>>> US Gapping down

Gapping down
In reaction to disappointing earnings/guidance
: AMKR -17.5%, BIDU -12.6%, CKEC -11.7%, COMM -5.7%, AVB -5.5%, AUDC -1.8%, CR -1.7%, TACO -1.4%, PRAH -1.4%, ALSN -1.3%, DD -1.2%

Other news: IMMU -45.6% (Belgium's UCB Phase 3 clinical trial program for Epratuzumab did not meet primary endpoint; Epratuzumab was licensed from IMMU), AMDA -30.3% (announced the FDA has requested co provide 24-month clinical performance data for pending 510(k) submission for the Valeo C Interbody with CsC Osteo-Conductive Scaffolding; co also provided in-line Q2 rev guidance), CARA -6.7% (commenced an underwritten public offering of shares of its common stock of up to $65 million), EGLT -5.4% (to offer and sell shares of its common stock in an underwritten public offering; size not disclosed), NYMX -1.6% (following 100% move higher yesterday), ADPT -1.5% (announces an offering of 2.75 mln shares of common stock; ~1.91 mln shares to be sold by co, ~843K shares to be sold by Sterling Partners shareholder group), YOKU -0.8% (following BIDU results), SINA -0.5% (following BIDU results)

Analyst comments: YELP -2.9% (downgraded to Hold from Buy at Deutsche Bank
)

(BFW) *RSA HAS NOT HELD TALKS W/ OR RECEIVED A PROPOSAL FROM ZURICH


BN 07/28 11:49 *RSA SAYS HOLDERS ARE ADVISED TO TAKE NO ACTION
BN 07/28 11:47 *RSA NOTES ZURICH ANNOUNCEMENT THAT CO IS EVALUATING RSA OFFER
BFW 07/28 11:47 *RSA HAS NOT HELD TALKS W/ OR RECEIVED A PROPOSAL FROM ZURICH
BN 07/28 11:46 *RSA INSURANCE: NO CERTAINTY OFFER WILL BE MADE
BN 07/28 11:46 *RSA HAS NOT HELD TALKS W/ OR RECEIVED A PROPOSAL FROM ZURICH
BN 07/28 11:46 *RSA NOT HELD TALKS WITH ZURICH
BN 07/28 11:46 *RSA INSURANCE ANNOUNCEMENT MADE WITHOUT CONSENT OF ZURICH
BN 07/28 11:46 *RSA INSURANCE IS EVALUATING A POTENTIAL OFFER FOR RSA
BN 07/28 11:46 *RSA INSURANCE BOARD NOTES ZURICH ANNOUNCEMENT
BN 07/28 11:46 *RSA INSURANCE GROUP STATEMENT RE POSSIBLE OFFER

RSA: RSA Insurance Group Plc: Statement re Possible Offer
2015-07-28 11:46:00.154 GMT

RSA: RSA Insurance Group Plc: Statement re Possible Offer

UK Regulatory Announcement

LONDON

RSA Insurance Group plc – Board notes Zurich announcement

The Board of RSA Insurance Group plc (“RSA”) notes the announcement by Zurich
Insurance Group (“Zurich”) that it is evaluating a potential offer for RSA.
RSA has not held talks with or received a proposal from Zurich and
shareholders are advised to take no action.

RSA looks forward to updating the market on trading performance and strategic
progress at the interim results announcement on 6 August 2015.

Statement re. Possible Offer

This announcement does not amount to an announcement of a firm intention to
make an offer. There can be no certainty that an offer will be made or as to
the terms of any such offer, should one be made.

This announcement has been made without the consent of Zurich.

In accordance with Rule 2.6(a) of the Code, Zurich is required, by not later
than 5.00 p.m. on 25 August 2015, to either announce a firm intention to make
an offer for RSA in accordance with Rule 2.7 of the Code or to announce that
it does not intend to make an offer, in which case the announcement will be
treated as a statement to which Rule 2.8 of the Code applies. This deadline
can be extended with the consent of the Panel in accordance with Rule 2.6(c)
of the Code.

In accordance with Rule 26.1 of the Code, a copy of this announcement will be
available at www.rsagroup.com.

The content of the website referred to in this announcement is not
incorporated into and does not form part of this announcement.

A further announcement will be made as and when appropriate.

