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   Strategies & Market TrendsSpeculating in Takeover Targets

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To: Labrador who wrote (5160)4/13/2019 11:08:28 AM
From: Paul Senior
   of 6147
News from the company is found in my link.

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To: Paul Senior who wrote (5162)4/14/2019 6:12:07 AM
From: Labrador
   of 6147
Thanks for the note Paul. I was looking at the Company's financials and they're audited by an accounting firm that I've never heard of, Briggs & Veselka Co - a small Texas public accounting firm. I must admit that I was a bit skeptical of relying on a small unknown (to me) accounting firm. I looked them up on the PCAOB web site and the firm's last review was in 2016 and at the time they had 7 public companies and 2 were reviewed by the PCAOB. They received a clean bill of health - namely, no deficiencies were found. Although Torchlight's audit could not have been a selection since Torchlight became an audit client in 2016, I think that the quality of this audit firm is likely excellent. Just an FYI.

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To: richardred who wrote (5157)4/17/2019 12:52:07 AM
From: richardred
   of 6147
SFS- Speculation- BULLEYE TODAY- I knew full well going in, if this speculation was to occur. The premium would be small, It was. On a positive note it's a cash deal, and my time holding was short. I haven't looked into details yet. Such as a shop around or breakup fees should a White knight appear. Ahold IMO certainly will be looking IMO. However they might be a little tied up now with the on going Stop & Shop strike.

Smart & Final agrees to be re-acquired by Apollo for $6.50 a share

Smart & Final Stores Inc. SFS, -1.64% announced Tuesday afternoon that it has agreed to be acquired by private-equity firm Apollo Global Management LLC for $6.50 a share in cash. Smart & Final stock closed Tuesday at $5.39 a share, and popped more than 18% higher in after-hours trading to reflect the agreement. At $6.50 a share, Smart & Final would have a market cap of about $500 million. Apollo previously bought Smart & Final for $22 a share in 2007, then sold it to Ares Management in 2012; the company went public in 2014, but was still majority-owned by Ares. Ares has committed to tender its shares in the acquisition.

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To: richardred who wrote (4628)4/17/2019 10:43:02 AM
From: richardred
   of 6147
RE-QCOM failed merger

Just goes to show sometimes based on QCOM current stock price in reaction to recent developments . A quick takeout is not the answer. Congrats to all QCOM holders who held out. Reminds me of Illumina Fending Off Roche’s Hostile Bid and later a tremendously higher ILMN stock price.

To: richardred who wrote (4627)11/6/2017 8:27:46 AM
From: richardred Read Replies (1) of 5164
Broadcom makes unsolicited $130B bid for Qualcomm in largest tech deal in history
Terri Cullen | David Faber
Published 1 Hour Ago Updated 19 Mins Ago.

Broadcom makes unsolicited bid for Qualcomm in largest tech deal in history 39 Mins Ago | 03:33
Broadcom on Monday made an unsolicited offer to buy Qualcomm, in a deal that that would be the largest technology acquisition ever.

The $70 a share bid, equal to more than $130 billion, is comprised of $60 in cash and $10 per share in stock. It also include Broadcom's willingness to have Qualcomm complete its pending acquisition of NXP Semiconductors for more than $38 billion in cash, sources told CNBC, which reported Sunday evening the offer was likely coming Monday.

But the bid stands whether that acquisition is completed or not, Broadcom said.

Qualcomm shares were halted for trading in premarket trade.

Qualcomm's stock, traded on the Nasdaq, surged by more than 12 percent on Friday amid speculation that Broadcom was preparing a bid. It finished the session at $61.81. Broadcom's offer is at a premium of 27.6 percent to Qualcomm's closing price of $54.84 on Thursday, a day before media reports of a potential deal pushed up the company's shares.

Broadcom has been working on its proposal for months — a bold bid to become a dominant supplier of communications chips to the wireless industry — and is believed to have approached Qualcomm privately about its offer, but was quickly rebuffed, sources told CNBC. The company had originally considered an attempt to buy Qualcomm prior to that company's deal to buy NXP more than one year ago, but upon getting no traction at that time, retreated.

Getty Images
Qualcomm Inc. CEO Steve Mollenkopf.This time, Broadcom is determined to bring its offer to the attention of Qualcomm shareholders. People familiar with the company's thinking indicate Broadcom will not shy away from initiating a proxy fight to gain seats on Qualcomm's board of directors in support of its offer.

Qualcomm's annual meeting is currently scheduled for March of next year with the deadline for nominating directors sometime in December.

Qualcomm, however, is expected to strongly resist Broadcom's proposal. People close to the company expect it to indicate the offer price is far below what it would expect in a takeover. In addition, Qualcomm is expected to raise concerns that any combination with Broadcom would raise significant antitrust concerns.

While Broadcom is expected to indicate its willingness to let Qualcomm complete its deal to acquire NXP, it is also expected to encourage the company not to raise its current $110 cash deal to acquire the company. Qualcomm is under pressure from NXP shareholders to raise its bid for that chip company, or face the likely prospect it will not be able to meet the minimum threshold needed to take control of the company under Dutch law.

A tie-up would combine two of the largest makers of wireless communications chips for mobile phones and raise the stakes for Intel, which has been diversifying into smartphone technology from its stronghold in computers.

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From: Paul Senior4/17/2019 1:44:11 PM
   of 6147
SFS. Curious what your tactic is with this one now. Stock's very close to deal price (1-2 cents away), so I infer investors believe high certainty of deal closing.

"The transaction, which is expected to close by the third quarter of 2019..."

