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   Strategies & Market TrendsSpeculating in Takeover Targets


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From: richardred2/4/2006 5:00:03 PM
   of 6516
 
Pinnacle Foods Group Inc. Announces Exclusivity Agreement Regarding Potential Acquisition
Friday February 3, 5:08 pm ET

MOUNTAIN LAKES, N.J., Feb. 3 /PRNewswire/ -- Pinnacle Foods Group Inc. ("PFGI") today announced that its wholly-owned subsidiary Pinnacle Foods Corporation (together with PFGI, "Pinnacle") has entered into an exclusivity agreement that allows Pinnacle to conduct due diligence and negotiate definitive agreements regarding the purchase of certain assets and the assumption of certain liabilities relating to a national branded food business in the dry food category (the "Target Business"). Pinnacle intends to fund the purchase price through the issuance of additional equity to Pinnacle's current equityholders and by increasing the term "B" loan under Pinnacle's senior credit facility by $143 million. To facilitate completion of the acquisition of the Target Business, Pinnacle is also seeking an amendment of its senior credit agreement.

During Pinnacle's due diligence review of the Target Business, Pinnacle has been provided with unaudited financial information regarding the Target Business for the fiscal year ended December 31, 2005, which shows that the unaudited net sales of the Target Business for this period were approximately between $220 million and $230 million. In addition, based on such unaudited financial information, Pinnacle estimates that the acquisition of the Target Business will be accretive to Pinnacle's total debt leverage ratio and will be neutral to Pinnacle's interest coverage ratio. The financial information regarding the Target Business referenced above is unaudited and has not been verified by Pinnacle. As a result, there is no assurance that any audited financial information regarding the Target Business will be consistent with the unaudited financial information referenced above, and such unaudited financial information and the resultant financial ratios derived therefrom should not be relied upon.

To date, the parties have not entered into a definitive asset purchase agreement and there can be no assurance that the parties' negotiations will result in the parties entering into a definitive asset purchase agreement on terms described above or at all. Even if the parties should enter into a definitive asset purchase agreement, there can be no assurance that the transaction will be consummated.

Pinnacle is a leading producer, marketer and distributor of high-quality branded food products in the frozen foods and dry foods segments. The frozen foods segment consists primarily of Swanson® and Hungry Man® frozen dinners and entrees; Van de Kamp's® and Mrs. Paul's® frozen seafood; Aunt Jemima® frozen breakfasts and Lender's® bagels. The dry foods segment consists primarily of Vlasic® pickles, peppers and relish; Duncan Hines® baking mixes and frostings and Mrs. Butterworth's® and Log Cabin® syrups and pancake mixes.

The securities to be issued in connection with the equity issuance described above have not been and will not be registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release is not an offer to sell these securities nor is it soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

From time to time, Pinnacle may make statements that predict or forecast future events or results, depend on future events for their accuracy or otherwise contain "forward-looking information." The words "estimates," expects," contemplates," "anticipates," "projects," "plans," "intends," "believes," "forecasts," "may," "should," and variations of such words or similar expressions are intended to identify forward-looking statements. These statements are made based on management's current expectations and beliefs concerning future events and various assumptions and are not guarantees of future performance. Pinnacle cautions readers that actual results may differ materially as a result of various factors, some of which are beyond our control, including but not limited to: general economic and business conditions, industry trends, changes in our leverage, interest rate changes, changes in our ownership structure, competition, the loss of any of our major customers or suppliers, changes in demand for our products, changes in distribution channels or competitive conditions in the markets where we operate, costs of integrating acquisitions, loss of our intellectual property rights, fluctuations in price and supply of raw materials, seasonality, our reliance on co-packers to meet our manufacturing needs, availability of qualified personnel, and changes in the cost of compliance with laws and regulations, including environmental laws and regulations. There may be other factors that may cause our actual results to differ materially from the forward-looking statements.

