Trump targets Amazon

Amazon slides as president said to take aim at tax treatment 

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Trump targets Amazon

Shares of Amazon (AMZN) are slipping this morning after Axios reported that President Donald Trump may want to go after the e-commerce giant rather than Facebook (FB) and has discussed changing the former’s tax treatment.

AFTER AMAZON, NOT FACEBOOK

According to a report by Axios, President Trump wants to go after tech giant Amazon rather than Facebook and has discussed changing the company’s tax treatment due to concerns about small retailers being put out of business.

Citing five sources familiar with the matter, the publication added that Trump has wondered if there is any way to go after Amazon with antitrust or competition law as he thinks the e-commerce giant has gotten a free ride from taxpayers and the Postal service and agrees the company is killing shopping malls and brick-and-mortar retailers.

“The whole post office thing, that’s very much a perception he has,” a source said. “It’s been explained to him in multiple meetings that his perception is inaccurate and that the post office actually makes a ton of money from Amazon.”

VICE-PRESIDENT CONCERNED OVER FACEBOOK, GOOGLE

Nonetheless, the same Axios’ article pointed out that Vice-President Mike Pence is concerned about Facebook and Google (GOOG; GOOGL).

While Pence is not yet pushing internally for any specific regulations, he views these companies as dangerously powerful and worries about their influence on media coverage as well as their control of the advertising industry and users’ personal info, a source told the publication.

FACEBOOK POLICY CHANGE

Facebook, embroiled recently in a scandal over the way it has handled users’ personal data, has announced a privacy policy change.

According to Erin Egan, VP and Chief Privacy Officer, Policy and Ashlie Beringer, VP and Deputy General Counsel at Facebook:

“We’ve heard loud and clear that privacy settings and other important tools are too hard to find and that we must do more to keep people informed. […] We’ve redesigned our entire settings menu on mobile devices from top to bottom to make things easier to find. […] We’re introducing Access Your Information – a secure way for people to access and manage their information, such as posts, reactions, comments, and things you’ve searched for.

You can go here to delete anything from your timeline or profile that you no longer want on Facebook. It’s also our responsibility to tell you how we collect and use your data in language that’s detailed, but also easy to understand. In the coming weeks, we’ll be proposing updates to Facebook’s terms of service that include our commitments to people.”

PRICE ACTION

In Wednesday’s trading, shares of Amazon have dropped nearly 5% to $1,426, while Facebook’s stock has gained over 1% to $153.99.


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CACI withdraws offer to acquire CSRA

CACI withdraws offer to acquire CSRA

 

CSRA sold for $9.6 billion. Stockwinners.comCACI withdraws offer to acquire CSRA

CACI International (CACI) announced that it has withdrawn its previously announced offer to acquire all outstanding shares of CSRA (CSRA) for $44.00 per share in cash and stock.

CACI delivered a letter withdrawing its offer to CSRA’s Board Chair and CEO.

With regard to the decision to withdraw its offer, CACI CEO Kenneth Asbury commented, “CACI continues to believe that CACI and CSRA would be the superior strategic and financial business combination. The potential for such a high value and transformational transaction certainly warranted our pursuit of this unique opportunity. We will continue our aggressive pursuit of strategic opportunities, judiciously and without engaging in auctions at uneconomic levels…As demonstrated by our performance and increased guidance for Fiscal Year 2018, CACI is in a strong position for future growth.

We will continue to evaluate new opportunities to grow our business in ways consistent with our disciplined approach to M&A and the capture of major programs.

We are very confident in our time-tested business strategy to bring our unique, innovative, value-add capabilities to our customers and marketplace, and our commitment to increase shareholder value.”

General Dynamics (GD) and CSRA recently announced that they have entered into an amendment to their definitive merger agreement under which General Dynamics will acquire all outstanding shares of CSRA for $41.25 per share in cash, an increase from the prior $40.75 per share offer.


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Willbros Group sold for $100M

Primoris to acquire Willbros Group in all-cash transaction

 

Primoris to acquire Willbros Group, Stockwinners.com
Primoris to acquire Willbros Group,

Primoris Services Corporation (PRIM) announced that it has entered into a definitive merger agreement to acquire Willbros Group (WG) in an all-cash transaction.

Primoris will pay 60c per share for all of the outstanding stock of Willbros and will settle all of the existing Willbros debt obligations, for an enterprise value of approximately $100M.

