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CitiSachs?

Word is out today that Goldman Sachs (GS) approached Citigroup (C) last month to proposed a merger .

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Citigroup CEO Vikram Pandit rejected the idea from Goldman Sachs CEO Lloyd Blankfein, the FT said, citing people it didn’t identify.

The deal, which was to have been structured as a takeover of Goldman by Citigroup, would have led to the firing of thousands of workers in the investment banking units of the two companies, and the loss of several senior executives, the newspaper said

However, uniting Goldman’s strengths in risk management, advisory services and proprietary trading with Citi’s large retail deposit base and huge corporate client network could have created a powerful financial giant.

Industry insiders argue that such a deal could have also benefited the US financial system by creating a counterpoint to JPMorgan Chase and Bank of America, two institutions that have significantly expanded during the recent raft of government-induced rescue deals.

The tone of the article was that Citi rejected the proposal out of hand. Now, this is odd for a couple reasons. First we know Citi has the largest exposure to the current mortgage market problem. Second, they can’t be in that strong of a financial position as their proposed takeover of Wachovia (WB) was not able to be accomplished without FDIC assistance. Wells Fargo (WFC), on the other hand, walked in and did the deal on its own.

So, one has to wonder why it was not even considered? Perhaps the “culture” differences are just so great, consolidating them would have been too difficult. But, if Goldman thought it was doable, why not even consider it?

This raises even more questions about Citi. Goldman is known as the class of the industry and if Citi won’t even consider a tie-up with them, then what is it about Citi that makes it so prohibitive? Is it a fear of Goldman merging and then taking over? If that is the case then wouldn’t that be the best for Citi shareholders in the long run? Isn’t that what Pandit & Co. are really there for?

It isn’t the fact that Citi turned the overture down that ought to concern people, it is the “without consideration” of the action that ought to.

Disclosure (“none” means no position):Long GS,C
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Monday’s Links

Biden, Thank -you, Reich

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– Why does Obama let him talk?

– Thank you for the mention

– I actually agree with Reich….scary


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Pimco’s El-Erian (video)

Pimco’s Co-President talks about the current environment. He says investors should look for the high quality names that have been damaged in the sell off and pay attention to the capital structure of the company.

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He also said he was encouraged by the recent activity in the credit markets.


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Seth Klarman Files 13D in RHI Entertainment

I thought the same thing…..who the hell is RHI Entertainment?

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Klarman’s Bauposat Group filed a 13D sayigng is now has 3.4million of 25% of the shares in the company.

RHI Entertainment, Inc. develops, produces and distributes new made-for-television movies, mini-series and other television programming worldwide. The Company also selectively produces new episodic series programming for television. In addition to its development, production and distribution of new content, RHI Payment systems Ltd owns a library of existing long-form television content, which it licenses primarily to broadcast and cable networks worldwide.RHI owns rights to approximately 1,000 titles, or over 3,500 broadcast hours, of long-form television programming, the majority of which has been developed and produced by it. The Company’s customers include a variety of domestic broadcast and cable networks, such as ABC, CBS, the Hallmark Channel, Lifetime, NBC, SCI-FI Network, Spike TV and USA Network, as well as international broadcasters, including Antena-3, M6, PROSIEBEN-SAT1, TF1, Seven Network and Sky.

FULL FILING


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It’s Friday: Lampert Buys More AutoZone

I mean, it been a few days since he bought some.

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Sears (SHLD) Chairman Eddie Lampert bought another 44k shares of AutoZone (AZO) at between $103 and $104 a share. He now has 23.4m shares.

How long before AutoZone, Sears and AutoNation (AN) tie up? Lampert either own over 50% or is just about there in all three.


Disclosure (“none” means no position):Long SHLD, AN, none
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National City Sold

Well, the price is $2.23 which represents an 11.5% return in 7 weeks…no where near what I thought would happen but given current market, I’ll happily take the gain.

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PNC (PNC) Corp. said Friday that it is buying troubled regional bank National City Corp (NCC) for $2.23 a share, or a total of about $5.2 billion on PNC stock and another $384 million in cash. PNC also said it plans to sell $7.7 billion of preferred stock to the U.S. Treasury under the TARP Capital Purchase Program. That investment by the Treasury will allow the newly combined PNC and National City entity to have a roughly 10% Tier 1 capital ratio, the company said. “The acquisition of National City will increase our core deposit base to $180 billion, making PNC the fifth largest U.S. bank by deposits. At a time when core funding is key, we see our deposit strength as an important success factor,”

Do I want to to own PNC (PNC) shares? No. I’ll take the profit and move on to something else..


