bloggingbuyouts

Dillards(NYSE:DDS) is recently up $1.40 to $22.60 on renewed & unconfirmed asset sale chatter. William Dillard is Chairman of the Board owns approximately 24.4% of the outstanding voting shares of DDS. William Dillard the 2nd is the CEO. Alex Dillard is President. Mike Dillard is executive Vice President. DDS call option volume of 9,976 contracts compares to put volume of 1,482 contracts. DDS November option implied volatility of 64 is above its 26-week average of 49 according to Track Data, indicating larger risks.

Daily M&A Update is provided by Stock Specialist Paul Foster of theflyonthewall.com.

French technology conglomerate Safran SA has agreed to sell a majority stake in Sagem Communications to Los Angeles-based buyout shop Gores Group LLC for an enterprise value of ¤383 million ($552 million).

The announcement comes a year after Safran hired UBS and Rothschild to review options for the money-losing unit, which makes mobile phones and broadband equipment, and amid renewed speculation of a deal between Safran and French engineering group Thales SA. Along the way Safran, best known for its aircraft engines, added its set-top box and fax machines operations to the Sagem business.

Continue reading at Texh Confidential.com.

After some nervous moments in the last three weeks, representatives of the United Automobile Workers (UAW) union agreed to a new four-year labor contract with Chrysler, now owned by private capital group Cerberus Capital. The deal guarantees future work to much of Chrysler's workforce and hopefully puts to rest the October 10th six-hour walkout that's still fresh on the UAW's mind.

In reaching an agreement with Chrysler, the largest automotive union now can look forward to negotiating a deal with Ford Motor Co. (NYSE: F), as deals with General Motors (NYSE: GM) and Chrysler are now complete and in the books. The agreed-upon contract with Chrysler finally gained support at the plants that mattered, including the four larger Detroit-area car factories. Although some of the voting plants, such as a plant in Belvidere, Illinois, still had issues with the contract, the majority votes were enough to give it ratification as of late this weekend.

According to the UAW, roughly 56% of hourly workers and 51% of skilled trades workers approved the agreement as of this past Saturday evening. That's not a huge sweep of approval, but it was enough to put the negotiations to bed for the next four years.

At least for the next four years, Chrysler's union employees will have some sense of security as the automaker struggles to return to consistent positive performance under the ownership of a private set of investors. With Ford up next -- and obviously feeling pressure to mold a new agreement in the vein of the recent GM and Chrysler contracts -- the UAW still has its greatest test ahead.

Oracle (NASDAQ: ORCL) had threatened to walk away from its $17 offer for BEA Systems (NASDAQ: BEAS) and it did. The larger company had set a 5 PM deadline yesterday for a response. "BEA shareholders should not assume that Oracle will renew its $17 per share offer in the future," Oracle said in a statement picked up by Reuters.

Adding to the pressure, BEA shareholder Carl Icahn has threatened a proxy fight if the company is not auctioned off. The company has lost most of its alternatives because no other firm would match the Oracle offer.

It appears that BEA gambled and lost. It must have believed that Oracle would raise it bid to lock in a deal for the company. The BEA board issued a statement saying that the company was worth $21. But no one seemed to buy that. The stock had not traded above $17 for about four years.

BEA is now left with few if any alternatives. Icahn may be able to force a sale of the company, but the only buyer would appear to be Oracle. In the meantime BEA shares are likely to take a sharp fall.

Douglas A. McIntyre is an editor at 247wallst.com.

BEA Systems (NASDAQ: BEAS) was able to get Goldman Sachs (NYSE: GS) to suggest that the company is worth $21 a share. The stock has not traded that high in over four years. But, Oracle (NASDAQ: ORCL) has made a bid of $17, and the BEAS board wants to see if it can get more.

The plan does not appear to be working out. Oracle said that it would not pay extra money for the smaller company and will simply take its case to shareholders.

Reuters writes that "Oracle said BEA's price represented an 80 percent premium to its shares before activist shareholders started pushing for a sale of the company, and nearly 11 times BEA's revenue from software maintenance services in the last 12 months." If the BEAS shareholders do not push its board to take the offer, Oracle has threatened to move on.

BEA Systems has a problem. The number it has picked for valuing the company is arbitrary. The company's stock price before the Oracle offer does not support it. Shares changed hands in the $13 to $14 range. And, no other company has come along to even match? Oracle's $17 offer.

The BEAS board may be dooming a buyout and that would probably send shares back to their pre-offer lows. That kind of behavior often brings shareholder lawsuits and trouble that the company's management does not need.

