(BUS) CSC Announces Plan to Separate into Two Independent, Publicly Traded Compa


BN 05/19 20:18 *CSC TO SPLIT INTO GLOBAL COMMERCIAL CO, U.S. PUBLIC SECTOR CO.
BN 05/19 20:18 *CSC: COMPLETION OF SPLIT WON'T REQUIRE HOLDER VOTE
BN 05/19 20:17 *CSC:BOTH COS. TO HAVE ADEQUATE CAPITAL, INVEST-GRADE PROFILES
BN 05/19 20:17 *CSC SEPARATION WON'T REQUIRE HOLDER VOTE
BN 05/19 20:17 *CSC TO SPLIT TO CSC–GLOBAL COMMERCIAL, CSC–U.S. PUBLIC SECTOR
BN 05/19 20:16 *CSC HOLDERS TO OWN SHRS OF BOTH COMPANIES
BN 05/19 20:16 *CSC TO PAY SPECIAL CASH DIV TO HOLDERS OF $10.50/SHR AFER SPLIT
BN 05/19 20:16 *CSC SEES SEPARATION COMPLETED BY END OF OCT.
BFW 05/19 20:16 *CSC TO SEPARATE INTO TWO INDEPENDENT, PUBLICLY TRADED COS.
BN 05/19 20:16 *CSC TO SEPARATE INTO TWO INDEPENDENT, PUBLICLY TRADED COS.
BN 05/19 20:16 *CSC $10.50 SPECIAL CASH DIV/SHR INTENDED
BN 05/19 20:16 *CSC REPORTS PLAN TO SEPARATE INTO TWO INDEPENDENT, PUBLICLY TRA
BN 05/19 20:16 *CSC REPORTS PLAN TO SEPARATE INTO TWO INDEPENDENT, PUBLICLY

CSC Announces Plan to Separate into Two Independent, Publicly Traded Companies
2015-05-19 20:16:00.115 GMT

CSC Announces Plan to Separate into Two Independent, Publicly Traded
Companies

$10.50 Special Cash Dividend Per Share Intended as Part of Transaction

Move Sharpens Strategic Focus for Global Commercial and U.S. Public Sector
Businesses; Drives Additional Value for Customers and Shareholders

Business Wire

FALLS CHURCH, Va. -- May 19, 2015

Computer Sciences Corporation (NYSE: CSC) today announced that its Board of
Directors has unanimously approved a plan to separate the company into two
publicly traded, pure-play leaders: one to serve commercial and government
clients globally and one to serve public sector clients in the U.S.

Concurrent with the separation, CSC intends to pay a special cash dividend to
shareholders of $10.50 per share at closing, which is expected by October
2015.

“CSC began its turnaround three years go,” said CEO Mike Lawrie. “That
turnaround has progressed strongly, and our focus now turns to positioning the
business for long-term growth and leadership. The best way to accelerate that
transformation is by separating the company into two businesses, each uniquely
positioned to lead its market by focusing strongly on the needs of its
clients.”

About the Companies

Both businesses will be industry leaders from day one.

* CSC – Global Commercial will move forward as the trusted information
technology (IT) services and solutions partner for Fortune 1,000 companies
and non-U.S. government clients, leveraging its industry, infrastructure
and consulting expertise to lead customers on their digital transformation
journey. With $8.1 billion in FY 15 revenue, CSC Global Commercial will
have more than 1,000 customers (including 175 of the Fortune 500), 51,000
employees and 34 delivery centers globally. The business will retain its
leadership status across multiple markets, along with innovative offerings
and industry-leading strategic partnerships.
* CSC – U.S. Public Sector will be a top three provider of mission-specific
IT, infrastructure and business services to U.S. federal, state and
defense agencies. Building on more than a half-century of government
service, the business also will be a leading IT services provider to
national security. The public sector business had FY 15 revenues of $4.1
billion and employs 14,000 people, including 3,500 U.S. military veterans.

Rationale for the Separation

CSC’s Board of Directors made the decision to separate the commercial and
public sector businesses as a result of several factors.

