORM AT WELLS FARGO
*RACKSPACE RATED NEW NEUTRAL AT GOLDMAN, PT $27
*SYNOVUS FINANCIAL RATED NEW MARKET PERFORM AT WELLS FARGO

>>> Call
>> Stock
*SES SA REMOVED FROM CONVICTION LIST AT GOLDMAN, REMAINS SELL

>>> GE could see Haier bid for appliance unit - report

GE could see Haier bid for appliance unit 

General Electric's [NYSE:GE] home-appliance unit could draw a bid from China's Haier Electronics [HKG:1169], according to a newswire report.

Bloomberg, citing sources familiar with the matter, reported that Haier is among the potential bidders for the unit in a deal that could exceed the USD 3.3bn that Sweden-based Electrolux [STO:ELUX-A, STO:ELUX-B] would have paid in the scrapped agreement.

The sale process for GE Appliance was restarted last week following the withdrawal of GE from the deal with Electrolux that was contested by the Justice Department of the US, according to the report.

The deadline for bids in the first round is next week, as reported.