(BN) Altera Shareholders Cadian, TIG Said to Push for Sale to Intel

Altera Shareholders Cadian, TIG Said to Push for Sale to Intel
2015-04-13 20:24:57.129 GMT


By Alex Sherman and Ian King
(Bloomberg) -- Cadian Capital Management and TIG Advisors
are among Altera Corp. shareholders that have sent letters to
the company’s management, urging them to return to the
negotiating table with Intel Corp., people with knowledge of the
matter said.
The letters question Altera’s ability to create enough
value on its own to match Intel’s offer, said the people, who
asked not to be identified because the letters are private.
Several other of Altera’s largest investors also have sent
letters, two of the people said. Intel bid about $54 a share for
Altera, people familiar with the matter said last week.
Talks between Altera, a maker of programmable
semiconductors, and the world’s largest chipmaker ended after
Altera turned down Intel’s takeover proposal, people familiar
with the situation told Bloomberg April 9. Altera’s stock gained
in the days following the news, signaling that some investors
believed a deal at that price would be attractive.
Cadian is Altera’s 11th-largest shareholder, with about 2.8
percent of outstanding shares, according to data compiled by
Bloomberg. Based on Monday’s closing price of $43.86 a share,
the stake is valued at about $366 million. Altera, with a market
value of about $13.2 billion, is the New York-based investment
firm’s largest holding, according to a year-end filing.
TIG, a New York-based investment firm, owns about 1.5
percent of Altera’s outstanding shares, one of the people said.
Analysts were projecting Altera stock would hit just $37.91
over the next 12 months. The shares were trading at about $35 a
share in March, before reports that the two companies were in
talks.
Chuck Mulloy, a spokesman for Intel, declined to comment.
Sue Martenson, a spokeswoman for Altera, didn’t respond to
requests for comment.

For Related News and Information:
Intel’s Deal Ambition Ramps Up Chipmaker Consolidation: Real M&A
Altera Is Said to Reject Intel Offer of About $54 a Share
Intel Cuts Sales Forecast on Lower Demand for Computers
Bloomberg Intelligence, semiconductor devices: BI SEMI <GO>
Top deal news: DTOP <GO>
Real M&A columns: NI REALMNA <GO>

To contact the reporters on this story:
Alex Sherman in New York at +1-212-617-8278 or
asherman6@bloomberg.net;
Ian King in San Francisco at +1-415-617-7171 or
ianking@bloomberg.net
To contact the editors responsible for this story:
Mohammed Hadi at +1-212-617-2914 or
mhadi1@bloomberg.net
Elizabeth Wollman, Andrew Pollack

>>> US Close Dow-0,45% S&P-0,41% Nasdaq-0,15% Russell+0,06%


Closing Market Summary: S&P 500 Logs First Decline in Four Sessions

The major averages began the new trading week on a lower note. The S&P 500 surrendered 0.5% after spending the day in a steady retreat from its opening high while the Nasdaq Composite shed 0.2% after showing relative strength throughout the day.

All in all, the Monday session was very quiet with the S&P 500 spending the day inside a 15-point range. Investors did not receive any noteworthy data or earnings, but that will change as the week wears on.

Today, however, the S&P 500 appeared to be on track for its fourth consecutive advance, but the index hit resistance during the opening hour and retreated into the afternoon. A handful of heavily-weighted sectors displayed early strength, but the financial sector (+0.3%) was the only group left in the green when the session ended.

Elsewhere, the top-weighted technology sector (-0.3%) ended ahead of the broader market, but could not avoid turning negative. Large cap names like Apple (AAPL 126.85, -0.25), Google (GOOGL 548.64, +0.10), and Microsoft (MSFT 41.76, +0.04) held up well while chipmakers struggled with the PHLX Semiconductor Index losing 0.6%.