* The “Get Fit” phase of the company’s turnaround has been successfully
completed. Over the last three years, CSC has implemented a common
operating model, streamlined its cost structure, improved its go-to-market
performance and brought in proven leadership.
* At the same time, markets have evolved rapidly, with diverging
opportunities and challenges. On the commercial side, clients seek
partners with a deep understanding of their business who can help lead
their digital transformations. In the U.S. public sector, technology
demands are increasing, and clients want providers with specific
experience in government-focused innovation. By separating, each business
will have the scale – among the largest in their respective categories –
as well as the focus to meet unique customer needs and market
requirements.
* The two segments have different growth profiles and cash flow dynamics.
The separation will allow both companies to better optimize their capital
strategies and cost structures, and will provide investors with distinct
long-term investment opportunities.
* The market for talent has become highly competitive. As two independent,
focused and market-leading organizations, each business will be better
positioned to recruit and retain the best IT talent.

Based on these factors, CSC’s Board of Directors believes that the next phase
of the turnaround, focused on growth, will be enhanced by the ability of the
two businesses to function as pure plays focused exclusively on their
respective customer segments.

“Our analysis shows significant benefits of going with a pure-play strategy,”
Lawrie noted. “We expect this change to enable both businesses to enhance
innovation and improve delivery, in ways that are consistent with the rate and
pace of the markets they serve.”

Moving Forward

CSC will operate on a “business as usual” basis while details of the
separation – including leadership, locations and other details – are being
finalized. When the separation is concluded, it is expected that both
businesses will have:

* Operational and financial scale;
* Adequate capital, consistent with investment-grade credit profiles; and
* Industry-leading partnerships – built on CSC’s existing partner ecosystem
– that have proven instrumental in the company’s recent success.

“During the first three years of CSC’s turnaround, we benefitted from taking a
unified approach,” Lawrie concluded. “The progress we’ve made, coupled with
the changing demands of the market, make this a good time to give these two
businesses room to thrive as independent companies, able to move decisively to
capture the opportunities in front of them.”

About the Transaction

The separation is intended to qualify as a tax-free transaction to CSC
shareholders. Immediately following the separation, which is expected to be
completed by the end of October 2015, CSC shareholders will own shares of both
CSC – Global Commercial and CSC – U.S. Public Sector.

Completion of the separation will not require a shareholder vote but will be
subject to customary conditions, including final approval of the CSC Board of
Directors, the receipt of a favorable opinion from counsel with respect to the
tax-free nature of the transaction, and the effectiveness of a Form 10 filing
with the U.S. Securities and Exchange Commission.

RBC Capital Markets is serving as financial advisor to CSC. Additional
financial advice is provided to CSC by Guggenheim Partners. Allen & Overy LLP
is serving as legal advisor.

Investor Call/Webcast

CSC senior management will discuss this announcement and other related matters
at 5 p.m. EDT today during the company’s previously scheduled fourth quarter
earnings call and webcast. The dial-in number for domestic callers is
888-542-1101. Callers who reside outside of the United States or Canada should
dial 719-325-2482. The passcode for all participants is 9825381. The webcast
audio and any presentation slides will be available on CSC’s Investor
Relations website.

A replay of the conference call will be available from approximately two hours
after the conclusion of the call until May 26, 2015. The replay dial-in number
is 888-203-1112 for domestic callers and 719-457-0820 for callers who reside
outside of the United States and Canada. The replay passcode is also 9825381.
A replay of this webcast also will be available on CSC’s website.

About CSC

Computer Sciences Corporation (CSC) is a global leader of next generation
information technology (IT) services and solutions. The Company's mission is
to enable superior returns on our clients’ technology investments through
best-in-class industry solutions, domain expertise and global scale. CSC has
approximately 70,000 employees and reported revenue of $12.2 billion for the
12 months ended April 3, 2015. For more information, visit the company's
website at www.csc.com.

