(BFW) Total Cut to Mkt Perform at Bernstein; Sees More Value Elsewhere

Total Cut to Mkt Perform at Bernstein; Sees More Value Elsewhere
2015-05-01 07:45:33.35 GMT


By Benjamin Dow
(Bloomberg) --Total cut to mkt perform by Bernstein, PT
EU52 left intact, as “underdog crosses the valuation finish
line” after 1Q results.
* Says co.’s resilience to low prices evidenced in 1Q results
as cash flow from ops fell 19% vs 53% drop in avg liquids
realized prices; says sees “same if not more qualities in
the new Shell”
* Broker raises PT on Eni (outperform) by 11% to EU20
* Broker raises PT on Eni (outperform) by 11% to EU20</li></ul>
* JPMorgan says in separate note that Total, OMV have some
valuation risk from investments made during times of peak
oil price, costs that may depress project returns for years
* Says costs defined by sunk capital for integrated oil
cos. “very hard to dislodge from P&Ls and balance
sheets”
* Before oil price drop, “work in progress” capital was
cited by some for having attractive upside once projects
commissioned, assuming that projects would sell into
$100/bbl environment
* Total’s upstream assets bear above-average cost
inflation risk; notes that co. took another $1.1b in
impairments after $6.5b taken in 4Q
* OMV is at risk of value decline after strong YTD
performance, given co.’s “relatively aggressive”
upstream spend pattern at top of cost, price cycle
* OMV is at risk of value decline after strong YTD
performance, given co.’s “relatively aggressive”
upstream spend pattern at top of cost, price cycle</li></ul>
* NOTE Earnings: Eni 1Q Adj. Net EU648m vs Est. EU446.2m;
Total 1Q Adj. Net Beats Est.; Div. Matches Forecast
Shell 1Q CCS Net $3.2b vs Est. $2.48b; Div. 47C/Share

For Related News and Information:
First Word scrolling panel: FIRST<GO>
First Word newswire: NH BFW<GO>

To contact the reporter on this story:
Benjamin Dow in Moscow at +7-495-771-7735 or
bdow2@bloomberg.net
James Ludden

(BFW) Vernalis Says FDA Approves Tuzistra XR for Cough/Cold Treatment

--> VER +18%
RNS 05/01 07:01 [Delayed] Vernalis PLC VER FDA approves NDA for Tuzistra XR
BN 05/01 06:00 *VERNALIS VER FDA OKS NDA FOR TUZISTRA XR
Vernalis Says FDA Approves Tuzistra XR for Cough/Cold Treatment
2015-05-01 06:05:33.842 GMT


By Allison Connolly
(Bloomberg) -- Co. says Tuzistra XR is only U.S. codeine
based extended-release oral suspension cough-cold treatment.
* Co. aims to launch before 2015-2016 cough-cold season
* Webcast at 9:30am U.K. time
Link to Company News:{0886229D US <Equity> CN <GO>}
Link to Company News:{VER LN <Equity> CN <GO>}

For Related News and Information:
First Word scrolling panel: {FIRST<GO>}
First Word newswire: {NH BFW<GO>}

To contact the reporter on this story:
Allison Connolly in London at +44-20-3525-7043 or
aconnolly4@bloomberg.net

To contact the editor responsible for this story:
Allison Connolly at +44-20-3525-7043 or
aconnolly4@bloomberg.net

>>> Mylan may raise Perrigo offer but faces tough road

DEAL REPORTER

Mylan may raise Perrigo offer but faces tough road, shareholders say

Shareholder estimates Perrigo-Mylan valued in mid-60s
Perrigo cost synergies number absent in latest offer
Teva claims positive feedback on Mylan offer
Mylan (NASDAQ:MYL) will likely have to raise its offer again to get Perrigo (NYSE:PRGO) to the negotiating table, according to two Perrigo shareholders.