Source: Pinnacle Foods Group Inc.

biz.yahoo.com

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From: richardred2/4/2006 7:27:11 PM
   of 6516
 
SNIP>Potential acquisition targets include oil sands plays like Canadian Natural Resources and Western Oil Sands, as well as skillful U.S. independents like Murphy Oil, Apache, Anadarko and Devon. Conoco's recent decision to buy gas-player Burlington drew skepticism -- as did Chevron's move to purchase Unocal last year. But with prices where they are, there's no shortage of cash. And there is a lack of easy-to-find crude. Don't be surprised, therefore, if the next time Big Oil finds some new assets, they're found not in deep water or under desert sands but on Wall Street.
Message 22133825

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From: richardred2/4/2006 8:46:47 PM
   of 6516
 
European Stocks Rise on Takeover Talk; Lloyds TSB, Ahold Gain

Feb. 1 (Bloomberg) -- Takeover speculations touched off a rally in European stocks that sent the Dow Jones Stoxx 600 Index to its highest in 4 1/2 years.

Lloyds TSB Group Plc, Unilever and Royal Ahold NV paced the advance.

``Companies are cheap right now,'' said Pablo Garcia, a fund manager at Nordkapp Inversiones SV SA in Madrid, which oversees $485 million. Businesses ``need to increase sales and mergers provide a good opportunity to do that.''

Volkswagen AG, Europe's biggest carmaker, gained after Dow Jones reported Sixt AG and Apax Partners Worldwide LLP offered $3 billion euros ($3.6 billion).

British Sky Broadcasting Plc, the pay-TV company chaired by Rupert Murdoch, rose after results beat analysts' estimates. Solar-power companies such as Conergy AG climbed on optimism that the U.S. will use more alternative sources of energy.

The Stoxx 600 headed for the first advance in three days, adding 1.1 percent to 324.62 as of 4:12 p.m. in London. Phone stocks including Cable & Wireless Plc limited gains. The Stoxx 50 rose 0.9 percent, and the Euro Stoxx 50, a gauge for the 12 countries using the euro, increased 1 percent.

A rally that lifted the Stoxx 600 to its best January since 1998 faltered earlier this week amid concern over earnings slowdowns from companies such as Cable & Wireless and France Telecom SA. Takeover speculation and better-than-expected results rekindled confidence in stocks.

Analysts expect earnings to climb 9.3 percent this year, up from 8.7 percent estimated earlier last month, according to forecasts compiled by FactSet Research Systems Inc. Still, that's less than 22 percent growth projected for 2005, the data show.

Earnings Growth

Generally, ``earnings still look good and overall economic growth is still moving in the right direction,'' said Guy Stern, who oversees $17.8 billion as chief investment officer of Credit Suisse Asset Management's German unit in Frankfurt. ``I don't see that anything has gone wrong for the stock market at all.'' Stern declined to name specific stocks he was buying or selling.

The Stoxx 600 trades at an average 17.3 times earnings, less than 18.1 for the Standard & Poor's 500 Index and 45 for Japan's Nikkei 225 Index.

National indexes advanced in all 18 western European markets. France's CAC 40 and the U.K.'s FTSE 100 both added 0.9 percent, while Germany's DAX rose 0.8 percent. All three indexes are poised for the highest close since at least August 2001.

Manufacturing in the dozen nations that share the euro expanded for a seventh month in January as exports spurred economic growth. An index of manufacturing was at 53.5. Economists predicted a gain to 54.1, according to the median estimate of 36 forecasts in a Bloomberg survey. A reading above 50 signals growth.

Lloyds TSB

Lloyds TSB, the U.K.'s fifth-largest bank by assets, rose 5.7 percent to 538.5 pence on speculation that the company may receive a bid from a U.S. bank. The Financial Times said in its markets report that talk ``did the rounds'' yesterday about Lloyds TSB receiving a takeover bid of 700 pence a share from a U.S. bank.

Banco Bilbao Vizcaya Argentaria SA, Spain's No. 2 bank, may also be considering a bid for Lloyds TSB, the Guardian newspaper said, citing traders, in a separate report today.