Willbros is a specialty energy infrastructure contractor serving the Oil & Gas and Power industries across its three operating segments: Utility Transmission and Distribution, Oil & Gas, and Canada. Willbros’ infrastructure services platform provides a diverse base of utility, natural gas, and renewable customers with comprehensive engineering, construction, maintenance, repair, and restoration solutions.

Upon completion of the transaction, Primoris expects the Willbros UTD business to become a new operating segment, Primoris UTD, which continues Primoris’ strategic plan for growing its Master Service Agreement revenue base.

Primoris anticipates that Willbros’ Lineal Oil & Gas operations will be incorporated into Primoris’ Utilities & Distribution segment, the Houston-based Oil & Gas facilities operations will become part of Primoris’ Pipeline & Underground segment, and the Canadian business will become part of Primoris’ Power, Industrial, and Engineering segment.

Primoris expects the financial benefits of the transaction to include: For the first 12 months after closing, revenues of approximately $660M, including estimated UTD revenues of $470M, For the first 12 months after closing, EBITDA of $25M, including approximately $7M in annual cost savings, The addition of approximately $400M to Total Backlog, including approximately $300M from the UTD business and within 24-30 months after the closing of the transaction, additional annual cost savings of $7.5 million to $10M.

Under the terms of the merger agreement, which was unanimously approved by the Boards of Directors of both Willbros and Primoris, each stockholder of Willbros will receive 60c per share in cash, without interest, which represents a significant premium to the closing price of Willbros common stock on March 27, 2018.

In addition, Primoris will settle all of the existing Willbros debt obligations. The transaction has an enterprise value of approximately $100M.

Primoris intends to finance the transaction through cash on hand and its existing credit facilities.

As part of the transaction, Primoris has agreed to provide Willbros up to $20M in secured bridge financing to support Willbros’ working capital liquidity needs prior to the transaction close.

The transaction is subject to approval by Willbros stockholders and certain other closing conditions. In connection with the execution of the merger agreement, certain Willbros directors and stockholders, together representing approximately 17% of Willbros’ outstanding shares, have entered into voting agreements with Primoris, whereby such stockholders agreed, among other things, to vote in favor of the adoption of the merger agreement. The transaction is expected to be completed in the second quarter of 2018.


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Polycom sold for $2 billion

Plantronics to acquire Polycom for $2B in cash, stock deal

 Plantronics to acquire Polycom for $2B. Stockwinners.com
Plantronics to acquire Polycom for $2B.

Plantronics (PLT)  and Polycom announced that they have entered into a definitive agreement under which Plantronics will acquire Polycom in a cash and stock transaction valued at $2B enterprise value.

The transaction has been unanimously approved by the boards of directors of both companies, is subject to regulatory approvals and other customary closing conditions, and is expected to close by the end of the third calendar quarter of 2018. With the acquisition of Polycom, Plantronics will become the partner of choice for the communications and collaboration ecosystem.

Polycom, a privately held company, brings a global leadership position in voice and video collaboration, accelerating Plantronics vision of delivering new communications and collaboration experiences.

With the addition of Polycom, Plantronics will have the broadest portfolio of complementary products and services across the global communications and collaboration ecosystem, and the ability to create exceptional user experiences.

The combination positions Plantronics to capture additional opportunities across the $39.9B Unified Communications and Collaboration industry driven by innovation in video and the ubiquity of audio, building growth opportunities through data analytics and insight services.

Polycom significantly expands Plantronics services offering, providing a meaningful presence in management and analytics services.

The transaction is expected to be immediately accretive to Non-GAAP EPS. Plantronics targets achieving annual run-rate cost synergies of $75M within 12 months of transaction close.

Under terms of the definitive agreement, Plantronics will acquire Polycom for $2B enterprise value consisting of an estimated $690M of net debt and an estimated $948M in cash and 6.352M Plantronics shares, valued at $362M based on the 20 trading day average closing price of Plantronics stock prior to signing, resulting in Polycom shareholders owning approximately 16.0% of the combined company.

Estimated amounts are subject to customary post-closing adjustments per the definitive agreement. Frank Baker, Founder and Managing Partner, Siris Capital, and Daniel Moloney, Executive Partner, Siris Capital, will join Plantronics Board of Directors.

Plantronics intends to fund the cash portion of the consideration with cash on hand and approximately $1.375B in new, fully-committed debt financing. Wells Fargo Bank and affiliates have committed to provide the debt financing for the transaction, subject to customary conditions. P

lantronics expects to pay down a significant portion of the debt within the next several years with cash on the balance sheet and through cash generation.


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