Mylan, which is fighting off a hostile proposal by Teva Pharmaceuticals (NYSE:TEVA), raised its unsolicited offer for the competing pharma company for the third time on 29 April, offering USD 75 in cash and 2.3 Mylan shares for each Perrigo share, up from USD 60 in cash and 2.2 Mylan shares offered on 24 April. Mylan made its first move for Perrigo on 8 April at USD 205 per share, valuing the target at USD 29bn, without specifying any cash/share split.

For its part, Mylan will probably have to persuade its own shareholders that a combination of Mylan and Perrigo creates more value than a combination with Teva, which may be a hard sell, said one of the shareholders.

A combined Mylan-Perrigo would likely have a pro-forma share valuation somewhere in the mid-60s after factoring in dilution from the new shares to be issued for the deal, according to this shareholder.

In late April, Teva offered to buy Mylan for USD 82 per share, in cash and stock, or about USD 43bn, and speculation is mounting that Teva will raise its offer to as much as USD 90 to catch Mylan investors attention.

One of the shareholders said that the question for Mylan shareholders is “why should I vote for you buying Perrigo and getting into the mid to high-60s when I could get USD 90 with Teva?”

Mylan said in its letter earlier this week a fair valuation of the company is more than USD 100 per share and Teva should provide terms that offset antitrust risks.

“Mylan’s response was predictable, and the reasons they mention in the letter are there. But that doesn't mean the deal gets scuttled or can't be done.The worse thing is that they will still get a higher offer, Teva won't be dissuaded just yet,’’ an industry banker said. He added that Mylan continues to be in a problematic situation and noted that “even if Perrigo wanted to do a deal, they have no idea if Mylan gets bought by Teva”.

In response to a bump by Teva, the second Perrigo shareholder said he could conceive the possibility of Mylan stretching its offer to USD 90 in cash and 2.4 shares for Perrigo, pointing out that Mylan appears determined not to negotiate with Teva.

“That gets you to a 35% premium to Perrigo shares before the first proposal was made,” the same shareholder explained.

But he said Mylan has a fiduciary obligation to consider the Teva offer or any other offers to protect shareholder interests. A large Mylan shareholder agreed, saying he “hopes the Mylan board thinks of us and other shareholders.”

The first shareholder said Mylan could face serious credit rating issues if it were to borrow the kind of cash needed to compete with a Teva offer. “They can’t take their leverage too high,” or ratings agencies can downgrade its debt to junk, he added. “You don’t have the flexibility to do that.”

Mylan’s credit rating is Baa3 with Moody’s and BBB- with S&P, just above non-investment grade.

An industry banker agreed, saying “Mylan is restricted. Too much leverage will not fly with their investors.”

Aside from these factors, Mylan would need a shareholder vote on any deal on the table for Perrigo, which it may not be able to win, the same banker said. The Perrigo deal was pitched on having cost-saving synergies of USD 800m in the first offer, but it did not mention the same savings in the latest offer.

The latest Mylan offer for Perrigo “is not value accretive to Mylan shareholders, generating negative returns on a net present value basis,” said Citibank analyst Liav Abraham in a note on Wednesday. “Our financial analysis and conversations with Mylan shareholders indicate a preference for a Teva-Mylan combination, which provides Mylan shareholders.”

The value of Mylan’s offer for Perrigo is contingent on an interpretation of what is the “unaffected” price of Mylan was prior to any bid speculation, the first and a second industry banker said.

There was market speculation that Mylan was going to make a transformative deal in March when its stock was trading at around USD 55. However, Mylan claims the value of the offer should be based on its closing price of USD 68.36, the first day of market reaction to its initial Perrigo proposal, making the offer valued at USD 232.23 per share.

Even though it has a higher bid on the table, Teva still faces significant obstacles to winning Mylan. Based in the Netherlands, Mylan has a poison pill in the form of a ‘stichting’ foundation that can decide whether to vote for the Teva deal. However, a source familiar with the situation said the structure of stichtings allows for only limited obstacles for Teva.