A Lloyds TSB spokesman declined to comment on the reports. A Madrid-based spokesman for Bilbao said the bank wouldn't comment on the speculation.

Unilever, Ahold

Shares of Unilever, the maker of Ben & Jerry's ice cream, rose 2.3 percent to 59.10 euros amid talk that company may be a target for leveraged buyout firms.

``The LBO rumor is a story that keeps coming back on Unilever, based on developments in buyouts,'' said Marco Overmeer, sales trader at SNS Securities in Amsterdam. ``Some people say Unilever is a target.''

``We never comment on rumors or speculation,'' said Tanno Massar, a company spokesman in Rotterdam.

Ahold, the Dutch owner of the Stop & Shop and Giant supermarket chains, gained 4.1 percent to 6.61 euros on speculation that the company may be bought by Tesco Plc of the U.K. and Kohlberg Kravis Roberts & Co.

``There's a rumor that a consortium of Tesco and KKR will bid for Ahold,'' said Patrick Roquas, an analyst at Rabo Securities in Amsterdam. He recommends that investors ``buy'' Ahold shares.

Amsterdam-based Ahold doesn't comment on market rumors, said spokesman Walter Samuels. KKR spokesman Simon Moyse declined to comment. Jon Church, a spokesman for Cheshunt, England-based Tesco didn't immediately return a call seeking comment.

Volkswagen, BSkyB

Shares of Volkswagen rose 2.7 percent to 50.13 euros. The bid by Germany-based Sixt, Germany's biggest car-rental company, and Apax was the highest among offers that Volkswagen is considering for Europcar, Dow Jones said.

Volkswagen and Sixt have declined to comment on reports, including two by the Financial Times Deutschland in January, that Sixt is among as many as seven possible bidders for Europcar.

Raiffeisen International Bank AG, an Austrian lender, gained 7.2 percent to 63.80 euros. Raiffeisen agreed to buy Russia's Impexbank for up to $550 million. Impexbank has a nationwide lending network catering to retail clients.

BSkyB added 3.8 percent to 504.5 pence. The pay-TV company chaired by Rupert Murdoch reported second-quarter profit rose 8.9 percent on higher revenue as subscriber growth topped estimates. The company add 215,000 new customers in the quarter, more than 178,600 estimated in a Bloomberg survey.

Vallourec, Stork Climb

Vallourec SA, the world's second-biggest maker of seamless steel tubes to transport oil and gas, added 7.7 percent to 621.5 euros. Chairman Pierre Verluca said he will use profit to expand in nations including China rather than buy back stock after sales rose 41 percent in the fourth quarter to 1.26 billion euros ($1.53 euros).

Stork NV, the largest Dutch maker of aircraft parts, climbed 6.8 percent to 39.18 euros, the most in more than two years. Stork will return as much as 350 million euros ($425 million) to investors in the next three years and sell two units.

Conergy and Solarworld AG jumped after U.S. President George W. Bush said the world's largest economy must increase reliance on alternative energy sources.

Conergy, a maker of solar-power plants, climbed 8.2 percent to 121 euros. Solarworld, which makes solar silicon wafers, rose 7.2 percent to 184.70 euros.

Syngenta AG, the world's second-biggest maker of agricultural chemicals, gained 4.9 percent to 170.4 Swiss francs. Syngenta produces seeds for corn used in bioethanol, a fuel that can be used to power cars. Abengoa SA, Europe's largest ethanol maker, soared 14 percent to 16.90 euros.

Bush Goals

Bush, during his State of the Union address, set a goal of replacing 75 percent of the petroleum the U.S. imports from the Middle East with ethanol by 2025.

Cable & Wireless, Britain's second-biggest telephone company, retreated 6.1 percent to 96 pence. Paul Ruddle and Celine David, London-based UBS AG analysts, cut the shares to ``reduce'' from ``neutral,'' saying achieving long term profit and sales targets is ``likely to be more painful.''

Shares in the phone company tumbled 11 percent yesterday after the company forecast unchanged profit in its home market and said Chief Executive Officer Francesco Caio will resign. Morgan Stanley, Deutsche Bank AG and HSBC Holdings Plc lowered their share-price estimates.