Disclosure (“none” means no position):Long NCC (for now), None
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Buffett Author Hagstrom on WealthTrack

This is a good one. Buffett author and Legg Mason (LM) portfolio manager Robert Hagstrom is on the show.

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Jim Grant Interview (video)

I tell you, Grant is one of the best out there….In this interview he covers everything from the consumer, the Fed, short sellers and global confidence in market. In what is looking like a historic down day for the Dow (.DJI) and S&P (.INX), it bears watching..

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Part 1

Part 2

Please Read his New Book:


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Dow Chemical Earnings Call: Large Buybacks Coming

Based on the comments by management, one should expect large buybacks from Dow Chemical (DOW) to begin early next year.

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From the Q&A:

PJ Juvekar – Citigroup
“Thank you. And quickly, Geoff, you didn’t talk about stock buyback when you talked about your financial strategy. If you look around… many industrial companies are suspending stock buybacks to conserve cash. Can you just tell us how you’re thinking about buybacks?”

Geoffery E. Merszei – Executive Vice President and Chief Financial Officer
“Well, sure. As you know… thanks for the question, PJ. As you know, during the course of the third quarter, we completed our $2 billion program and we spent about $50 million on that The only reason why we haven’t announced yet another programs is because we have two very large transactions that are about to close plus, of course, your last point, which is on cash preservation.

But let me reiterate what our financial policy has been over the last two years and will continue to be is that at a minimum we’re going to cover dilution. This is on an annual basis. And you can count on a new program following the two transactions that we are about to complete.”

Peter Butler – Glen Hill Investments
“Andrew, wouldn’t Carl Gerstacker be backing up the proverbial truck right here to buy shares cheap? Gerstacker would say, “My God, if you can buy at a 7% yield, then you’re looking at good news from Kuwait and Rohm and Haas. Why wait for the stock to go higher?”

Andrew N. Liveris – Chairman and Chief Executive Officer
“Yes. Look, Peter, as Geoffery answered because we have these two or three moving parts that are close in two or three months. But I think Geoffery indicated, I don’t know backing up the truck is a colorful way of explaining it. But I said this morning, the dividend is safe. This CEO is never going to cut it. I’m not going to be the first. The yield is unbelievable. The stock is undervalued by a long mile. I mean, so clearly, your analysis is our analysis.

We’re just going to get through the two transactions. Let us go on the other side of it. And then obviously, stock buyback is going to be top of mind. And these values hang in there in equity markets for the next several months. I think Mr. Buffett said it, well, Buy American. Well, we’re American.”

Robert Koort – Goldman Sachs
“Andrew, I think you said on one of the shows this morning that you don’t think a $3 trough number is reasonable anymore. I was wondering if you could tell me what the path to the trough looks like? Is it a demand erosion trough in ’09? Or do still think ’10 or ’11 is the trough?

And then, secondly, in your performance business particularly Performance Plastics obviously a pretty horrific margin partly influenced by the hurricanes, but what do you see in terms of the progression of your performance business margins as you go through the next couple of years? Thanks.”

Andrew N. Liveris – Chairman and Chief Executive Officer
“Yes, I think, Bob, firstly on the trough. We’re going to spend a lot of November analyzing our view of ’09, ’10 and ’11 given these new market conditions. Clearly, ’09 now is going to be a tough demand year, everything we’ve just talked about. So we see an economic trough in ’09. The industry trough that we were forecasting for ’10 and ’11 is going to be impacted by both sides of that discussion.

One is the new demand forecasts are going to speak… stop projects happening. So people who are early in their project calibrations are going to delay projects compared to… this is on the commodity stuff in particular and the petrochemical stuff. In addition, there is going to be a lot of competitors out there who don’t have our leverage ratios, who are not going to make it. I mean people who are… with their debt ratios in the 90s who leveraged up in the good days are going to suffer. You pick your favorite companies, I’m sure you can find them in the commodity chain in particular.

And then, on top of that you’ve got frankly the other side of the coin, which is the people who have got low-cost feedstocks and now can negotiate better EPC contracts because everything is coming off… the price of steel, the price of copper, the price of engineering. You can start to bring these projects more in line with the better returns in the low feedstock cost regimen.

And so actually companies like Dow, who have put these joint ventures in place should benefit from the ‘010, ‘011 scenario compared to what we were before. And last point I’ll make, in a declining oil and gas environment, we have feedstock flexibility that we can bring to bear in our developed economies now, which we didn’t have up until a month or two ago.