Still, the relative strength in the technology sector helped the Nasdaq spend the day ahead of the S&P 500. The index also drew support from biotechnology with the iShares Nasdaq Biotechnology ETF (IBB 358.32, +0.88) adding 0.2%. The biotech ETF registered its sixth consecutive gain after being up more than 1.0% in the early going. Conversely, the health care sector (-0.6%) ended among the laggards despite showing relative strength early.

Similar to health care, two other countercyclical sectors—consumer staples (-0.5%) and utilities (-1.0%)—underperformed while telecom services shed 0.2%.

Moving back to the cyclical side, the energy sector contributed to the early strength, but reversed to end lower by 0.8% even as crude oil settled higher by 0.5% at $51.91/bbl after testing the $53.00/bbl level.

Also of note, industrials (-1.1%) settled behind the remaining nine sectors as General Electric (GE 27.63, -0.88) weighed. The largest sector component fell 3.1% after spiking 10.8% on Friday.

Treasuries registered modest gains after climbing off their overnight lows. The 10-yr note ended on its high with the benchmark yield down two basis points at 1.93%.

Today's participation matched recent averages with more than 650 million shares changing hands at the NYSE floor.

Economic data was limited to the Treasury Budget statement for March, which showed a deficit of $53.00 billion (consensus -$44.00 billion). The Treasury data are not seasonally adjusted, so the March deficit cannot be compared to the $36.90 billion deficit recorded in February.

Tomorrow, the March Retail Sales report (consensus 1.0%) and March PPI (consensus 0.2%) will be released at 8:30 ET while February Business Inventories (consensus 0.3%) will be reported at 10:00 ET.
  • Nasdaq Composite +5.3% YTD 
  • Russell 2000 +5.1% YTD 
  • S&P 500 +1.6% YTD 
  • Dow Jones Industrial Average +0.9% YTD

>>> Zoetis : Pershing Squre discloses amended stake; reaches agreement on new Bo

Pershing Squre discloses amended stake; reaches agreement on new Board member - filing 

The Reporting Persons (as defined below) beneficially own 41,823,145 shares of Common Stock (the Subject Shares). The number of shares of Common Stock beneficially owned by the Reporting Persons has not changed since the date this Schedule 13D was initially filed. However, the Issuer has repurchased shares of Common Stock since that date and, solely as a result of those repurchases, the Subject Shares now represent a higher percentage of the outstanding shares of Common Stock than reported in that initial filing. Specifically, the Subject Shares now represent approximately 8.4% of the shares of Common Stock outstanding, based on 500,664,819 shares of Common Stock outstanding as of March 6, 2015 as reported in the Issuers Definitive Proxy Statement filed on March 20, 2015.

Pursuant to the February 3 Letter Agreement referred to in Item 6, the Issuer and Pershing Square have identified Paul M. Bisaro as a mutually agreeable additional independent director to be added to the Issuers board of directors and its Compensation Committee immediately after the Issuers 2015 annual meeting. The Issuer and Pershing Square confirmed this in a letter dated April 10, 2015 (the April 10 Letter), a copy of which is filed herewith as Exhibit 99.10 and is incorporated herein by reference.

WSJ : FiveTakaways From Kraft-Heinz Merger Agreement

FiveTakaways From Kraft-Heinz Merger Agreement

The background to one of the year’s biggest mergers – the combination of Kraft Foods Group Inc.KRFT -1.00% and H.J. Heinz Co., valued at more than $50 billion – was revealed in SEC filings Friday afternoon.

MoneyBeat took a look at the merger agreement and found five key revelations for our readers.

It came together quickly: Heinz chairman Alexandre Behring first approached Kraft CEO and chairman John Cahill about arranging a meeting on Jan. 20. Mr. Cahill had just taken over the top spot at Kraft in December. On Jan. 27, Mr. Cahill reviewed with Centerview Partners, Kraft’s investment bankers how the company would fare as a standalone entity before meeting with Mr. Behring the following day in Wheeling, Illinois.