The same source claimed Teva’s proposal has received positive feedback from Mylan shareholders and the Israel-based pharma company is aware that a possible deal with Mylan will be a “long drawn out battle.”

Teva may face significant antitrust challenges in merging two major large branded and generics drugmakers. It has said the issues are surmountable with divestitures and expects a Mylan merger to generate USD 2bn in synergies.

A third industry banker said if Teva wins, the “FTC is going to be very aggressive on this deal” given that generic drug prices are rising and consolidation would be likely to speed that trend. However, he was of the view antitrust issues are not “as big as some people think they are.”

This industry banker and the Mylan shareholder said there remains a possibility that both potential mergers will fail, since Mylan is steadfast in resisting Teva and Perrigo is not inclined to deal with Mylan.

“There is a small probability that nothing happens for both of them,” the third industry banker said.

Mylan was recently trading at USD75.43, down 1.3%.

>>> HSBC may receive Qatari and Chinese interest for Turkish operations - report

SBC may receive Qatari and Chinese interest for Turkish operations - report (translated)

HSBC's planned sale of its Turkish private banking operations may attract Qatari and Chinese interest, Turkish-language Dunya reported.

The article noted, based on unidentified sources, that HSBC is considering divesting operations in four countries including Turkey, where its profits are low. The company would still like to remain in Turkey in the corporate and commercial banking segments, but may face problems in selling the personal banking operations, the report said.

The existing players in the market may be unwilling to add too many branches at the same time, and given the current market conditions in Turkey, international investors may be reluctant to buy a bank with many branches and seek rather to obtain a license or buy a smaller bank if they want to enter the Turkish market, the item noted.

However, the sale may attract Chinese and Qatari interest, the report added.

HSBC had TRY 55.9m in losses in 2014 and TRY 33.8bn (USD 12.63bn) in assets by the end of the year. The bank had 291 branches as of end of March 2015 with 5,536 employees.



Dunya

>>> Mediaset BoD nominates Pier Silvio Berlusconi deputy chairman and chief exec

Mediaset BoD nominates Pier Silvio Berlusconi deputy chairman and chief executive
The Board of Directors of Mediaset, elected by the Annual General Meeting of the Shareholders on 29 April, met 30 April under the chairmanship of Fedele Confalonieri.

Pier Silvio Berlusconi was nominated deputy chairman and chief executive.

The Executive Committee was also established, comprising five members: the chairman, the deputy chairman and chief executive and the directors Gina Nieri, Marco Giordani and Giuliano Adreani.

The Board also appointed Giuliano Adreani, chairman of the subsidiary Publitalia, with the role of supporting the chief executive of Mediaset in the definition of the Group's strategic positioning in the advertising market and commercial relationships with key clients.

The Board of Directors also examined the independence of its directors, pursuant to Art. 147 ter of the Single Finance Act and the Self-disciplinary Code for listed companies approved by Borsa Italiana, on the basis of the information provided by the interested parties and other information available to the company.

It is the view of the Board of Directors that directors Franco Bruni, Fernando Napolitano, Michele Perini, Alessandra Piccinino, Carlo Secchi and Wanda Ternau are in full compliance with the requisites of independence pursuant to Art. 148, para 3 of the Single Finance Act.

It is also the view of the Board of Directors that the same directors are in full compliance with the requisites of independence foreseen by the Self-disciplinary Code for listed companies approved by Borsa Italiana.

With regard to such requisites, it should be noted that the Board recognised the independence of the director Carlo Secchi, despite having been a director of the company for nine out of the last twelve years, on the basis of the independent judgement demonstrated and his undoubted professional qualities.

The Board of Directors then proceeded to establish the following committees:
- the Control and Risk Committee, made up by the directors Carlo Secchi (Chairman), Fernando Napolitano and Franco Bruni
- the Remuneration Committee, made up by the directors Michele Perini (Chairman), Bruno Ermolli and Fernando Napolitano
- the Governance and Appointments Committee, made up by the directors Carlo Secchi (Chairman), Michele Perini and Wanda Ternau
- the Independent Committee for operations with related parties, made up by the directors Michele Perini (Chairman), Carlo Secchi and Alessandra Piccinino.