All statements in this press release and in all future press releases that do
not directly and exclusively relate to historical facts constitute
“forward-looking statements” within the meaning of the Private Securities
Litigation Reform Act of 1995. These statements represent the Company’s
intentions, plans, expectations and beliefs, and are subject to risks,
uncertainties and other factors, many of which are outside the Company’s
control. These factors could cause actual results to differ materially from
such forward-looking statements. For a written description of these factors,
see the section titled “Risk Factors” in CSC’s Form 10-K for the fiscal year
ended March 28, 2014 and any updating information in subsequent SEC filings.
The Company disclaims any intention or obligation to update these
forward-looking statements whether as a result of subsequent event or
otherwise, except as required by law.

Click here to subscribe to Mobile Alerts for CSC.

View source version on businesswire.com:
http://www.businesswire.com/news/home/20150519007092/en/

Contact:

CSC
Rich Adamonis
Global Media Relations
862.228.3481
radamonis@csc.com
or
CSC NPS
Heather Williams
Communications
703.641.2217
hwilliams22@csc.com
or
CSC
George Price
Investor Relations
703.641.3842
investorrelations@csc.com

-0- May/19/2015 20:16 GMT

>>> US Close Dow+0,07% S&P-0,07% Nasdaq-0,17% Russell-0,14%


Closing Market Summary: S&P 500 Snaps Three Day Streak


The major averages ended the Tuesday session on an unchanged note after spending the entire day near their flat lines. The S&P 500 settled lower by 0.1% while the Dow Jones Industrial Average (+0.1%) outperformed slightly, edging up to another record closing high.

Overall, the Tuesday session was a snoozer that saw the benchmark index bounce inside a five-point range that was expanded to nine points by the close. The index was able to set a fresh intraday record high at 2,133.02 during the afternoon, but returned near its session low by the close.

For the second day in a row, heavily-weighted health care (+0.5%) and financials (+0.7%) outperformed throughout the day and kept the benchmark index from dipping too far below its flat line. The health care sector outperformed even as biotechnology struggled to keep pace with the iShares Nasdaq Biotechnology ETF (IBB 360.60, +0.30) adding 0.1%.

Elsewhere, the financial sector continued its recent outperformance amid increasing Treasury yields that are expected to boost net interest margins for banks. Thanks to today's gain, the sector is now up 3.4% in May versus a 2.0% gain for the S&P 500.

Treasury yields rose once again today, but not before an overnight rally in global bonds that followed remarks from European Central Bank executive member Benoit Coeure who said the ECB plans to frontload its asset purchases in hopes of avoiding thin liquidity conditions in July and August. The remarks boosted global bonds and weighed on the euro, sending the single currency lower by 1.5% against the dollar to 1.1150. Furthermore, the timing of the comments from Mr. Coeure was viewed as controversial because the original speech was delivered on Monday evening, London time, when the ECB member appeared before a private group of hedge fund investors; however, the speech was not released to the public until this morning. In response, the European Central Bank blamed the delay on an "internal procedural error."

Despite rallying overnight, U.S. Treasuries surrendered their gains in the morning after the April Housing Starts report beat expectations (1.135 mln; consensus 1.019 mln). True to recent form, the better than expected data point was seen as a potential headwind to the market considering a strong showing from the housing sector is likely to be used as an argument in favor of the Fed hiking rates sooner rather than later. That being said, homebuilder stocks outperformed with iShares Dow Jones US Home Construction ETF (ITB 27.30, +0.19) climbing 0.7%. Meanwhile, the broader consumer discretionary sector settled just below its flat line.

Also of note, another cyclical sector—energy—lost 1.2%, and settled behind the remaining nine groups as crude oil weighed. WTI crude ended lower by 3.6% at $58.08 and surrendered its May gain with the 1.1% increase in the Dollar Index (95.29, +1.07) adding to the pressure.

Today's participation represented an improvement from yesterday as more than 720 million shares changed hands at the NYSE floor.