In other words, naphtha, LPG, ethane… we’ve got flexi-crackers that we can bring to help us out in the ’10-’11 industry trough. So these are the sorts of things we’ll be discussing deeply in November and we’ll come out on the other side of that and give you guys a better view. Second question, Bob?”

So, here we are in October and in the next three months (give or take) the company will be fundamentally changed. The 7% yield is safe and starting next year, assuming the share price does not rally much from here, will feature large share repurchases.

Another point that I think is being lost here was Liveris’s comment about the competition and some of it falling by the wayside during the next year or two due to leverage ratios. Market share increases due to this need to start getting factored into estimates going forward. Along with the market share increase, the reduction in competition also give Dow enhanced pricing power with customers.

It is going to be a very interesting winter for shareholders…and an exciting one


FULL TRANSCRIPT


Disclosure (“none” means no position):Long DOW
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Friday’s Links- Humor Edition

Funny, Funny, Funny

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After the past two week’s, some humor is needed

A “bromance”?

Joe the Plumber MBA

Paulson

Steve Jobs

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Altria EPS Up 15%

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Highlights:
• Adjusted diluted earnings per share from continuing operations up 15% to $0.46 versus $0.40 in the third quarter of 2007

• Altria reaffirms its 2008 guidance for adjusted diluted earnings per share from continuing operations in the range of $1.63 to $1.67, representing a growth rate of approximately 9% to 11%, from a base of $1.50 per share in 2007

• Reported diluted earnings per share from continuing operations of $0.42 versus $0.43 in the third quarter of 2007

• Altria’s proposed acquisition of UST passes federal antitrust review

• Philip Morris USA’s adjusted operating companies income up 6.3% versus the third quarter of 2007

• Marlboro delivers strong retail share gains, up 0.5 share points versus the third quarter of 2007 to 41.6%

Altria trades at it growth rate and sports a 6.8% yield.

The UST (UST) deal will cause margin expansion as the smokeless area is both high margin and a growth area for tobacco currently. Altria (MO) is getting in a the top of the heap there also..


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Andrew Liveris: "This CEO Will Never Cut Dividend"

OK….here it is..my inbox has been flooded all morning requesting for the video..

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Highlights:
– Dow now has “feedstock flexibility”
– Prices are falling
– The dividend “is safe”. Liveris said “this CEO will never cut the dividend”
– “It is ludicrous our stock price is where it is”
– Says Berkshire’s (BRK.A) Warren Buffett made a very wise investment.

On Bloomberg:

On CNBC:


Disclosure (“none” means no position):Long Dow, none
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Whitney Tilson Talks About What He Is Buying

for those who have been depressed by Whitney Tilson for the past year (not that he hasn’t been correct), it seems as thought his tuned has decidedly changed.

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Whitney is saying we are “close to a bottom”. He said the are “bargains galore out there”. Whitney is buying blue chips like Berkshire Hathaway (BRK.A), American Express (AXP), Johnson & Johnson (JNJ), Coke (KO), Wal-Mart (WMT). He is also buying energy names that have “puked out by hedge funds” during the recent forced selling. He is buying MLP’s as they are “toll road” companies like Contango (MCF).

Whitney did manage to slip a plug for in but hide his infatuation for Barack Obama.

Video:


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Dow Chemical Reports:

EPS affected by $.12 from the September hurricanes. Good news? Oil prices fell. Bad news? Couldn’t produce anything when it dropped.

Highlights:
– Sales for the quarter increased 13 percent from the same period last year to $15.4 billion.

— Price increased 22 percent, with double-digit price gains in all operating segments and all geographic areas. This was the largest year-over- year percentage increase in price since the first quarter of 2005.

— Volume was down 9 percent globally, reduced by the impact of Hurricanes Gustav and Ike, further weakening of demand, and the Company’s focus on implementing price increases in the quarter. Excluding the impact of acquisitions, divestitures and the hurricanes, volume was down 5 percent.

— Earnings for the quarter of $0.46 per share were unfavorably impacted by certain items such as the hurricanes ($0.09 per share in costs and $0.03 per share in margin on lost sales), purchased in-process research and development charges of $0.03 per share, and acquisition-related expenses of $0.02 per share (see supplemental information at the end of the release for a description of these items).

— Purchased feedstock and energy costs surged 48 percent, an increase of $2.6 billion over the same quarter last year, the largest year-over-year increase in the Company’s history and the third consecutive quarter in which these costs reached new highs. Margin expansion was not achieved in both Basic and Performance segments, as the hurricanes idled approximately 80 percent of the Company’s North American capacity in September, when feedstock costs were declining.