On Jan. 29, the Centerview bankers met with Mr. Behring in New York. At that time, Mr. Behring told the Centerview bankers that Heinz and 3G planned to make an offer for Kraft. Roughly two months after that initial phone call, the deal was announced.

Deal terms — before and after: Heinz and 3G initially said it would make $10 billion equity investment in Heinz and give Kraft shareholders a special dividend of $12.50 per share and a 47% stake in the combined company. Two offers later, Heinz and 3G kept the $10 equity investment the same but upped the special dividend to $16.50 per share and ultimately gave Kraft shareholders a 49% stake in the combined company.

Kraft whittled down the termination fee: Kraft initially would pay a $1.8 billion termination fee if it couldn’t get its shareholders to approve the deal. After some back and forth, the new termination fee payable by Kraft to Heinz is $1.2 billion.

Other bidders look unlikely to emerge: Kraft contacted two other companies about potential deals after Heinz made its overtures. Mr. Cahill met the CEO of “Company A” on March 4, a few weeks before the Heinz deal was announced. No specific discussion took place about a potential deal. The representative of “Company B” didn’t have time to meet anytime in March and suggested April instead.

Centerview has a big payday: The merger agreement says that Centerview could receive an aggregate fee ranging from $49 to $60 million. According to research firm Dealpoint Data, at the high end of the range, it would be one of the largest fees in the past two years. In most other cases, the adviser fees were split among several banks, but Centerview was the sole banker to Kraft on this deal.

>>> Nokia in talks to acquire Alcatel-Lucent assets

Nokia in talks to acquire Alcatel-Lucent assets 

Nokia of Espoo, Finland, is engaged in advanced discussions to buy a portion of Alcatel-Lucent of Boulogne-Billancourt, France, to bolster its telecom equipment unit and better go toe-to-toe with Ericsson of Stockholm, Sweden, according to a newswire report.

The newswire cited for the information people familiar with the situation.

Bloomberg News earlier today, Monday, cited the people as saying that Nokia might announce a deal to acquire Alcatel wireless holdings this week. Though an outright takeover of Alcatel has been mulled, a transaction involving the Alcatel wireless division that had revenue of EUR 4.7bn in 2014 is the most probable outcome, said the people. Executives at Nokia are looking to obtain French state support for a sale of Alcatel wireless assets, one of the people said. However, the people added that no pact has been reached and that the talks between Nokia and Alcatel could ultimately fizzle out.

According to the news report, representatives at Nokia and Alcatel declined to comment on the discussions.
Newswire Round-up

(BFW) Nokia Said in Advanced Talks to Acquire Alcatel-Lucent Assets

Nokia Said in Advanced Talks to Acquire Alcatel-Lucent Assets
2015-04-13 18:50:38.284 GMT


By John Simpson
(Bloomberg) -- Purchase intended to strengthen
telecommunications-equipment business, to better compete with
Ericsson, people familiar tell Bloomberg’s Francois de Beaupuy,
Marie Mawad, Jeffrey McCracken.
* Nokia may announce agreement to buy wireless assets as early
as this week, the people said
* The business had 2014 rev. of EU4.7b
* No agreement has been reached, and deal could still fall
apart, the people said

Story Link:NSN NMRDHC6KLVRP<GO>

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

--With assistance from Adam Ewing in Stockholm, Manuel Baigorri
and Matthew Campbell in London, Naomi Kresge in Berlin,
Jacqueline Simmons and Helene Fouquet in Paris and Alex Sherman
in New York.

To contact the reporter on this story:
John Simpson in Toronto at +1-416-203-5726 or
jsimpson12@bloomberg.net
To contact the editors responsible for this story:
Andrea Snyder at +1-202-624-1831 or
asnyder5@bloomberg.net

Variety : Time Warner, Viacom Back Off Nielsen

Time Warner, Viacom Back Off Nielsen

Analysis: With a difficult 'upfront' market looming, media companies prepare to buck tradition to keep ad revenue flowing

Madison Avenue has long paid for TV commercials in a way that made sense when everyone watched TV the same way. With digital technology giving rise to multiple kinds of couch-potato behavior, however, advertisers are pushing for something new.