Economic data was limited to Housing Starts and Building Permits:
  • Housing starts increased 20.2% in April to 1.135 mln from an upwardly revised 944,000 (from 926,000) in March while the consensus expected an increase to 1.019 mln 
    • After the subpar first quarter, when housing starts plummeted to some of their worst levels since the middle of last year, construction levels rebounded significantly in April. 
    • This was the first time starts reached 1.135 mln since November 2007 and it was the first time starts increased by at least 20.2% in a month since a 20.9% increase in February 1991. 
    • Single-family starts increased 16.7% in April to 733,000 from 628,000 in March. That was the most single-family homes started since January 2008 when 773,000 were started. 
    • Building permits rose to a seasonally adjusted annualized rate of 1.143 mln in April from a revised 1.038 mln for March (from 1.039 mln) while the consensus expected a reading of 1.065 mln 
Tomorrow, the Weekly MBA Mortgage Index will be reported at 7:00 ET while the FOMC minutes from the April 29 meeting will be released at 14:00 ET.
  • Nasdaq Composite +7.1% YTD 
  • Russell 2000 +4.4% YTD 
  • S&P 500 +3.4% YTD 
  • Dow Jones Industrial Average +2.8% YTD

>>> ACHN-JNJ Enters Worldwide Collaboration with Achillion Pharmaceuticals, Inc.

JNJ Enters Worldwide Collaboration with Achillion Pharmaceuticals, Inc. to Combat Hepatitis C Virus 

- Janssen Pharmaceutical Companies of Johnson & Johnson, announced today that it has entered into an exclusive worldwide license and collaboration arrangement with Achillion Pharmaceuticals, Inc. (Achillion) to develop and commercialize one or more of Achillion's lead hepatitis C virus (HCV) assets which include ACH-3102, ACH-3422 and sovaprevir. 

A key objective of the collaboration will be to develop a short-duration, highly effective, pan-genotypic, oral regimen for the treatment of HCV. An initial regimen that is planned to be explored will feature Achillion's ACH-3102, an NS5A inhibitor currently in Phase 2 clinical studies that has been granted Fast Track designation by the U.S. Food and Drug Administration, in combination with an NS3/4A HCV protease inhibitor plus an NS5B HCV polymerase inhibitor from the collaboration. 

Under the terms of the agreement, Achillion will grant Janssen an exclusive, worldwide license to develop and, upon regulatory approval, commercialize HCV products and regimens containing one or more of the licensed HCV assets. Achillion will be eligible to receive milestone payments based upon the achievement of specified development, regulatory and sales milestones and tiered royalties on future worldwide sales. 

In addition, and separate to the exclusive license and collaboration arrangement, Johnson & Johnson Innovation JJDC, Inc. will make an equity investment in Achillion.

The transactions are subject to customary closing conditions, including termination or expiration of any applicable waiting periods under the Hart-Scott-Rodino Act.

>>> YHOO/BABA - have a look to the spread

YHOO shares have seen notable weakness in recent trading, sinking more than 2 points on very heavy volume.
Some are suggesting the move could be related to a possible IRS opinion on the potential tax status of a BABA spinoff.
There are also reports that China may raise the import tax on e-commerce, with timing of those reports coinciding with the move, but the BABA stock action doesn't.
Some sources are attributing to the departure of CIO Mike Kail, but that news was out before the close.

WSJ : Altice in Advanced Talks to Buy Cable Company Suddenlink

Altice in Advanced Talks to Buy Cable Company Suddenlink
Deal for Suddenlink could be worth between $8 billion and $10 billion including debt

Altice SA is in advanced talks to acquire U.S. cable company Suddenlink Communications, a move that would mark a major cross-border expansion for the deal-hungry French telecommunications group.

A deal would value Suddenlink, which is owned by private-equity firm BC Partners, at between $8 billion and $10 billion including debt, and could be announced as soon as this week, according to a person familiar with the matter.

There is no guarantee the talks won’t fall apart before a deal is reached.