Allianz AG, Europe's biggest insurer, slid 2 percent to 130.02 euros. Marc Thiele, a London-based UBS analyst, cut the shares to ``reduce'' from ``neutral,'' saying profit will be hurt by weaker premiums in the property and casualty business and by increasing competition in the life insurance industry. Thiele kept the price estimate for the stock at 123 euros.

Mining Stocks

Mining shares gained the most among the 18 industry groups in the Stoxx 600 amid optimism demand from China will boost earnings. The Basic Resources Index rose 1.8 percent.

Rio Tinto Group, the world's No. 3 mining company, added 2.5 percent to 2,939 pence. Anglo American Plc, the world's second- largest, gained 1 percent to 2181 pence. BHP Billiton, the world's largest, added 2 percent to 1059 pence.

``We don't see that the industrialization of China is about to slow anytime soon,'' said Bankinvest's Broby. ``Even coal as a commodity is starting to become interesting again. So BHP has another leg in the market.'' Broby holds BHP, Rio Tinto and Anglo American shares.

Shares of Salzgitter, Germany's second-biggest steelmaker, gained 4.9 percent to 59.25 euros, a record. Salzgitter plans to raise prices for a third consecutive quarter in April because of strengthening demand for the metal.

Rhodia SA, France's largest specialty chemicals maker, advanced 5 cents, or 2.3 percent, to 2.26 euros, the highest in more than three years. Deutsche Bank AG raised the shares to ``buy'' from ``sell'' and lifted the price forecast 86 percent to 2.6 euros.

To contact the reporter on this story:
Chris Fournier in Frankfurt at Cfournier3@bloomberg.net.

Last Updated: February 1, 2006 11:22 EST
bloomberg.com

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From: aknahow2/7/2006 11:27:42 AM
   of 6516
 
Apollo Gold (AGT) or T.APG subject of this filing by Jipangu. Wording might just be boilerplate but it may also indicate an intent serious enough for their lawyers to insist that each potential contingency be stated clearly.

The units were purchased by Jipangu for the purpose of investment; however, Jipangu is actively reviewing its holdings in the Issuer (which it intends to do on a continuous basis) and, depending upon:

• the price and availability of additional securities of the Issuer;
• subsequent developments affecting the Issuer and the mining industry;
• global, U.S. and Canadian stock market and economic conditions;
• the prices of gold and other commodities;
• other investment and business opportunities available to Jipangu;
• changes in law or government regulations;
• tax considerations;
• the costs associated with maintaining the public listings of the Issuer; and
• other factors deemed relevant by Jipangu,

Jipangu may at any time determine to acquire additional securities of the Issuer, sell all or part of its holdings in the Issuer, or engage or participate in a transaction or series of transactions with the purpose or effect of acquiring, changing or otherwise influencing control over the Issuer. Such transactions may take place at any time with or without prior notice and may include, without limitation:

• entering into a negotiated business combination involving the Issuer;
• making a tender or exchange offer for some or all of the common shares or other securities of the Issuer;
• entering into one or more privately negotiated transactions for the purchase or sale of securities of the Issuer;
• effecting open market purchases or sales of securities of the Issuer;
• waging a proxy contest for control of the board of directors of the Issuer; or
• taking other actions that could have the purpose or effect of directly or indirectly acquiring, changing or otherwise influencing control over the Issuer.

Except as set forth in this Amendment No. 3, Jipangu does not have any plans or proposals that relate to or would result in any of the matters described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

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From: richardred2/9/2006 12:33:55 PM
   of 6516
 
Unilever Sales, Earnings Rise in 4Q
Thursday February 9, 12:01 pm ET
By Toby Sterling, Associated Press Writer
Unilever Sales, Earnings Rise in 4Q but Margins Slide; Analysts Question if Real Progress Made

AMSTERDAM, Netherlands (AP) -- Unilever returned to profit in the fourth quarter but analysts questioned whether the consumer products giant had made real progress or merely spent more advertising top brands like Dove soaps and Lipton teas.

