Avon Products is encouraged to sell the company

Shareholder calls on Avon Products to consider a sale of the company

Shareholder calls on Avon Products to consider a sale. Stockwinners.com
Shareholder calls on Avon Products to consider a sale

A group of shareholders of Avon Products (AVP) led by Shah Capital, Barington Capital Group, L.P., and NuOrion Partners that collectively beneficially owns approximately 3.5% of the outstanding common stock announced that it has sent a letter to the board of Avon calling on the board to promptly retain a financial advisor to explore all strategic alternatives to maximize shareholder value, including a sale of the company in whole or in parts.

The Shareholder Group is extremely disappointed with the deteriorating operating and share price performance that has occurred under the stewardship of the current board.

The Shareholder Group is also dismayed by the Board’s failure to act quickly and decisively on the past recommendations its members have made to improve the long-term performance of the company, including promptly hiring a new chief executive officer – a step that has been long overdue and members of the Shareholder Group recommended over two years ago.

As a result, the Shareholder Group has lost confidence in the ability of Avon’s current Board to create meaningful long-term value for its public shareholders, and sees no reason why shareholders should continue to wait for a turnaround from a Board that has overseen a tremendous destruction of shareholder value.

The Shareholder Group therefore believes that the best course of action is for the Board to retain a financial advisor to explore the sale of the company.

The Shareholder Group believes that Avon would be highly attractive to a range of buyers due to its many positive attributes, including its well-known 130-year old brand; its vast product offering generating over $5.7 billion in sales; its strong market positions in developing countries such as Brazil, Russia and Mexico; its owned manufacturing operations; and its six million direct sales representatives.

In addition, a multinational acquirer would immediately benefit from its ability to improve Avon’s capital structure and the tax efficiency of its operations.

The Shareholder Group is convinced that a better capitalized strategic buyer would do a much better job of unlocking Avon’s tremendous value potential than the company’s current Board.

AVP closed at $2.43. The stock has a 52 weeks trading range of $1.85 – $6.03.


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Dr Pepper Snapple to merge with Keurig

 Dr Pepper Snapple, Keurig Green Mountain announce merger agreement

Dr Pepper Snapple investors to receive special cash dividend of $103.75/share. Stockwinners.com
Dr Pepper Snapple investors to receive special cash dividend of $103.75/share.

Dr Pepper Snapple Group (DPS) and Keurig Green Mountain (MDLZ) announced that the companies have entered into a definitive merger agreement to create Keurig Dr Pepper (KDP), a new beverage company of scale with a portfolio of iconic consumer brands and unrivaled distribution capability to reach virtually every point-of-sale in North America.

Under the terms of the agreement, which has been unanimously approved by the Dr Pepper Snapple Board of Directors, Dr Pepper Snapple shareholders will receive $103.75 per share in a special cash dividend and retain 13% of the combined company.

KDP will have pro forma combined 2017 annual revenues of approximately $11 billion. Dirk Van de Put, CEO of Mondelez International (MDLZ), which will have a significant stake in KDP, said, “We have been very pleased with our coffee partnership with Keurig, and strongly support the strategic rationale for this transaction.

We look forward to continuing to participate in the compelling value-creation and long-term growth opportunities inherent in this powerful beverage platform.”

KDP targets realizing $600 million in synergies on an annualized basis by 2021. Dr Pepper Snapple expects to pay its first quarter ordinary course dividend of $0.58 per share.

At the close of the transaction, the company expects to deliver an annual dividend of $0.60 per share. The company will deliver strong cash flow generation and accelerate its deleveraging, with a target Net Debt/EBITDA of below 3.0x within two to three years after closing.

KDP anticipates total net debt at closing to be approximately $16.6 billion and it anticipates maintaining an investment grade rating.


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Ablynx sold for EUR 3.9 billion

Sanofi acquires Ablynx for EUR 45 per share or EUR 3.9B

 Novo Nordisk offers to acquire Ablynx. Stockwinners.com
Sanofi acquires Ablynx for EUR 45 per share

Sanofi (SNY) and Ablynx (ABLX) entered into a definitive agreement under which Sanofi will offer to acquire all of the outstanding ordinary shares, including shares represented by American Depositary Shares, warrants and convertible bonds of Ablynx at a price per Ablynx share of EUR 45 in cash, which represents an aggregate equity value of approximately EUR 3.9B.

The transaction was unanimously approved by both the boards. Under the terms of the agreement, Sanofi will launch public offers to acquire all of the outstanding ordinary shares, warrants and convertible bonds of Ablynx in cash.

The public offers are expected to be launched by the beginning of Q2.