In moves that could have seismic effects on the media industry, Time Warner and Viacom are in talks with select advertisers that would have the sponsors pay for video ads based on measures very different from the industry’s current standard, Nielsen ratings. The deals would center not on an average of how many people actually saw the commercials — as is the current practice — but rather on how the ads affect consumer behavior or how often consumers interact with the pitches.

The new efforts show how TV, still considered big-audience media, is trying to get smaller — by mirroring digital media’s ability to isolate narrower consumer niches. Seeing such offers from companies known for TV content “is kind of the Holy Grail,” said Mary Ellen Barto, vice president of brand media at Arby’s, which spends approximately $50 million to $60 million on TV advertising each year, and has held talks with Time Warner’s large Turner TV unit. “Consumers now have so many options for how to spend their time and where and when they access content,” Barto said in an interview. “It has really become increasingly challenging for marketers to know where to invest their dollars for maximum effect.”

Turner has offered certain advertisers the chance to establish guarantees such as lifts in brand recognition, purchase intent or awareness of a specific marketing effort, like a loyalty program. These guarantees would be established for four of the unit’s cable networks — Cartoon Network, Boomerang, Adult Swim and TruTV — said Joe Hogan, executive vice president ad sales for Turner’s “emerging” networks, in an interview, and would be made alongside traditional metrics like Nielsen ratings. Viacom, meanwhile, has begun talks with potential sponsors about “not only just delivering an impression to an audience, but seeing how the audience will engage with their content or their ad,” said an executive familiar with the situation. The effort would involve new kinds of data and could potentially involve agreements regarding consumer activity related to social media, this executive said.

Many TV networks have begun pitching new ideas about helping marketers use TV more precisely, but Turner and Viacom are believed to be the first to actually offer guarantees of success. If the companies fail to deliver the consumer behavior promised, they would be obligated to give advertisers some sort of “make good,” which could come in the form of extra ad inventory.

The talks emerge as the media industry is poised to enter the annual upfront market, when U.S. TV networks try to sell the bulk of their advertising for the coming programming cycle. In recent years, marketers have cut back the amount of money they put down in advance, and have earmarked more money for new forms of promotion on digital and social media. Advertisers committed between $8.17 billion and $8.94 billion for the 2014-2015 primetime slate on broadcast, according to Variety estimates, compared with between $8.6 billion and $9.2 billion in 2013. They placed $9.6 billion in advance advertising commitments for cable in 2014, down about 6% or about $577 million from the $10.2 billion committed the year before, according to the Cabletelevision Advertising Bureau.

To halt the migration of ad cash, media companies have begun to break old rules and to allow advertisers to do tailored deals that look less at the number of impressions an ad makes and more at very specific marketing goals.

“Overall TV ratings are in structural decline. Marketers are increasing their spend on digital marketing priorities, especially around social, digital video and mobile. The TV networks need to evolve their data, analytics and insight capabilities,” noted Christopher Vollmer, leader of the global media and entertainment practice at consultant Strategy&. Advertisers “will shift their money to the partners where they have the greatest confidence in the return on their video investment,” he added. “They want and need more than Nielsen age and demo.”

Executives who decide how big marketers should allocate their funds applaud the efforts. “This is an advancement over years past, when we were looking only at demographic and age,” said Melissa Shapiro, president of investment at MediaVest, the Publicis Groupe ad-buying firm that represents Procter & Gamble and Coca-Cola, among others. “Now we are looking at specific audiences.” Advertisers are more interested in “how do you find the car buyer, rather than men between 18 and 49,” said Marianne Gambelli, executive vice president and chief investment officer at independent media buyer Horizon Media. “I think that’s where the business is going.”