>>> FedEx and TNT Express confirm making timely progress on preparations for Off

FedEx and TNT Express confirm making timely progress on preparations for Offer
Reference is made to the joint press release by FedEx Corporation (FedEx) and TNT Express N.V. (TNT Express) dated 7 April 2015 in respect of the intended recommended public cash offer for all issued and outstanding ordinary shares in the capital of TNT Express at an offer price of EUR 8.00 (cum dividend) for each TNT Express ordinary share (on a fully diluted basis), subject to customary conditions (the Offer).

Status update for FedEx's Intended Offer for TNT Express

Pursuant to the provisions of Section 7, paragraph 1 sub a of the Decree requiring a public announcement within four weeks following the announcement of an intended public offer to provide a status update, FedEx and TNT Express provide the following joint update.

FedEx and TNT Express confirm that the companies are making timely progress on the preparations for the Offer. FedEx expects to submit a request for review and approval of its Offer Document with the Netherlands Authority for the Financial Markets (Stichting Autoriteit Financiële Markten, AFM) in any event before June 30, 2015, which is the date by which under Dutch law a request for approval must be submitted to the AFM.

In addition, FedEx and TNT Express confirm that the process to obtain the required regulatory merger control approvals for the Offer is proceeding without delays. The Offer will be conditional upon FedEx obtaining the required competition clearances in the European Union, China, Brazil and, to the extent applicable, the United States of America. FedEx and TNT Express remain confident that substantive anti-trust concerns, if any, can be addressed adequately and in a timely fashion. Although FedEx and TNT Express aim to obtain the required regulatory clearances as soon as possible, it is noted that completing the formal clearance procedures could take up to one year. As such, it may be required to obtain an exemption from the AFM to (further) extend the offer period.

>>> What to look at today - 1st of May 2015 (most mkt closed- UK Open)

Dow-1,08% S&P-1,01% Nasdaq-1,64% Russell-2,15%
US Market closed lower, s&P was not able to close above its 50dMA. Technmology leaded teh move. AAPL -2,7% on WSJ Report of component issue intheiWatch (AAC). All ten sectors finished the day in negative territory with energy (-0.4%) succumbing to the pressure during late afternoon action. The sector displayed intraday strength thanks to crude oil's 1.8% advance to $59.63/bbl. For the month, the energy sector gained 6.6% while crude oil spiked 20.8%...volume were above avergae at more than 1bil shares (month end effect)...USafter Hours OXGN +12.2%, ELLI +10%, EXPE +4.5%, LNKD -21.2%, PXLW -14%, FSLR -4.3% following earnings/guidance...ALTR +4,4% Reuters reporting that standstill agreement between co and Intel (INTC) will expire on June 1...Relatively quiet session in Asia today, as markets in China, Hong Kong, Taiwan, Singapore, and South Korea are closed for holiday...China posted official PMI data for Apr. Manufacturing PMI was at 50.1, slightly beat consensus of 50.0, while Services PMI at 53.4, slowed from 53.7 in prior month. AUD/USD little changed after those data. China Stats Bureau said China manufacturing still faces downward pressure, and non-manufacturing growth slows. AUD/USD little changed after China data.

Eur$ 1,1224

Macro
- China April Manufacturing PMI 50.1; Est. 50.0
- Greece Said to Resume Sale Process for Piraeus Port Next Week

