>>> US Early premarket gappers

Early premarket gappers
Gapping up: NTWK +17.3%, TRIP +13.7%, NADL +13.3%, STMP +9.7%, WHX +8.7%, WTI +8.7%, CJES +7.8%, FEYE +7.5%, CSCO +6.2%, HIVE +5.6%, BLDP +5.5%, FXCM +5.4%, SD +5.3%, SKX +4.8%, YNDX +4.7%, NBG +4%, NVDA +4%, CRIS +3.7%, ALU +3.2%, GREK +3.1%, SNE +3.1%, LC +2.9%, DB +2.8%, ING +2.8%, WLL +2.8%, ZEN +2.8%, RIG +2.6%,FCX +2.4%, HUBS +2.4%, BCS +2.3%, MT +2.3%, DL +2.3%, JBLU +2.2%, SAN +2.2%, BP +2.2%, WFM +2.2%, AUY +2%, PBR +1.9%, IFF +1.9%, SHPG +1.9%, TXT +1.8%, HIMX +1.8%, GPRO +1.4%, TU +1.4%, TWTR +1.2%, ACOR +1.1%, RAD +1%, CRAY +1%, TAL +1%

Gapping down: ZU -23.6%, AMBR -17.5%, TSLA -8.5%, BIDU -7.3%, NTAP -6.8%, CSOD -6.7%, ACHN -6.3%, CAKE -5.7%, SPRT -4.2%, IMMR -3.6%, HERO -3.6%, OESX -3.4%, VIPS -2.7%, ACHC -2.7%, DIOD -2.7%, TTHI -2.5%, CTL -2.3%, BOX -2.1%, AMAT -1.9%, HART -1.6%, TSO -1.5%, MATR -1.4%, SDRL -1.3%, BBRY -1.3%, AVP -1.2%, CTLT -1.1%, SCSS -1.1%,TCK -1%, ARMH -0.9%, DBD -0.9%, SINA -0.7%, CPA -0.6%, PPP -0.6%, PDS -0.5%, SPW -0.5%

>>> Adidas activists may struggle to de-seat management – bankers

(Deal Reporter) Adidas activists may struggle to de-seat management – bankers
- Activists thought to be watching from a distance
- Management reluctant to sell Reebok at a loss
- Reebok sale could make Adidas vulnerable to takeover

Attempting to force Adidas’s [ETR:ADS] management out early may not be a straightforward task for activist investors pushing for restructuring, bankers following the situation said.

It would also take a large amount of persuading for management to agree to sell subsidiaries Reebok and Taylor Made, a minority shareholder added.

It is thought there are still activist funds circling Adidas and considering strategies to drive a re-rating of the shares. But they may have decided a fight to replace management will take longer than first thought, it was said.

Any turnaround will be a hard slog for incumbent CEO Herbert Hainer and CFO Robin Stalker, let alone for new faces if activists do succeed in removing them, bankers said. “It is arrogant to say you could do a better job,” the shareholder said. Hainer’s contract runs to 2017 and Stalker’s until 2018.

Languishing sales at footwear arm Reebok and golf brand Taylor Made represent the main bone of contention between shareholders and management. Reebok has struggled in the US against Nike [NYSE:NKE], and could be worth half the EUR 3bn Adidas paid for it in 2005, one banker suggested. Selling the subsidiary might also open Adidas up to being a takeover target itself, a second banker said.

It is thought Adidas has received several approaches for Reebok, the second banker said. Hong Kong-based Jynwel Capital and Abu Dhabi government-affiliated funds were set to offer EUR 1.7bn for Reebok, it was reported in October 2014.

“Senior management is in the way of a Reebok sale, as they would be selling at a loss,” a third banker said. The prices offered so far are unlikely to have justified Adidas engaging, said the second banker.

Taylor Made could once have been sold to private equity within a week, the first banker said. It has now become a lightning rod for critics of Hainer, due to slow clearing of inventories in the US. But the brand’s performance should be viewed through a longer-term lens rather than just the last two years, the shareholder argued.

An Adidas spokesperson noted that, following the recently announced sale of Rockport, Hainer clearly stated that management supports all brands in the Adidas portfolio, including Reebok and Taylor Made. The spokesperson declined to comment on speculation of approaches for Reebok.

The lingering Russian economic situation may also contribute to a longer recovery timeframe for Adidas, bankers said. “[Entering] Russia was an absolute must, as it did deliver huge margins,” the third banker said. In Adidas’s latest accounts, Hainer made a special mention of sales being hit by the ruble crisis.