WSJ : Behind Apple’s Move to Shelve TV Plans

Behind Apple’s Move to Shelve TV Plans
Apple had dropped its TV plans, but investor Carl Icahn sees the firm entering the market next year

Investor Carl Icahn said he expects Apple Inc. to introduce an ultra-high-definition television in 2016. But after nearly a decade of research, Apple quietly shelved plans to make such a set more than a year ago, according to people familiar with the matter.

Apple had searched for breakthrough features to justify building an Apple-branded television set, those people said. In addition to an ultra-high-definition display, Apple considered adding sensor-equipped cameras so viewers could make video calls through the set, they said.

Ultimately, though, Apple executives didn’t consider any of those features compelling enough to enter the highly competitive television market, led by Samsung Electronics Co. Apple typically likes to enter a new product area with innovative technology and easier-to-use software.

In an open letter Monday to Apple Chief Executive Tim Cook, Mr. Icahn said he believes Apple will enter two new markets—an electric car in 2020 and a television next year.

Citing “many years of rumors,” Mr. Icahn said he expects Apple to start selling 55-inch and 65-inch ultra-high-definition sets next year, generating revenue of $15 billion in fiscal year 2016 on sales of 10 million units.

“We view television’s role in the living room as a strategically compelling bolt-on to the Apple ecosystem,” Mr. Icahn wrote. He said Apple shares are worth $240 each, 84% above their $130.19 price in 4 p.m. trading Monday on the Nasdaq Stock Market.

Mr. Icahn declined to comment. In his letter, he said that if Mr. Cook chose not to pursue some of the new categories, he’ll be “the first to admit that you are knowledgeable in these areas.”

Apple began considering making TVs in the middle of the last decade, as iTunes branched into video. In 2007, it introduced Apple TV, a set-top-box to stream video to TVs.

Former Apple CEO Steve Jobs revealed the TV project to biographer Walter Isaacson. His book, published soon after Mr. Jobs’s death in 2011, quoted Mr. Jobs as saying he wanted to create an “integrated television set that is easy to use” and that he had “finally cracked” the user interface for a TV.

In May 2013, Mr. Cook said Apple had a “grand vision” for the television. Since then, he has reiterated that TV is an area of interest for the company.

Apple is now focused on creating an online TV service and redesigning the Apple TV box, the people familiar with the matter said. It hopes to feature the new offerings at its developers’ conference next month, the people said.

Apple is in talks with programmers to create a bundle of TV channels delivered over the Internet to its devices, according to people familiar with the matter. It has told media companies that it hopes to unveil the service in June, and begin programming in the fall, they said. Whether Apple makes that announcement may depend on the progress of those talks. Apple TV was the exclusive digital launch partner for HBO Now, the streaming service for Time Warner Inc.’s premium cable channel that launched last month.

Apple is also expected to unveil a slimmer version of its Apple TV box with a redesigned remote control and revamped software, according to people familiar with the matter. Apple hasn’t updated Apple TV since 2012.

Apple didn’t officially kill the project to make televisions, according to people familiar with the matter. The team was disbanded with members sent off to work with different product areas, they said.

Making a television is a tough sell. It’s a notoriously cutthroat industry that digests and commoditizes new technologies quickly, starting a margin-killing race to lower prices.

In an effort to distinguish itself, Apple investigated various display technologies.

In the mid-2000s, it created a prototype display that was transparent, like a pane of glass, when turned off but used lasers to display an image when turned on, according to a person familiar with the matter. That technology never made it past the research phase because it used an enormous amount of power and the image quality was poor. Apple patented the technology in 2010.

Apple had a small team working on the TV set in the years before it put the project on ice, said people familiar with the matter. It considered building TVs with screens offering four times the resolution of high-definition displays.

The price of such 4K displays—named because they have about 4,000 horizontal pixels in an image—have come down in the past few years, but those screens were still prohibitively expensive at the time.

Apple also looked at features that could expand the television’s function in the living room. Using cameras above the screen, Apple experimented with a video-calling feature—described as FaceTime for the television—that sensed who was talking and directed the camera to the speaker. In the end, the people familiar with the matter said the feature didn’t seem compelling enough to drive an entry into a new product area.