— Agricultural Sciences set a new third quarter sales and EBIT(1) record, with sales up 24 percent to $976 million. Price was up 16 percent and volume up 8 percent compared with the same quarter last year.

— Equity earnings were $266 million for the quarter. This was the seventh consecutive quarter that earnings from joint ventures exceeded $250 million.

CEO Andrew Liveris: “The global economy is now feeling the full effects of the same economic issues that have plagued the U.S. for the past several quarters. These issues have now been exacerbated by the lack of credit, resulting in a drop in demand not only in the U.S., but around the world. In our view, we will likely see a global recession through most of 2009.

“Dow is well positioned, however, to weather this increasingly difficult economic downturn. We have a strong balance sheet, we have a track record of strong financial discipline and we are accelerating our focus on what we can control, namely costs and capital, asset restructuring, and other interventions. In addition, we will continue to implement our transformational strategic actions, such as closing our petrochemicals joint venture with PIC of Kuwait and closing our announced acquisition of Rohm and Haas (ROH).”

Here is how it breaks down. Ag and Performance Chemicals saw earnings increases. Basic Plastics, Chemicals, and Performance Plastics saw decreases. Those divisions also saw $76 million in hurricane related costs.

It is frustrating but we have to play the game for another quarter. Then the Kuwait and the Rohm deals close and the earnings profile is forever altered. Will it be an immediate panacea? No. It will remove oil (USO) as the immediate concern on the mind of investors.

Recession. Will it hurt? Yep. A global recession will hurt, well, the globe (hence the name). But, what do we have? A 7% plus dividend yield that is not going down, Berkshire’s Warren Buffett (BRK.A) as a fellow shareholder (the largest individual one) and company with a global footprint both in manufacturing and sales. It manufactures the basic building blocks for virtually every industry.

When it all shakes out the $.60 before charges did beat what the guys and gals on Wall St. expected ($.58) so we may see a bump in shares. I would also say we ought to see some Q4 expectations increase as it appears price increases are holding and oil continues its nose dive.

Also:
– The European Commission Monday cleared the creation of a joint venture between Dow Chemical Co. (DOW) and a unit of the Kuwait Petroleum Corporation. Dow and Petrochemical Industries Company will jointly control the new company, which will manufacture and market polyethylene, ethylenamines, ethanolamines, polypropylene, and polycarbonate.

– Dow AgroSciences has added 350 jobs around the world so far this year-200 of them at its Indianapolis headquarters-and the CEO of the agricultural-chemical company expects to continue expanding the work force into next year. “Global demand for food, feed, fiber and fuel reinforces the need for agricultural productivity, and Dow AgroSciences is well positioned as a technology leader to provide solutions,” CEO Jerome Peribere said in a statement.

The company in recent years has been evolving from a maker of herbicides and pesticides into a biotechnology firm using genetics to develop products that protect crops and improve yields.


Disclosure (“none” means no position):Long DOW, none
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Yang’s Real Problem Now?: His Own Employees

Not only has Yahoo’s (YHOO) Jerry Yang cost investors a small fortune by his rebuttle of Microsoft’s (MSFT) overtures, he he cost his own employees a bundle. They, like shareholders are less than pleased.


From the WSJ:

Now that Jerry Yang is planning to cut 10% of Yahoo’s work force, he might want to contemplate saving a bit more money by firing some of his advisers.
[Yahoo’s daily share price]

Not only did the Yahoo CEO end up turning down Microsoft’s $33-a-share offer for his company, a price that now feels like a distant memory, but he paid through the nose for advice on doing so.

Yahoo disclosed late Tuesday in its third-quarter earnings release that it spent $37 million on advisory fees in the third quarter — a million dollars more than it had spent on advice over the previous two quarters combined.

The amount was big enough to make a significant impact on Yahoo’s operating income, which fell 53% to $70 million in the quarter. Without the fees, Yahoo’s operating income would have been down only — yes, only — 28.6%.

I know a couple Yahoo employees who are, to put it nicely, disillusioned. News of layoffs now have them looking for other employment. This summer’s hopeful mood had gone by the wayside and turned into distrust.

Yang has lost any credibility he had with employees and they, en mass, are looking elsewhere. News that he paid people to help him lose them money and cost them jobs has many laughing is disgust. They now, too a person have lost faith in their leader to resurrect the company and its stock price.

Watch the brain drain begin…


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