News of potential activism in Adidas was muted following the announcement of a EUR 1.5bn share buyback in October, the bankers noted. The buyback followed September reports that Knight Vinke, TCI and Third Point were taking an interest in Adidas with a plan to remove management and force the disposals of Taylor Made and Reebok. Knight Vinke subsequently denied any interest.

Not a single hedge fund representative has visited Hainer personally to talk about his future, the CEO told the German press last week. Adidas management themselves also seem to be taking a ‘wait and see’ approach rather than going on the front foot with a public investor relations campaign against potential activists, the first banker said.

Management’s biggest mistake was laying out ambitious targets in 2010, predicting annual sales of EUR 17bn in 2015, the shareholder said. Adidas announced in January that 2014 sales were EUR 14.8bn. The gap has helped provide room for the string of criticism, the shareholder said.

But the bankers said the news media has been too harsh on management. “Adidas had to make the acquisition of Reebok to access the US market or they would have missed the boat,” the third banker said. “It’s a nice company that always paid a nice dividend, so shareholders should be happy,” said the second.

>>> Orbitz Worldwide to sell to Expedia for EV of USD 1.6bn

Orbitz Worldwide to sell to Expedia for EV of USD 1.6bn
Expedia, Inc. (NASDAQ: EXPE) announced it has entered into a definitive agreement under which it will acquire Orbitz Worldwide, Inc. (NYSE: OWW), including all of Orbitz Worldwide's brands, for USD 12.00 per share in cash, representing an enterprise value of approximately USD 1.6bn , and a premium of approximately 29% over the volume weighted average share price for the five trading days up to and including February 11, 2015.

The Boards of Directors of both companies have approved the transaction, which is subject to approval by the shareholders of a majority of Orbitz Worldwide's common stock and other customary closing conditions, including applicable regulatory approvals. The Board of Directors of Orbitz Worldwide received a fairness opinion from Qatalyst Partners and has recommended that its stockholders vote in favor of the merger.

"We are attracted to the Orbitz Worldwide business because of its strong brands and impressive team. This acquisition will allow us to deliver best-in-class experiences to an even wider set of travelers all over the world," said Dara Khosrowshahi, President and Chief Executive Officer, Expedia, Inc. "From the flagship Orbitz.com brand, to other well-known consumer brands such as CheapTickets, ebookers and HotelClub and the business-to-business brands Orbitz Partner Network and Orbitz for Business, the Orbitz Worldwide team has built a devoted customer base and we look forward to welcoming them to the Expedia, Inc. family."

"Our mission at Orbitz Worldwide has been to build our brands to be the world's most rewarding places to plan and purchase travel," said Barney Harford, Chief Executive Officer, Orbitz Worldwide. "We're excited for Orbitz Worldwide to join the Expedia, Inc. family and for our teams to work together to further enhance the offerings we provide to our customers and partners."

>>> BOE Gov Carney: Do not see a rate increase before 2016; Would need to provid

BOE Gov Carney: Do not see a rate increase before 2016; Would need to provide more support if low inflation became self-reinforcing. 
- Will look through falls in energy and food prices. 
- Market expectations of rate moves have fallen 'notably', could be appropriate for Bank Rate to rise more quickly.
- MPC could boost QE or cut benchmark interest rate.
- Reiterates UK not in deflation.
- Most likely next BoE move is a rate increase.

>>> ITALY DEBT AGENCY (TESORO) SELLS TOTAL €8.0B VS. €6.25-8.0B INDICATED RANGE

ITALY DEBT AGENCY (TESORO) SELLS TOTAL €8.0B VS. €6.25-8.0B INDICATED RANGE IN 2018, 2022 AND 2030 BTP BONDS 
- Sells €2.5B vs. €2.0-2.5B indicated range in 0.75% 2018 BTP; Avg Yield: 0.44% v 0.61% prior; Bid-to-cover: 1.83x v 1.64x prior 
- Sells €4B vs. €3.25-4.00B indicated range in 1.35% 2022 BTP; Avg Yield: 1.23% v 1.29% prior; Bid-to-cover: x v 1.51x prior 
- Sells €1.5B vs. €1.0-1.5B indicated range in 3.5% 2030 BTP; Avg Yield: 2.1% v 2.46% prior; Bid-to-cover: 1.68x v 1.53x prior