Rule 2.10

In accordance with Rule 2.10 of the Code, RSA Insurance Group plc confirms
that as at the date of this announcement, it has in issue 1,016,868,658
Ordinary Shares of £1.00 each, and 125,000,000 Preference Shares of £1.00
each. The International Securities Identification Number (ISIN) of the
Ordinary Shares is GB00BKKMKR23. The International Securities Identification
Number (ISIN) of the Preference Shares is GB0008631391.

Disclosure requirements of the Takeover Code

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of
any class of relevant securities of an offeree company or of any securities
exchange offeror (being any offeror other than an offeror in respect of which
it has been announced that its offer is, or is likely to be, solely in cash)
must make an Opening Position Disclosure following the commencement of the
offer period and, if later, following the announcement in which any securities
exchange offeror is first identified.

An Opening Position Disclosure must contain details of the person's interests
and short positions in, and rights to subscribe for, any relevant securities
of each of (i) the offeree company and (ii) any securities exchange
offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a)
applies must be made by no later than 3.30 pm (London time) on the 10th
business day following the commencement of the offer period and, if
appropriate, by no later than 3.30 pm (London time) on the 10th business day
following the announcement in which any securities exchange offeror is first
identified. Relevant persons who deal in the relevant securities of the
offeree company or of a securities exchange offeror prior to the deadline for
making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1%
or more of any class of relevant securities of the offeree company or of any
securities exchange offeror must make a Dealing Disclosure if the person deals
in any relevant securities of the offeree company or of any securities
exchange offeror. A Dealing Disclosure must contain details of the dealing
concerned and of the person's interests and short positions in, and rights to
subscribe for, any relevant securities of each of (i) the offeree company and
(ii) any securities exchange offeror, save to the extent that these details
have previously been disclosed under Rule 8. A Dealing Disclosure by a person
to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London
time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire or control an interest in relevant
securities of an offeree company or a securities exchange offeror, they will
be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by
any offeror and Dealing Disclosures must also be made by the offeree company,
by any offeror and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be made
can be found in the Disclosure Table on the Takeover Panel's website at
www.thetakeoverpanel.org.uk, including details of the number of relevant
securities in issue, when the offer period commenced and when any offeror was
first identified. If you are in any doubt as to whether you are required to
make an Opening Position Disclosure or a Dealing Disclosure, you should
contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129.

About RSA

With a 300 year heritage, RSA is a multinational quoted insurance group. RSA
has core operations in the UK, Scandinavia, Canada, Ireland, and Latin
America, and has the capability to write business in around 140 countries.
Focusing on general insurance, RSA has around 19,000 employees and, in 2014,
its net written premiums were £7.5 billion.

Enquiries:

Analysts   Press
Rupert Taylor Rea Louise Shield
Tel: +44 (0) 20 7111 7140 Tel: +44 (0) 20 7111 7047
 
Ryan Jones Kaidee Sibborn
Tel: +44 (0) 20 7111 7243 Tel: +44 (0) 20 7111 7137

View source version on businesswire.com:
http://www.businesswire.com/news/home/20150728005916/en/

Contact:

RSA Insurance Group Plc

-0- Jul/28/2015 11:46 GMT

>>> Chemours (DD spin off) guides Q2 ahead of call next week

Chemours (DD spin off) guides Q2 ahead of call next week

  • Co sees Q2 rev $1.5 bln vs $1.54 bln Capital IQ Consensus and segment operating earnings of $113 million.
    • Chemours stated that second quarter performance reflected a sequential improvement in titanium dioxide shipments over the first quarter despite a slow start to the North American coatings season. This volume improvement was offset by continued weakness in the TiO2 pricing environment and currency headwinds across the businesses.
    • Chemours expects to report second quarter 2015 financial results on a stand-alone basis on August 6th and will conduct a webcast conference call to review business performance.
    • Chemours anticipates additional cash flow improvements from the management of its asset portfolio. The Altamira expansion, which is expected to be completed in mid-2016, is anticipated to provide annual Adjusted EBITDA benefits of $20 million to $70 million. Once Altamira is complete, capital expenditures will decline from the peak of capital spending in 2014. The ramp up of the Opteon refrigerant product line will drive increased revenue and Adjusted EBITDA in the Fluoroproducts segment in each of the next three years. Chemours also continues to evaluate alternatives to improve the profitability of the Chemicals Solution segment.