In accordance with the Belgian requirement of certainty of funds, Sanofi has entered into a bank credit facility, BNP Paribas Fortis acting as the sole credit facility arranger.

Subject to the satisfaction or waiver of customary closing conditions, the transaction is expected to close by the end of Q2. Sanofi added, “The addition of Ablynx is anticipated to drive meaningful long-term value for Sanofi’s shareholders by enhancing its pipeline and research capabilities. Including R&D expenses, the acquisition is expected to be neutral to Business EPS in 2018 and 2019.”


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KapStone sold for $4.9 billion

WestRock to acquire KapStone for $35.00 per share

WestRock to acquire KapStone for $35.00 per share. Stockwinners.com
WestRock to acquire KapStone for $35.00 per share

WestRock (WRK) and KapStone Paper and Packaging (KS) announced the signing of a definitive agreement, pursuant to which WestRock will acquire all of the outstanding shares of KapStone for $35.00 per share and will assume approximately $1.36B in net debt, for a total enterprise value of approximately $4.9B.

Based on KapStone’s annualized EBITDA performance in the second half of its fiscal 2017, WestRock estimates the EV/EBITDA multiples to be under 10 times before and 7 times after the full run rate of expected cost synergies and performance improvements.

Upon closing, the acquisition is expected to be immediately accretive to WestRock’s adjusted earnings and cash flow, inclusive of purchase accounting adjustments.

KapStone stockholders will have the option to receive $35.00 per share in cash, or to elect to receive 0.4981 WestRock shares per KapStone share, with elections of stock consideration capped at 25% of the outstanding KapStone shares but no limit on the number of KapStone shares that can receive cash consideration.

KapStone’s chairman, Roger Stone, and president and chief executive officer, Matt Kaplan, have entered into voting agreements, pursuant to which they have agreed to vote their shares in support of the transaction, subject to certain limitations.

WestRock will finance the cash consideration through the issuance of new debt under a fully committed financing package. WestRock expects to refinance existing KapStone debt assumed as part of the transaction upon closing.

WestRock’s expected leverage ratio at the closing of the transaction will be greater than 3.00x, and WestRock expects to return to its stated leverage ratio target of 2.25x to 2.50x by the end of fiscal 2019.

The transaction is not conditional on financing. The transaction is subject to a number of customary closing conditions, including a vote by KapStone’s stockholders, and is expected to close during the quarter ending September 30, 2018.

Upon completion of the transaction, KapStone will be integrated into WestRock’s Corrugated Packaging segment.


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PTC Therapeutics reports positive Spinal Muscular Atrophy data

PTC Therapeutics reports preliminary data from FIREFISH trial in Type 1 SMA

PTC Therapeutics reports positive Spinal muscular atrophy data

PTC Therapeutics (PTCT) announced the presentation of early interim data from Part 1, the dose-finding portion of the FIREFISH study.

#FIREFISH is a two-part seamless, open-label, multi-center study to investigate the safety and efficacy of RG7916 in infants and babies with Type 1 SMA.

RG7916 has been safe and well tolerated at all doses and there have been no drug-related safety findings leading to withdrawal.

Spinal muscular atrophy (SMA) is a genetic disease affecting the part of the nervous system that controls voluntary muscle movement.

Most of the nerve cells that control muscles are located in the spinal cord, which accounts for the word spinal in the name of the disease. SMA is muscular because its primary effect is on muscles, which don’t receive signals from these nerve cells. Atrophy is the medical term for getting smaller, which is what generally happens to muscles when they’re not active.

SMA involves the loss of nerve cells called motor neurons in the spinal cord and is classified as a motor neuron disease.

In addition, data on the ability to swallow and requirements for tracheostomy or permanent ventilation, together with overall survival were also presented.

Previously published natural history data indicate that in a comparable historic cohort the median age of event-free survival for SMA Type 1 infants to be between 8 and 10.5 months.

In addition to the oral presentation, three posters were on display during the Congress: updated pharmacodynamic and safety data from SUNFISH Part 1, preliminary evidence for pharmacodynamic effects of RG7916 in JEWELFISH, and preclinical data demonstrating the relationship between central and peripheral SMN protein increase upon treatment with RG7916.

The data presented demonstrate systemic and dose-dependent increase of SMN protein levels.

The data from mice and other species suggest that SMN protein level increases seen in the blood of patients following RG7916 treatment reflect SMN protein level increases in the CNS, muscle and other key issues affected in SMA.

In addition, RG7916 has been safe and well tolerated at all doses and there have been no drug-related safety findings leading to withdrawal.

The U.S. Food and Drug Administration granted orphan drug designation to RG7916 for the treatment of patients with SMA.


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