BEA Systems ought to wise up and take the money on the table.

Douglas A. McIntyre is an editor at 247wallst.com.

Lately, the news has been filled with reports of the battle for a share of Facebook. Google Inc. (NASDAQ: GOOG), Yahoo! Inc. (NASDAQ: YHOO) and Microsoft Corp. (NASDAQ: MSFT) have all been vying for position to invest in the wildly popular social networking site.

Now comes word that Microsoft has won this round of the battle. Mr. Softy will reportedly pay $240 million for a 1.6% stake in Facebook. This implies that Facebook is worth something like $15 billion.

The investment by Microsoft is sure to make earlier Facebook investors happy. Mark Zuckerberg, the founder who is all of 23 years old, holds 20% of the company, a stake now worth $3 billion. Venture capital firm Accel Partners, which invested $12 million in 2005, has seen its share rise to $1.65 billion. Not a bad two year return.

The battle over Facebook was largely between Microsoft and Google. Apparently, Microsoft is afraid that Google is building an insurmountable lead in the online advertising market, and sees Facebook as a way to gain access to a growing audience that can be sold to advertisers. As part of the deal, Microsoft will sell banner ads on Facebook sites outside of the U.S. and split the revenues.

Interestingly, Google is already making money on Facebook, although indirectly, selling advertising on third-party applications that run on the site. So neither company is fully in control of Facebook, leaving plenty of room for more battles to come.

Responding to increased pressure from Oracle Corp., software maker BEA Systems Inc. said Thursday, Oct. 25, it is willing to negotiate but only if the suitor increases its offer by 23.5%.

Oracle turned up the heat under BEA earlier this week by saying its $17 per share offer will expire Sunday if BEA does not agree to a deal or put the bid to a shareholder vote. BEA responded to the threat Thursday by saying it is willing to negotiate with potential acquirers, including Oracle, but at $21 a share.

BEA's board said in a statement it continues to believe that Oracle's bid "significantly undervalues BEA, and is therefore not in the best interests of BEA shareholders."

Continue reading at Tech Confidential.com.

In the restaurant business, it's fairly difficult to come up with a successful concept. But as for Del Frisco's Restaurant Group, it operates not one but two successful concepts: Del Frisco's Double Eagle Steak House and Sullivan's Steakhouse.

Now the company has filed to go public.

There are currently 22 locations across 14 states. What's more, they go beyond just stakes and include things like lobster tails, lamb chops and fresh seafood. Oh, and of course, there's a good selection of wine.

In fact, the Del Frisco's chain has posted 20 consecutive quarters of same-store sales growth -- and all locations are cash-flow positive.

What's more, the company has the backing of private equity firm Lone Star Fund. I suspect it wants to get some liquidity from the public offering.

The lead underwriter is Piper Jaffray and the proposed ticker symbol is "FINE."

You can find the Del Frisco's prospectus at the SEC website. Visit DealProfiles.com to get more information on recent IPO activity.

Tom Taulli is the author of various books, including The Complete M&A Handbook and The Edgar Online Guide to Decoding Financial Statements.

CNET Networks (NASDAQ: CNET) is recently up 6 cents to $8.28. Recent unconfirmed chatter has resurfaced that CNET could be sold. Barry Briggs, former president, COO and the third largest shareholder, is encouraging a sale. CNET, a leading independent source of product information with detailed content on technology products, will report EPS after the close today. CNET entered into a credit agreement on October 17, whereby the company can borrow up to $250M. The credit agreement could provide the capital for a special dividend, a Dutch Auction or buy back of stock from Barry Briggs. CNET November option implied volatility of 60 is above its 26-week average of 40 according to Track Data, suggesting larger price risks.

Daily MA& Update is provided by Stock Specialist Paul Foster of theflyonthewall.com.

With many venture capitalists increasingly averse to backing early-stage companies, a handful of other institutional investors are taking the opposite tack: delving deep into universities and government laboratories to unearth commercially viable technology.

Concrete numbers are hard to come by, but in the last two years, several venture firms have started making preseed and seed investments in hopes of forming startups by applying scientific research to real-world business problems. However, instead of investing money to take a given technology product to market, as in a conventional venture round, such funding goes toward ensuring that research is worth commercializing.

In a recent transaction illustrating the trend, Battelle Ventures LP on Monday said it invested $8 million in three startups. Battelle, which manages a four-year-old, $220 million venture fund, invests in technology that emerges from the R&D work underway at several national labs, universities, hospitals and other institutions....

Continue reading at Tech Confidential.