Other companies are making efforts as well. “We are deep in conversations looking at all data sets,” said Dave Morris, chief revenue officer of CBS Interactive. “We have started to talk to some pretty interesting partners and we are trying to make some very smart and strategic decisions.” CBS is at present offering guarantees based on Nielsen, according to a person familiar with the situation, but will entertain other types of guarantees on a case by case basis.

The media companies hope the ideas grow over time. The four Turner networks were selected because their audiences are more narrowly defined, and perhaps easier to harness for the new measures, said Donna Speciale, president of Turner’s ad sales, in an interview, but the company would over time like to extend it “out on all of our networks,” including its biggest properties, TNT and TBS. Viacom sees a chance to get more involved with advertisers looking for video distributed across TV as well as mobile and digital means, the executive said.

Success is not guaranteed. The deals require a closer working relationship with the TV networks than some advertisers might prefer, said one media-buying executive with knowledge of the discussions. Indeed, the Turner offer requires the advertiser to get involved with higher levels of placement on the networks or potentially helping the network get attention for its programs, according to ad buyers. Some advertisers may not wish to share marketing goals, the media-buying executive said, because doing so might tie the marketer more closely to a particular media company, leaving less room for flexibility. What’s more, the media buyer suggested, sharing granular marketing goals could give TV outlets leverage to charge advertisers more for helping them reach the audiences they most covet.

If these deals gain traction, however, they could place pressure on Nielsen, which has for decades been the de facto arbiter of TV success. Advertisers pay for TV commercials based on a measure known as “C3,” which includes views of ad breaks that take place as many as three days after the commercials air. Some have begun to use “C7,” which incorporates a week’s worth of commercial views. Marketers typically pay most for views by audiences between the ages of 18 and 49.

To be sure, the company does more than measure viewership. It also provides data about consumer habits, and its Nielsen Catalina unit, which analyzes consumer buying behavior, is part of offers being made by both Scripps Networks Interactive and CBS in the weeks leading to the upfront. “There are a myriad of measurement options emerging for key players in the media industry, but Nielsen remains dedicated to delivering superior quality measurement that the industry continues to rely upon,” said Charles Dreas, managing director of media analytics, insights and policy at Nielsen, in a statement provided by the company.

The Turner and Viacom efforts aren’t the first to use alternate measures to woo advertisers. In 2006, NBC put together an agreement with Toyota Motor that called for the network to prove viewers could remember specific pieces of information about TV shows, including the plot. Toyota wanted to identify the NBC programs that sparked the most viewer attention, or engagement, and place commercials alongside them. To get such information, NBC and Toyota relied on IAG Research, a New York company that measures viewer response to TV shows and ads. Nielsen purchased the company in 2008 for $225 million.

LVMH 1Q Rev. Beats; Wines & Spirits Decline Less Than Estimates

+------------------------------------------------------------------------------+

LVMH 1Q Rev. Beats; Wines & Spirits Decline Less Than Estimates 2015-04-13 16:00:00.7 GMT

By Heather Burke (Bloomberg) -- LVMH 1Q total sales EU8.323b, est. EU8.13b. * 1Q total organic sales growth +3%, est. +3% * 1Q organic sales by unit: * Wines & Spirits -1%, est. -3% * Fashion & Leather Goods +1%, est. +1% * Perfumes & Cosmetics +6%, est. +7% * Watches & Jewelry +7%, est. +2.5% * Selective Retailing +5%, est. +6.1% * Selective Retailing +5%, est. +6.1%</li></ul> * Call tomorrow 3pm CET + 44 (0) 203 367 9453 * Preview * Statement

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

To contact the reporter on this story: Heather Burke in London at +44-20-3525-2044 or hburke2@bloomberg.net To contact the editor responsible for this story: James Ludden at +44-20-3525-2645 or jludden@bloomberg.net