Keep an eye on :
- BARC LN : Barclays Starts GBP100m Fund to Finance U.K. Tech Startups
- BMPS IM : Monte Paschi, Nomura in Talks to End Derivative Trade: Reuters
- BZU IM : Buzzi Unicem Offer for Sacci Not Accepted by Banks, Creditors
- COLT LN : Colt Group 1Q Sales Decline to EU394.6m; Ebitda Rises
- GSK LN : Glaxo’s Breo Ellipta Asthma Treatment Wins FDA Approval
- LG FP : Lafarge Upgraded at Baader-Helvea on Eurocement Merger Support
- LLOY LN :  Lloyds 1Q Underlying Profit Beats Est.: NIM to Beat Forecast, Lloyds CFO Culmer Says He Can’t Rule Out Further PPI Provisions
- NHH SM : NH Hotel Postpones Bond Sale Citing Unsatisfactory Markets
- PTC PL : Portugal Telecom 2014 Net Loss EU302.8m vs Net EU331m Y/y
- SKG LN : Smurfit Kappa 1Q Ebitda Falls; Takes Charge in Venezuela
- SYNN VX : Monsanto Is Said to Approach Syngenta Again About a Takeover
- TEN IM : Tenaris 1Q Net $222m vs Est. $266m; Ebitda Margin Narrows
- TNTE NA : FedEx, TNT: Formal Clearance Procedures Could Take up to 1 Yr
- DG FP : Orix, Vinci Airports Consider Joint Bid for Airports in Japan
- VM/ LN : Virgin Money 1Q Gross Mortgage Lending Up 34%
- VIV FP : *VIVENDI RATED UNDERWEIGHT VS NOT RATED AT JPMORGAN

>>> After Hours Summary: OXGN +12.2%, ELLI +10%, EXPE +4.5%, LNKD -


After Hours Summary: OXGN +12.2%, ELLI +10%, EXPE +4.5%, LNKD -21.2%, PXLW -14%, FSLR -4.3% following earnings/guidance

After Hours Gainers:

Companies trading higher in after hours in reaction to earnings: OCN +9%, ATHN +8.5%, LLNW +7%, CENX +6.6%, UVE +5.1%, CEMP +4.8%, BRKS +4.5%, COHU +4.1%, NTRI +4%, EXEL +3.9%, SWKS +3.7%, HABT +3%, EEP +3.2%, MOBL +3%, WU +2.6%, GERN +2.5%, EMN +2.4%, GILD +2.2%, FEYE +2%, MXL +2%, BYD +1.4%, NKTR +1.4%, THG +1.1%, RGC +1.1%, LEG +1.1%, EGO +1%, CHSP +1%, FLR +0.8%

Companies trading higher in after hours in reaction to news: ALTR +4.4% (Reuters reporting that standstill agreement between co and Intel (INTC) will expire on June 1), SRNE +2.7% (announced appointment of Mark Durand as CFO), AEHR +1.8% (announced an order receipt for an ABTS burn-in and test system from a Chinese customer), ELS +1.3% (filed mixed securities shelf offering), CHSP +1.0% (acquired the Ace Hotel and Theater for $103 mln), LUV +0.9% (filed for offering of debt securities and common stock), FNMA +0.7% (released March 2015 monthly summary; Book of Business increased at a compound annualized rate of 0.4%)

After Hours Losers:

Companies trading lower in after hours in reaction to earnings: HTCH -15.3%, ARAY -14%, PODD -13.9%, CTCT -9.9%, TRMB -6.6%, DWA -5.2%, ABAX -4.7%, CTRL -4.4%, COLM -4.3%, RKUS -4.1%, FRGI -3.1%, JDSU -3%, V -2%, SCSC -2%, TUES -2%, SPF -1.9%, BMRN -1.8%, HME -1.8%, POL -1.7%, FBHS -1.3%, EVHC -1.2%, TXTR -0.7%, DGI -0.5%, SBSI -0.4%

Companies trading lower in after hours in reaction to news: NRX -6.7% (announced proposed offering of common stock; gross proceeds expected to be $30 million), AXAS -4.5% (announced the acquisition of an additional Bakken/Three Forks interest, the reaffirmation of its borrowing base and an operations update), HERO -0.6% (announced extension of termination date of Hercules 261 contract), GWB -0.5% (priced upsized 20 mln share offering by selling shareholders at $21.50 per share; National Australia Bank increased the offering from original plans to sell 18 mln shares)