Monthly Archives: July 2011

Initial 13D on Ecolab Inc

(Ecolab has a market cap of $11.6 billion and is aquiring Nalco for $5.4 billion in a part cash/part stock deal; Filers Cascade and Gates Foundation collectively own 9.7%; while the 13D does not disclose any specifics, the merger will require shareholder vote and so this filing could be meaningful; what also noteworthy is that 12.5 mm…

Shareholders Oppose Icagen Merger

 (Icagen has a market cap of $45 mm and an EV of $34 mm; Also, we couldnt help but notice that BVF filed a 13G today disclosing an 8% ownership) Item 4. Purpose of Transaction. On July 20, 2011, the Issuer issued a press release describing a proposed acquisition of the Issuer by Pfizer, Inc. (“Pfizer”) pursuant…

Advocate Group Asks Comverge to Put Up for Sale

(Comverge has a market cap of $77 mm and an EV of $70 mm) Mr. Alec Dreyer Chairman of the Board Comverge, Inc. 5390 Triangle Parkway, Suite 300 Norcross, GA 30092 July 29, 2011 Dear Mr. Dreyer, Shareholder Advocates for Value Enhancement (SAVE) has been in communication with the Comverge board over the past eighteen…

Icahn’s 13-D Discloses 10% Stake in Comm Metals

(Commercial Metals has a market cap of $1.65 billion and an EV of $2.8 billion; Icah owns 9.98%) Item 4. Purpose of Transaction      The  Reporting  Persons  acquired  the Shares in the belief that the Shares were undervalued at current levels. The Reporting Persons may have conversations with management of the Issuer to discuss its…

NutriSystem Authorizes Buyback = 40% of Market Cap

(NutriSystem has a market cap of $373 mm and an EV of $338 mm; the stock has a dividend yield of 5%) FORT WASHINGTON, Pa.–(BUSINESS WIRE)– Nutrisystem, Inc. (NASDAQ:NTRI – News), a leading provider of weight management products and services, today reported financial results for the second quarter 2011. The company also announced that the…

Ramius Files Initial 13-D on Wausau Paper

Wausau Paper has a market cap of $359 mm and an EV of $464 mm; Satarboard (Ramius owns 6.3%)   Item 4. Purpose of Transaction. The Reporting Persons originally purchased the Shares based on the Reporting Persons’ belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity.  Depending upon overall market…

RealNetworks Announces Spec Div and Reverse Split

(Real Networks has a market cap of $472 mm and an EV of $118 mm) Digital media software and services company RealNetworks, Inc. today said that its Board of Directors has progressed far enough in its strategic review of the company’s businesses and strategy to make two announcements regarding its capital structure. First, the company…

Motorola Solutions Initiates Dividend and Buyback

(Motorola Solutions has a market cap of $15 billion and an EV of $11 billion; see earlier post on MSI dated 7/20/11) Motorola Solutions, Inc. (NYSE:MSI – News) announced today its second-quarter 2011 results highlighted by sales of $2.1 billion, up 6 percent from the second quarter of 2010 and driven by solid demand across…

Govt. Contractor to Spin Off Unit

(See earlier posts on LLL dated 6/22/11 and 4/26/11) Following a comprehensive strategic review of its business units, and consistent with its focus on increasing value, L-3 Communications Holdings, Inc. today announced that the company’s Board of Directors has unanimously approved a plan to spin off to L-3 shareholders 100% of a new, independent, publicly traded…

Icahn’s Upped Offer for Clorox Gets Rejected

(See our earlier post on Clorox dated 7/20/11) Dear Mr. Icahn: I am writing in response to your revised July 20, 2011, proposal. Our board of directors, in consultation with our independent legal and financial advisers, has met and thoroughly evaluated your revised proposal. The board unanimously concluded the proposal substantially undervalues Clorox and is…

Oneida Announces Share Buyback

(Oneida Financial has a market cap of $60 mm, has a dividend yield of 5.6% and is trading at a price to Bv of 0.7x) ONEIDA, N.Y., July 26, 2011 /PRNewswire/ — Oneida Financial Corp., (NASDAQ): ONFC) (the “Company”), headquartered in Oneida, New York, the holding company parent of The Oneida Savings Bank, announced that its…

Harbinger Files on North American Energy Services Partners

(North American Energy Partners has a market cap of $237 mm; Harbinger Group owns 10.2%; The stock is trading almost at its 52 week low) Acquisition of Securities of North American Energy Partners Inc.  This press release is being issued as required by applicable Canadian securities laws, particularly Multilateral Instrument 62-104 — Take-Over Bids and Issuer…

Zarlink Semi Initiates Strategic Review

 (Zarlink has a market cap of $451 mm and is subject of a hostile bid of CAD $3.35 per share by Microsemi)   OTTAWA, CANADA, July 22, 2011 – Zarlink Semiconductor Inc. (TSX: ZL) today announced that its Board of Directors has initiated a process to review a range of strategic alternatives available to Zarlink…

E*TRADE Responds to Citadel

(E*Trade has a market cap of $3.6 billion; See our earlier post dated 7/20/11 on ETFC) NEW YORK–(BUSINESS WIRE)– The Board of Directors (the “Board”) of E*TRADE Financial Corporation (NASDAQ:ETFC – News) on July 20, 2011 received a letter from Citadel LLC (“Citadel”) requesting a special shareholder meeting to vote on a number of proposals…

Citadel Accuses E*TRADE of Value Destruction

(E*Trade has a market cap of $3 billion; Citadel owns 9.8%)  Citadel LLC, 131 S. Dearborn Street, 32nd Floor, Chicago, Illinois 60603 July 20, 2011 Steven J. Freiberg, Chief Executive Officer and Interim Chairman, E*TRADE Financial Corporation Dear Steve: This letter is written on behalf of affiliates of Citadel LLC (together “Citadel”) which beneficially own approximately…

Icahn Ups Clorox Offer to $80 per Share

CARL C. ICAHN VIA FEDERAL EXPRESS AND FAX ————————— The Board of Directors The Clorox Company Dear Board Members: WE HEREBY RAISE OUR OFFER TO $80.00 PER SHARE. ALL OTHER TERMS REMAIN CONSISTENT WITH OUR PREVIOUS OFFER. You stated in your recent letter that the board concluded our offer was “neither credible nor adequate.” We…

Clorox Responds to Icahn

(See earlier posts on CLX dated 7/15/11 and 2/11/11) Dear Mr. Icahn: I am writing in response to your letter dated July 14, 2011.     Our board of directors, with the assistance of our independent financial and legal advisers, has met and thoroughly evaluated your conditional proposal. The board unanimously concluded your proposal substantially undervalues the company…