>>> DuPont misses by $0.03, misses on revs; reduces outlook for Agriculture segm

DD US --> -1.8% PRe open

DuPont misses by $0.03, misses on revs; reduces outlook for Agriculture segment
Reports Q2 (Jun) earnings of $1.18 per share, $0.03 worse than the Capital IQ Consensus Estimate of $1.21; revenues fell 12.2% year/year to $8.88 bln vs the $8.97 bln consensus.
  • Co reduces guidance for FY15, sees EPS of $3.10, excluding $0.80 per share of anticipated full-year earnings from the Performance Chemicals segment, may not be comparable to $3.60 Capital IQ Consensus Estimate. This represents a $0.10 per share reduction from the prior outlook of $4.00 per share, which included the Performance Chemicals segment.
    • Consistent with continuing weakness in global agricultural markets, the company is reducing expectations for the year in its Agriculture segment due to weaker demand in global crop protection markets, reduced expectations for corn area in Latin America, and lower than expected soybean volumes in North America. The company continues to anticipate that the operational redesign will deliver savings of approximately $0.40 per share in 2015. As a result, the company expects operating earnings per share for 2015 to be about $3.10 per share for the full year

FT : Mylan share price plunges after Teva abandons bid

Mylan share price plunges after Teva abandons bid

Shares in drugmaker Mylan plunged almost 14 per cent on Monday after Israeli group Teva Pharmaceutical abandoned its $40.1bn hostile takeover attempt and instead announced an agreed deal to buy part of Allergan.

Teva’s decision to dump its bid for Mylan in favour of Allergan ends one of the most acrimonious takeover tussles of the year and continues the frenetic pace of dealmaking in the pharmaceuticals sector.



It comes after Netherlands-incorporated Mylan, one of the world’s biggest makers of generic medicines, waged an aggressive defence including a complex “poison pill” arrangement and frequent mudslinging.

“We congratulate Teva on their agreement to acquire Allergan’s generics business. As Teva continues to move forward with their strategy, Mylan’s strategic focus remains unchanged,” Mylan said in a statement on Monday.

Mylan said it would press ahead with its own deal — an unsolicited $33bn attempt to acquire Perrigo of Ireland — which some investors had seen as a blocking tactic to repel Teva’s advances.

Mylan had been planning to fund roughly two-thirds of the Perrigo bid with its stock, however, meaning the value of its offer is much diminished following the sharp decline in its own share price on Monday.

Erez Vigodman, Teva’s chief executive, said the purchase of Allergan’s generics division for $40.5bn would provide an “even greater opportunity to create value for shareholders”.

He added that Teva had “preferred Allergan from the outset” and approached the company about a deal earlier this year. At the time, Allergan was unwilling to discuss a divestment, prompting Teva to begin its pursuit of Mylan, said Mr Vigodman.

Teva also said it was reviewing its 4.6 per cent position in Mylan, which it amassed recently to give it leverage in its takeover pursuit. It said it would come to a “clear view” on the stake in the next few weeks, and a decision to divest could put further pressure on Mylan’s shares.


Shares in Mylan were down 13.8 per cent in early trading in New York. Allergan was up 6.6 per cent and Perrigo was up 4.5 per cent.

Some Mylan investors have been privately critical over the group’s intransigence towards Teva’s offer, arguing that the company was putting its independence ahead of shareholder returns.

The shareholders are more likely to back its takeover bid for Perrigo now that the prospect of a Teva deal has faded, according to a person who has spoken to its largest investors. “A deal with Perrigo is the last thing left for them on the table,” said the person.

Robert Coury, chairman and chief executive of Mylan, is set to contact his counterpart at Perrigo this week in a final attempt to convince him to start friendly takeover talks rather than enter a full-blown hostile battle, said people familiar with the matter.

Perrigo is not opposed to being acquired, but the board is convinced that it can be bought for much more than Mylan has offered.

Brent Saunders, chief executive of Allergan, also suggested Mylan had made a tactical misstep. “Teva was offering a very nice premium for that company. I would have more seriously considered it,” he said in an interview with CNBC.

Ronny Gal, an analyst at Bernstein Research, said some investors in Mylan were now “arguing there is enough dissatisfaction to merit a shareholder revolt to change management”.

Abbott Laboratories, its largest shareholder, supports the Perrigo bid.