The company, which also makes Ben & Jerry's ice cream, Hellmann's Mayonnaise and Knorr soups, also said it intends to sell most of its European frozen foods businesses, including the Iglo and Birds Eye brands.

It did not name a buyer for the businesses, which have annual sales of about 2 billion euros ($2.4 billion) and employ 3,500 workers.

Unilever earned 684 million euros ($817.9 million) for the fourth quarter, compared with a loss of 144 million euros a year earlier when it took a 791 million euro impairment on the value of its diet products arm, Slim Fast.

Sales rose 3 percent to 10.1 billion euros ($12.1 billion) from 9.75 billion euros, the Anglo-Dutch company said.

"We have seen a return to strong growth in personal care (products) and in developing and emerging markets," Chief Executive Officer Patrick Cescau said in a statement. "Performance in Europe improved ... but there is still work to do to return Europe to full competitiveness and growth."

Unilever NV shares rose 1.4 percent to close at 59.35 euros ($70.92) in Amsterdam trading. Its U.S. shares rose $1.09, or 1.6 percent, to $71.13 in midday trading on the New York Stock Exchange.

The company's full-year earnings rose 37 percent to 3.77 billion euros ($4.51 billion) from 2.76 billion euros, but were less than analysts' estimates of 3.85 billion euros ($4.60 billion).

Annual sales rose to 39.67 billion euros ($47.41 billion) from 38.57 billion euros a year ago.

Unilever said its sales growth was due to higher sales volumes, rather than better prices, and it was hoping to improve operating margins in 2006.

Sanford Bernstein analyst Andrew Wood wrote that it appeared the company had "bought" its sales increase by raising its marketing spending by around 600 million euros ($720 million) in 2005 and sacrificing margins.

"One must ask what will happen to Unilever's top-line momentum when advertising increases are cut back to 'normal' levels," he said.

Wood estimated the frozen foods division would be sold for 1.6 billion euros to 1.8 billion euros ($1.9 billion to $2.2 billion), given that the Italian operations -- accounting for a quarter of sales -- won't be sold.

Since 2000, Unilever has bet heavily on its biggest brands, weeding out its top 400 from more than 1,500 in order to invest more in them. The company also makes Bertolli olive oil, Axe deodorants and Blue Band butter, among others.

It increased advertising on the major brands after the loss in the fourth quarter of 2004. At the same time, it acknowledged it had been slow in responding to a market downturn and competition from Procter & Gamble Co., and would reform its corporate structure.

Unilever has had dual headquarters in Rotterdam and London since 1930, and two holding companies that are listed in London and Amsterdam -- an arrangement often criticized as unwieldy.

It got rid of one of its two CEOs in early 2005 and is expected to complete a review of whether the headquarters should be combined in May. It also began a program of selling off more brands in markets where it cannot be dominant -- such as the Iglo and Birds Eye brands in Europe.

"Deciding to put the majority of our European frozen food business up for sale has been a tough call," Cescau said in a conference call.

He said the business had become more profitable in recent years, but making further improvements would cost too much. "We believe we have better opportunities elsewhere," he said.

Wood said it was a positive sign that Cescau said Unilever wasn't considering any major acquisitions on the model of P&G, which bought Gillette Co. for $57 billion last year.

"They need to re-acquire credibility before even considering major mergers and acquisition," Wood said. "There is still plenty of growth and improvement potential in the existing businesses."
biz.yahoo.com

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From: richardred2/9/2006 12:38:11 PM
   of 6516
 
Sonic Solutions Posts 3Q Profit of $8.2M
Wednesday February 8, 5:39 pm ET
Sonic Solutions Reports Third-Quarter Earnings of $8.2 Million; Shares Jump 7.7 Percent

NOVATO, Calif. (AP) -- Sonic Solutions Inc., which makes data-recording software, on Wednesday posted a profit for the third quarter after its revenue doubled from the year before.