Less than three years after taking Tommy Hilfiger private, Apax Partners is looking to cash out -- and book a cool $1.7 billion in profit. The company is reportedly exploring an IPO for the fashion label.

When I first saw that Hilfiger had appreciated so much in the past couple years, I was surprised. Tommy isn't part of the U.S. fashion industry in any meaningful way anymore, but according to (subscription) The Wall Street Journal, that is by design. The company moved its headquarters to Amsterdam, and let its U.S. sales plummet by 50% in one-year, focusing instead on the European market, where the label is trendier and able to sell at higher price-points.

As The Journal says, "So it may makes sense for Apax to reap some of its gains; the fashion business is fickle, as Hilfiger's boom-to-bust cycle in the 1990s shows. But new outlets and a greater focus on wider European profit margins should keep driving profit growth. This turnaround could yet turn into a growth story."

But you have to wonder. Is letting the U.S. market go in favor of greater international expansion something that would have been impossible to do as a public company? Did Hilfiger's board of directors leave a ton of money on the table by letting the company be taken private, rather than making these changes as a public company?

Oracle Corp. (NASDAQ: ORCL) said its $6.6 billion takeover offer for BEA Systems Inc. (NASDAQ: BEAS) will expire on Sunday if the software company doesn't agree to a deal or put the bid to a shareholder vote.

Redwood Shores, Calif.-based Oracle issued a statement Tuesday saying it had delivered its ultimatum in a letter to the BEA board earlier in the day. The news sent BEA down 3.0% to $18.04 in early trading on the Nasdaq, but still above Oracle's $17 per share offer price.

The proposed offer by Oracle, presented to the BEA board on Oct. 9 and made public on Oct. 12, represents a 25% premium to the company's stock price the day before Oracle disclosed the bid. But BEA quickly rebuffed the unsolicited cash offer, saying it significantly undervalued the middleware provider.

Continue reading Oracle draws line in the sand for BEA at Tech Confidential.

Which is the better "man" for the task? Apparently private equity firm Hellman & Friedman, which is shelling out $2.65 billion to acquire heating, ventilation, and air-conditioning equipment manufacturer Goodman Global, Inc. (NYSE: GGL). The move, occurring just as much of America switches their thermostats from A/C to heat, has been approved by a majority of Goodman shareholders.

The finances of the deal break down to about $25.60 per share in cash, representing a 17% premium over Goodman's close on Friday evening. On Monday, the stock charged almost 12% higher to close at $24.59.

In an accompanying press release posted on BusinessWire, Goodman president/CEO Charles Carroll said he was "pleased to announce this transaction," noting that the company had "concluded that this ... will both reward our current stockholders and position Goodman for continued profitable growth."

The deal is expected to close in the first quarter of 2008. Hellman raised $1.1 billion in commitments from a number of partners, including Barclays Capital and General Electric Company (NYSE: GE)'s Commercial Finance arm.

Beth Gaston Moon is an analyst at Schaeffer's Investment Research.

BEA Systems (NASDAQ: BEAS), received a proposal on 10/12/07 from Oracle (NASDAQ: ORCL) to be acquired for $17 a share in cash. ORCL announced on 10/23 "ORCL has no interest in a long, drawn-out process to acquire BEAS. If the BEAS board refuses to execute an acquisition agreement and refuses to let their shareholders vote, then our $17 per share proposal to acquire BEAS will expire at 5 p.m. on Sunday, October 28, 2007." BEAS overall option implied volatility of 23 is below its 26-week average of 39 according to Track Data, suggesting decreasing risk.

Daily M&A Update is provided by Stock Specialist Paul Foster of theflyonthewall.com.

Wall Street has its own brand of breaking up. There may not be 50 ways but there are at least two -- the easy way and the hard way. According to the New York Times, KKR and The Goldman Sachs Group (NYSE: GS) are splitting with Harman International (NYSE: HAR) the easy way, while J.C . Flowers is taking the hard route to killing its deal with SLM Corp (NYSE: SLM).

The easy way, in the Harman case, is for the buyers to buy $400 million worth of Harman bonds instead of paying $8 billion to own the company. Under the new agreement, the buyout deal struck in April will be dissolved, with no litigation or payment of the $225 million termination fee. Instead, KKR and Goldman will buy bonds that can be exchanged for Harman shares at $104, below the $120-a-share price of the original offer -- but much higher than its current $85.87.

Harman gets some cash and saves face while KKR and Goldman get out of investing in a cratering company -- HAR's earnings of 50 cents a share for the most recent quarter are expected to be less than half of the $1.02 analysts had forecast.