I don't have many shares, and I decided I'd just rather have the cash now, so I'm selling out now (at $6.48)

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To: Paul Senior who wrote (5166)4/18/2019 12:18:59 AM
From: richardred
   of 6147
For not having a lot of shares. I think selling out now is good. It will free up your cash for redeployment immediately . I to, also might sell out on the open market, before this deal is completed. One thing I would like to see before I sell my shares. The paperwork shareholders will receive with the tender offer. For one, I'd like to see who gives a fairness opinion about the offer, and why they think the offer is fair. I myself sold out my previous owned shares at greater than 7 dollars last year. The company went public at 12 post takeover I believe. Also I'd like to find out what the breakup fee is. The paperwork might also discuss if there were other interested parties in their strategic sale exploration. Lastly a long shot , but a White knight is still possible IMO. Amazon & Ahold among others, might still hypothetically be interested parties. If they are, they now know what they have to beat, 6.50. plus break up fees. Even though the board agreed to this announced deal. It's still the fiduciary duty of the board to consider a hypothetically higher offer. This past Qtr. ruined 3 previous qtrs. of SFS earnings improvement. I would also be interested in seeing next qtrs earnings. I personally have more than a few shares. So I will go through the motions of waiting for now. Hope this helps.

P.S. Fairness & and breach of fiduciary duties lawsuits are very common nowadays in takeovers. I suspect that will be the case with this company to. I hypothetically thought the company would go for around 7.50 just based on last years stock price alone. I'm still happy with 6.50 if nothing happens.

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To: richardred who wrote (5167)4/18/2019 11:13:18 AM
From: richardred
   of 6147
FWIW-RE-SFS A 90+ thousand share block went at 6.51 a penny above the 6.50 offer. This IMO show some Risk Arbs are willing to bet on a sweetened bid or White Knight.

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To: richardred who wrote (5131)4/22/2019 12:58:25 PM
From: richardred
   of 6147
ENZ-Speculation-Yup 14 million More came today from Hologic & Grifols Diagnostic Solutions Inc.

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To: richardred who wrote (4890)4/23/2019 12:36:03 PM
From: richardred
   of 6147
Looking closely at ASTE again on the big earnings miss.

Message #4890 from richardred at 6/21/2018 1:36:34 PM

Sold and closed out position in # 1 TT SITT pick ASTE Nice gain. Added to position in ASV. Might re-enter ASTE if the opportunity presents itself.

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To: richardred who wrote (5158)4/24/2019 10:16:36 AM
From: richardred
   of 6147
A White Knight shows up-

Occidental offers $57 billion for Anadarko, topping Chevron.

Reuters) - Oil and gas producer Occidental Petroleum Corp on Wednesday made a $57 billion bid for Anadarko Petroleum Corp, topping Chevron Corp’s $50 billion offer and setting up the first hostile takeover battle for a major oil company in years.

FILE PHOTO: The Occidental Petroleum Corp headquarters is pictured in Los Angeles, California September 16, 2013. REUTERS/Mario Anzuoni

The surprise $76-per-share bid comes after Occidental had been trying to woo Anadarko and had made two other proposals since late March. A deal would make Occidental the largest producer of oil in west Texas’s Permian basin, where production has boomed in recent years.

The bid pushed Anadarko shares up more than 14 percent in premarket trading to $73, well above the $65 per share offered by Chevron. Occidental shares fell about 6 percent to $58.73.

Occidental boosted the cash portion of its offer to 50 percent, up from two earlier offers. Chevron’s offer comprised 25 percent cash and 75 percent stock.

A deal would boost Occidental’s production in the lucrative Permian to 533,000 barrels of oil equivalent production per day, the company said.

“We’ve studied this very diligently,” said Vicki Hollub, Occidental’s chief executive, adding the deal would boost cash flow and allow Occidental to raise its dividend over time. “We’re the partner of choice,” she said.

Still, Occidental has lost 7 percent of its value since it first disclosed its interest in Anadarko.

“This is not a smart move on part of Occidental given the difference of size between the two companies,” said Raymond James analyst Muhammed Ghulam.

“Chevron is much bigger and has the resources to combine the two companies, and has significant deep water experience,” Ghulam said, referring to Anadarko’s deep water Gulf of Mexico assets.

A merger would help lower costs for Anadarko’s shale operations in Texas and Colorado, boosting returns. Occidental also brings project management expertise to assure Anadarko’s liquefied natural gas project in Mozambique gets built on time and on budget, Hollub said.

Anadarko plans to reply to the offer today, a spokesman said.

In a letter to Anadarko’s board, Occidental described two prior purchase proposals, each of “significantly higher value” than that made by Chevron. Its offer would require shareholder votes by Occidental and Anadarko holders.

Anadarko would also be liable to pay Chevron a $1 billion break-up fee if its board chooses Occidental’s offer.

“It is unfortunate that Anadarko agreed to pay a break up fee of $1 billion, representing approximately $2 per share, without even picking up the phone to speak to us after we made two proposals during the week of April 8,” Hollub wrote in a letter to Anadarko’s board on Wednesday.

Analysts have said they expect the industry to consolidate more as small oil producers, who revolutionized the sector through advances in horizontal drilling and hydraulic fracking, have had to cut spending as investors press for higher returns and their stock prices languish.

The Permian produces about 4 million barrels per day, and is expected to hit 5.4 million bpd by 2023, according to IHS Markit, more than the total production of any OPEC country other than Saudi Arabia.

Occidental’s $76 per share offer comprises $38 in cash and 0.6094 of its shares. The offer represents a premium of 19 percent to Anadarko’s closing price on Tuesday and 62 percent to the closing price on April 11, the day before Chevron made its bid.

Under Chevron’s $65 per share bid, Anadarko shareholders are set to receive 0.3869 shares of Chevron and $16.25 in cash for each Anadarko share.

Reporting by Debroop Roy in Bengaluru and Gary McWilliams in Houston; Editing by David Gregorio

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