Shares of Sonic surged on the report, climbing $1.29, or 7.7 percent, to $18.10 in electronic after-hours trading. The stock gained $1.02 to close at $16.81 during the regular session on the Nasdaq.

Income for the October-December quarter climbed to $8.2 million, or 30 cents per share, from a loss of $419,000, or 2 cents, a year ago. Its latest-quarter earnings beat the average estimate of 27 cents per share from analysts polled by Thomson Financial.

Revenue for the period totaled $40.8 million, up from $19.7 million a year earlier and ahead of the consensus target for $38 million.

The company's year-ago results were weighed by integration and writedown expenses from last year's acquisition of rival software firm Roxio Inc.

biz.yahoo.com

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To: richardred who wrote (1014)2/9/2006 12:40:29 PM
From: richardred
   of 6516
 
Toshiba talking with 5-6 firms about Westinghouse
Wednesday February 8, 7:25 am ET
By Kiyoshi Takenaka

TOKYO (Reuters) - Toshiba Corp. said on Wednesday it is in talks with five or six companies about taking a minority stake in Westinghouse, which it is acquiring for $5.4 billion, but General Electric Co. is not one of them.

General Electric, a failed bidder for Westinghouse, is Toshiba's technology partner for boiling water reactors.

Toshiba, Japan's second-largest electronics conglomerate, said on Monday it had agreed to buy Westinghouse, the U.S. power plant arm of British Nuclear Fuels, to boost its position in the resurgent nuclear power industry.

The merged operation is set to be the world's largest nuclear reactor maker, accounting for 28 percent of the global market in terms of power generating capacity, surpassing Areva of France.

The deal is expected to expand significantly the Japanese conglomerate's potential customer base. Toshiba offers boiling water reactors, while Westinghouse specializes in the more widely used pressurized water reactors.

"Combining our resources, we aim to build a global leading company that can offer both types of reactors and to expand our business sharply," Toshiba President Atsutoshi Nishida told a news conference.

Revenues from Toshiba's nuclear business are likely to total around 700 billion yen ($5.9 billion) in 2015, up sharply from 200 billion yen now, Nishida said.

On profitability, Toshiba's nuclear operations are expected to achieve an operating profit margin of at least 10 percent for the next 10 years, he added.

NO DECISION ON FINANCE

Nuclear power, out of favor after the Chernobyl disaster in 1986, has been dogged by concerns about the financial and environmental costs of dealing with radioactive waste. But it has recently returned to the fore.

Concern over the security of power supplies and growing demand worldwide for energy have fueled a surge in crude oil prices, prompting fuel-hungry countries such as China to expand investment in other energy sources including nuclear power.

Nishida said Toshiba's stake in Westinghouse is expected to be 51 percent or a few percentage points more, responding to concerns that it may end up taking a larger stake than originally intended, increasing its financial burden.

"We have received requests from five to six firms to participate in the deal. If we just add up all the stakes they want, we may not be the majority shareholder," he said.

Asked if Toshiba is planning equity finance to fund the acquisition, Nishida said it had yet to decide how to finance the deal.

He said the purchase can be covered by three years' worth of Toshiba's free cash flow, reiterating earlier comments.

Shares in Toshiba closed down 3.1 percent at 716 yen, weighed down by concerns about a possible new share issue and ensuing dilution in per-share value. The Tokyo stock market's electrical machinery index IELEC.ended down 2.2 percent, while the Nikkei share average fell 2.68 percent.

Toshiba, the world's fourth-largest microchip maker, intends to keep spending aggressively in flash memory production capacity despite the hefty investment in Westinghouse, Nishida said.

The acquisition stoked investor worries that Toshiba may be spreading its resources too thin at a time when it needs to continue investing heavily in chip output facilities to remain competitive in the market for NAND flash memory, its cash cow.

Nishida also said Toshiba has no plans to change Westinghouse's management and corporate structure drastically.

"This is a company that has a long track record in its business and solid management. I have no intention of changing the way they run the business fundamentally," he said.