>>> Cinven plans to offer 40.1M shares of the company - Cinven, through certain

Cinven plans to offer 40.1M shares of the company 

- Cinven, through certain of its funds as defined below, announces that it intends to sell part of its shareholding in Spire Healthcare Group plc ("Spire"). The disposal will be through a placing of shares in Spire ("Placing Shares") to institutional investors 

The Offering is expected to comprise approximately 40.1 million Spire ordinary shares equivalent to approximately 10.0% of Spire's issued ordinary share capital. The offer price will be determined by means of an accelerated bookbuild offering process which is to start immediately.- If all the Placing Shares are sold, Cinven's remaining stake would comprise approximately 153.8 million shares, equivalent to approximately 38.3% of Spire's issued ordinary share capital.

Cinven has entered into a placing agreement (the "Placing Agreement") with J.P. Morgan Cazenove (J.P. Morgan Seurities plc) and Morgan Stanley (Morgan Stanley & Co. International plc) to act as joint bookrunners (the "Joint Bookrunners") in relation to the Offering

FT : French courts offer an unlikely source of income for banks

French courts offer an unlikely source of income for banks


Want to know how to earn a positive return on cash with an implicit guarantee from a G7 government? Thought that might grab your attention. It can still be done, through a little known deposit scheme used only by select Swiss bankers. And, in a week when the Swiss government became the first in history to sell 10-year bonds with a negative interest rate — in effect, charging investors 0.055 per cent a year to deposit cash for a decade — even a small positive percentage is a compelling proposition.

It works like this. First, you fly to Zurich or Geneva. Flights costs about £230 from Europe on a no-frills airline, or $1,200 from the US on Aeroflot. Then, you establish a wealth management business offering clients — ideally Frenchmen — advice on tax planning and cross-border transactions. Allow a few tens of millions for the regulatory capital, but no need to go overboard on compliance costs (although you may also need to provide favoured clients with suitcases full of banknotes worth up to SFr5m).
But here is the clever bit: do all of this in such a way as to attract the attention of the French authorities. Wait a few months for them to raid your offices, and bring charges. You will then be invited by French magistrates to deposit “bail” of about €1bn, on which you will be paid interest by La Republique if it fails to secure a conviction.

This is the deal offered to Swiss bank UBS last July, following allegations by French authorities that it was involved in money laundering. It was asked to deposit bail of €1.1bn, ahead of a trial: a sum meant as security in case of a guilty verdict, which was equal to the maximum fine a French court could impose.

Perhaps not anticipating what a good deal this was, given the imminently yield-depressing effect of the European Central Bank’s bond-buying programme, UBS appealed the French court decision in December. It lost, but is winning in terms of returns.

For the past two quarters, UBS’s earnings have shown the bail is on deposit with the French court, and the bank has confirmed that it will receive interest on the €1.1bn if the money is returned. It is not sure how much interest, but it will certainly be better than the -0.055 per cent it would have received from the Swiss government, or the even more negative rates paid on shorter-term German, Austrian, or Swedish bonds.

A one-off anomaly? You might have thought so, until Thursday. That was when HSBC was also given the chance to deposit €1bn with the French court, following allegations that its Swiss private banking arm helped clients avoid taxes. Assuming it has been granted the same bail terms as UBS, a non-prosecution will leave the bank at least €550,000 better off than it would have been if it put the cash into those Swiss bonds instead. Or €10.5m better off if interest on the bail is 1 per cent.

While this reinforces the otherworldly nature of negative interest, it also suggests a lack of worldliness on the part of regulators. By wasting time on appeals about bail — when the banks are hardly going to disguise their staff as bicycling onion sellers and make a midnight dash for the border — they are pointlessly delaying the regulatory process. By potentially rewarding banks they suspect of wrongdoing, they appear out of touch with reality.

A shorter process, in which payments benefit only those taxpayers who have lost out, might make the financial system seem a little less the wrong way round.