(CS) European Beverages - Rising Threat of US craft spirits

In this report, Sanjeet Aujla assumes primary coverage of Diageo and Pernod Ricard, providing a review of US craft spirits and its potential impact on the major players. We maintain our Outperform rating (€124 TP) for Pernod and our Neutral rating (1,800p TP) for Diageo.

We estimate craft spirits could reach 12% share over the next decade. Assuming super and ultra-premium brands replicate historical growth, this implies volume declines for premium and value brands.

Prefer Pernod over DGE: Whilst both companies could participate more in the craft segment, we believe they will likely see lower overall growth and share losses, as they are overindexed to large premium and value brands.
We believe DGE is most exposed, as i) it generates c40% of EBIT from the US v c25% for Pernod, ii) it has taken too much price on its large 'premium' brands in recent years, and iii) Pernod has more consistent growth in its
whiskey portfolio, a category with higher 'craft credentials'. The bear case is DGE could see limited profit growth in the US v c8% CAGR over the past decade (which has driven over 50% of group profit growth). Pernod trades at a 7% calendarised FY16E P/E discount to DGE, unjustified in our view.

(CS) Global Equity Strat. UK equities: What to do when rates rise

The market is pricing in an 80% probability of a first rate hike occurring by February 2016 and a 30% probability by November 2015. If anything, the chances are higher, in our view. Composite PMIs are consistent with 2.5% GDP growth and wage growth is accelerating to 3.2%, even before the introduction of the living wage (which could add 0.5% to wage growth).

We think interest rates could rise more than expected in the medium term (1.6% is priced in for end 2017) due to the fact that the UK consumer is now less rate sensitive than in the past (half of mortgages are now fixed-rate, up
from 30%), and there is a high chance of fiscal policy slippage.

Sterling/Dollar has been driven by rate differentials: On a 2 year view, US rates should rise more than those in the UK (less floating rate debt, lower household leverage), but near term Sterling/Dollar should remain range-bound.
The dilemma for us is Euro/Sterling, where sterling appears to be more overvalued against PPP than at any time in the last 20 years (combined with a record trade deficit with Europe). Thus, we still want to buy the European
recovery plays (e.g., Kingfisher, Vodafone, SThree, Hays).

We downgrade UK equities to benchmark, and take our year-end FTSE 100 target down to 7,000 (from 7,450), due to sterling resilience (only 21% of profits come from the UK); GEM exposure (26% of market cap); our negative view on oil (the UK has a larger exposure to oil than even GEM); UK equities modestly underperform when UK rates initially rise; they are not clearly cheap excluding resources; and the UK market is overweight bond proxies.

We are overweight UK banks as they are very closely correlated to two-year note yields, underperformed European banks by 46% since 2013, cheap on P/B vs RoE or P/PPP, buy unfunded pension deficits (BT, GKN, BAE) and employment agencies (who tend to outperform when wages rise). We stick with the benchmark of UK life companies, which are expensive and have ceased to be rate sensitive (we downgraded them in April).

>>> Sergio Rossi could be bought by Emerisque

Sergio Rossi could be bought by Emerisque 

Sergio Rossi, an Italian shoe label backed by the French luxury goods group Kering, is close to being bought by private equity firm Emerisque, reported MF Fashion. The report quoted sources close to the situation as saying that the deal could be worth between EUR 40m and EUR 50m. Emerisque's offer was preferred to the one made by Italian private equity fund Investindustrial, and Lion Capital, the owner of Jimmy Choo.

MF Fashion

>>> Zurich prepares GBP 5.5bn takeover offer for RSA Insurance

Zurich prepares GBP 5.5bn takeover offer for RSA Insurance 

Zurich Insurance of Switzerland is rumoured to be preparing a takeover offer for its UK-based counterpart RSA Insurance, the Financial Times reported. The offer is believed to value London-listed RSA at approximately GBP 5.5bn (USD 8.6bn), the report said.

A source familiar with the British insurer said no offer has been received, the item reported.

Zurich announced at the end of last year that it has more than USD 3bn (GBP 1.9bn) of available cash for M&A spending, the report said. It added that analysts noted the Swiss group recently outlined a target capital structure which could enable the business to issue subordinated debt totalling approximately USD 3bn during the imminent years to come.

RSA has a GBP 4.6bn market cap. Speculation that the company might be sold or broken up has been growing since activist fund Cevian Capital accumulated an almost 10% stake last year, the report said.

Source Financial Times