"In my video message sent to employees at Westinghouse's U.S. headquarters in Pittsburgh, I didn't forget to congratulate them on the Pittsburgh Steelers' victory in the Super Bowl."

($1=117.78 Yen)

biz.yahoo.com

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From: richardred2/9/2006 12:42:08 PM
   of 6516
 
Mentor Shares Down on 3rd-Quarter Results
Tuesday February 7, 4:05 pm ET
By Wallace Witkowski, AP Business Writer
Mentor Shares Drop on 3rd-Quarter Results, Downgrade; Competitors Fall on Regulatory Uncertainty

NEW YORK (AP) -- Shares of Mentor Corp. slipped Tuesday after the maker of cosmetic surgery products reported disappointing third-quarter results late Monday and analysts were split on the company's near-term prospects.

Mentor shares fell $1.63, or 3.7 percent, to $42.17 in afternoon trading on the New York Stock Exchange, at nearly four times their average volume, after earlier changing hands as low as $40.40. Shares have traded between $31.65 and $56.65 over the past 52 weeks.

Lazard analyst Alex Arrow downgraded Mentor to "Sell" from "Hold" with a $35 price target, on the belief that the "strategic alternatives" sought for the company's lagging urology business will likely result in its sale to an outside buyer, resulting in a reduction of its 2007 earnings.

Arrow also cited regulatory delays of two key Mentor products as contributing to the downgrade. The analyst said Mentor's halting of plans to submit data to the Food and Drug Administration for its Puragen wrinkle filler, to pursue a fourth-quarter launch in 2006, could indicate internal problems with product, delaying a launch even further.

The FDA has also held up its final approval of silicone-gel breast implants, owing to the fact that few at the agency want to risk approving a product that does not save lives but poses possible health risks, Arrow said. Also, the analyst doesn't see the implants contributing much to Mentor's operating margin, and believes eventual approval is already figured into Mentor's stock price.

CIBC World Markets analyst John Calcagnini, who rates Mentor a "Sector Outperformer," disagreed with Arrow's valuation and calculated the company's share price does not already include implants approval.

Calcagnini recommended in a note that investors "buy on weakness" on the belief that silicone-gel implants could add $1 or more to annual earnings per share, and the company's failed offer for Medicis Pharmaceutical Corp. will encourage it to make cosmetic surgery acquisitions to make up for lost earnings from the potential urology sale.

Piper Jaffray analyst Thom Gunderson, who rates Mentor as "Market Perform," estimated the decision on silicone-gel filled breast implants may be delayed until July, a year after the company received an approvable letter from the FDA. He lowered his price target to $41 from $46. Gunderson said in an interview the process is likely being drawn out because the FDA wants assurances that Mentor has a solid plan to track women who get the implants and to monitor them for potential health problems.

"For the FDA, quick means two to three months," Gunderson said. "I have no sense this will be quick."

Silicone gel-filled breast implants were taken off the U.S. market for cosmetic uses more than 13 years ago when thousands of women complained that silicone from leaky or burst implants had made them seriously ill. In April, the FDA convened an advisory panel to consider reintroducing the implants to the market.

From an investment standpoint, Gunderson said the lack of a final approval for the implants leaves Mentor more exposed than competitor Inamed Corp., which derives a lesser part of its revenue from currently approved implants and is in the process of being acquired by Botox maker Allergan Inc. Inamed is also awaiting final FDA approval for its silicone-gel breast implants.

Also on Monday, Allergan extended its exchange offer for Inamed shares until Feb. 22, since it has yet to receive antitrust approval on the acquisition. The company has already tendered 52 percent of Inamed's shares for either $84 in cash or about 0.85 of an Allergan share. Shares of Inamed fell $1.78, or 2 percent, to $87.60 on the Nasdaq, and Allergan shares fell $3.80, or 3.4 percent, to $107.30 on the NYSE.

Mentor reported late Monday its third-quarter profit fell 22 percent to $12.7 million, or 26 cents per share. Excluding one-time charges, the company reported earnings per share of 33 cents, which still fell below the consensus of 38 cents from analysts surveyed by Thomson Financial. Revenue was virtually flat at about $120.5 million, under an analysts consensus of $130.6 million.

biz.yahoo.com

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From: richardred2/9/2006 12:43:20 PM
   of 6516
 
FEI Company Terminates Discussions With Carl Zeiss SMT
Tuesday February 7, 4:00 pm ET

HILLSBORO, Ore., Feb. 7 /PRNewswire-FirstCall/ -- FEI Company (Nasdaq: FEIC - News) announced today that it has terminated discussions with Carl Zeiss SMT, a unit of Carl Zeiss AG regarding the potential acquisition of FEI by Carl Zeiss SMT. The discussions were initiated by Carl Zeiss.

Commenting on this announcement, Vahe Sarkissian, chairman, president and CEO of FEI stated, "We are renewing our focus on generating improved operating results in 2006, building on our market focus and restructuring activities of 2005. Our potential as a leader in tools for nanotechnology is very large, and we are concentrating on taking advantage of that potential, generating positive shareholder returns in the process."

About FEI

FEI's Tools for Nanotech(TM), featuring focused ion- and electron-beam technologies, deliver 3D characterization, analysis and modification capabilities with resolution down to the sub-Angstrom level. With R&D centers in North America and Europe and sales and service operations in more than 50 countries around the world, FEI is bringing the nanoscale within the grasp of leading researchers and manufacturers and helping to turn some of the biggest ideas of this century into reality. More information can be found on the FEI website at: feicompany.com .

Safe Harbor Statement

This news release contains forward-looking statements relating to certain discussions between FEI and Carl Zeiss and the company's current focus. Factors that could affect these forward-looking statements include, but are not limited to, changes in FEI's strategic direction, market developments and opportunities, the competitive landscape, product and technological developments and general economic conditions. Please also refer to the company's Form 10-K, Forms 10-Q, Forms 8-K and other filings with the U.S. Securities and Exchange Commission for additional information on these factors and other factors that could cause actual results to differ materially from the forward-looking statements. FEI assumes no duty to update any forward- looking statements.

Source: FEI Company

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From: richardred2/10/2006 12:32:52 AM
   of 6516
 
Wild Oats shares jump after Yucaipa raises stake
Mon Feb 6, 2006 11:26 AM ET

(Adds details from filings, updates stock activity)

CHICAGO, Feb 6 (Reuters) - Wild Oats Markets Inc. (OATS.O: Quote, Profile, Research) shares jumped as much as 9 percent on Monday after Yucaipa said it raised its stake in the organic and natural foods grocer.

Yucaipa, the private equity firm owned by billionaire grocery magnate Ronald Burkle, increased its stake in Wild Oats to 14.9 percent from 9.2 percent, according to a 13D filing with the U.S. Securities and Exchange Commission on Friday.

"According to management, Yucaipa indicated that this would remain a passive investment; however, the investment size and new 13D language potentially suggests otherwise," Bear Stearns analyst Robert Summers said in a note on Monday. He has an "outperform" rating and $15.00 price target on Wild Oats.

In the filing, Yucaipa said that it could engage in talks with other persons or entities "regarding potential strategic transactions" involving Wild Oats and other supermarket and retail companies, depending on various factors.

That wording differed from the 13D filed when Yucaipa disclosed its 9.2 percent stake in Wild Oats in March 2005. At that time, Yucaipa said only that it "may communicate with other shareholders, industry participants and other interested parties concerning the company."

Summers said that language in the latest filing "suggests a more hands-on approach and greater involvement. This represents a dramatic change and could foreshadow more aggressive efforts by Yucaipa to increase visibility on the earning power of the underlying business."

Yucaipa and its affiliates acquired more than 1.7 million Wild Oats shares from Dec. 16, 2005 through Feb. 3, 2006. Nearly 1.45 million of those shares were purchased from Feb. 1 through Feb. 3, the filing shows.

Wild Oats shares jumped as high as $15.35 on Monday morning, and were last up 95 cents, or 6.8 percent, at $15.02.
yahoo.reuters.com

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