Special Reports

Notable Analyst Rating Changes 05/21: (CNQ) (CBST) (WTSL) Upgraded; (CCL) (DB) (COH) Downgraded May 21, 2013 10:51AM

UPGRADES
FirstEnergy Capital upgrades Canadian Natural Resources Limited (NYSE: CNQ) from Outperform to Top Pick.

Cantor Fitzgerald boosts Cubist Pharmaceuticals (Nasdaq: CBST) from Sell to Hold.

KeyBanc boosts Wet Seal (Nasdaq: WTSL) from Hold to Buy with a price target of $6.50. Click Here for more color.

Macquarie raises American Tower (NYSE: AMT) from Neutral to Outperform.

For daily real-time Upgrades go to http://www.streetinsider.com/Upgrades

DOWNGRADES
Carnival Corporation (NYSE: CCL) cut by several firms:

• UBS from Buy to Neutral with a modified price target of $36. Click Here for more color;
  
  
• HSBC from Overweight to Neutral with a price target of $37.50;
  
  
• William Blair from Outperform to Market Perform; and
  
  
• Wells Fargo from Outperform to Market Perform, moving its price target from $39 - $41 down to $34 - $36. Click Here for more color.

Deutsche Bank (NYSE: DB) downgraded by two today:

• Macquarie from Neutral to Underperform, moving its price target from $46.24 to $43.70; and
  
  
• JPMorgan from Overweight to Neutral with a price target from $50 down to $48.84.

CLSA lowers Life Technologies (Nasdaq: LIFE) from Outperform to Underperform with a price target of $76..

Morgan Stanley cuts Coach (NYSE: COH) from Overweight to Equalweight.

For daily real-time Downgrades go to http://www.streetinsider.com/downgrades

NEW COVERAGE
BGC Partners initiates LinkedIn (NYSE: LNKD) with a Buy and $225.

ISI Group starts Qwest Communications (NYSE: Q) with a Neutral and price target of $46.

Goldman Sachs resumes Aetna (NYSE: AET) with a Buy rating and $68 price target. Click Here for more color.

FBR Capital starts Taylor Morrison Home (NYSE: TMHC) with an Outperform rating and $31 price target. Click Here for more color.

For daily real-time New Coverage go to http://www.streetinsider.com/New+Coverage

Visit our new Ratings Insider portal to get the most comprehensive and up-to-date analyst coverage on the Street.

Notable Mergers and Acquisitions of the Day 05/21: (CLWR)/(S) (PM) May 21, 2013 10:08AM

* Sprint (NYSE: S) submitted an increased offer to the Board of Directors of Clearwire (NASDAQ: CLWR) to acquire the approximately 50 percent stake in the company it does not currently own for $3.40 per share, valuing Clearwire at $10.7 billion. This increased offer represents a 14 percent premium to Sprint’s previous offer of $2.97 announced on Dec. 17, 2012 and a 162 percent premium to Clearwire's closing share price the day before the Sprint-SoftBank discussions were first confirmed in the marketplace on Oct. 11, 2012 when Clearwire was also speculated to be a part of that transaction. The offer represents Sprint’s best and final offer.

The revised offer demonstrates Sprint’s commitment to closing the Clearwire transaction and improving its competitive position in the U.S. wireless industry. Sprint is uniquely positioned to leverage Clearwire’s 2.5 GHz spectrum assets. Sprint’s Network Vision architecture should allow for better strategic alignment and the full utilization and integration of Clearwire’s complementary 2.5 GHz spectrum assets, while achieving operational efficiencies and improved service for customers as the spectrum and network is migrated to 4G LTE standards.

The revised offer has been submitted to the Clearwire Board of Directors and is subject to its formal approval. Clearwire’s Special Committee and Board have repeatedly cited the merger as the best strategic alternative for the company and its minority stockholders. In addition, Clearwire has received commitments from Comcast Corp., Intel Corp and Bright House Networks LLC, who collectively own approximately 26 percent of Clearwire’s shares not affiliated with Sprint, to vote their shares in support of the transaction.

Sprint’s proposal provides a clear path forward for Clearwire and the merger provides attractive value for shareholders of both companies.

Upon approval by the Clearwire Board of Directors, the transaction is subject to customary closing conditions, including regulatory approvals and the approval of Clearwire’s stockholders, including the approval of a majority of Clearwire stockholders not affiliated with Sprint or SoftBank. SoftBank has consented to the increased offer to acquire the remaining stake of Clearwire

* Philip Morris International Inc. (NYSE: PM) announces that Grupo Carso, S.A.B. de C. V. will sell to PMI its 20% interest in Philip Morris Mexico, S.A. de C.V., PMI’s Mexican tobacco business.

The final purchase price, currently estimated to be approximately $700 million, will be determined by a pre-agreed formula. It is subject to a potential adjustment based on PMM’s actual performance over three years ending two fiscal years after the closing of the purchase. The transaction, as a result of which PMI will own 100% of PMM, is expected to be completed by September 30, 2013, subject to the approval of the Mexican antitrust authority, and is projected to be immediately marginally accretive to PMI’s earnings per share as of the fourth quarter of 2013.

PMI's relationship with Grupo Carso, and its founder Carlos Slim Helú, spans more than 30 years. "We would like to express our profound gratitude to Carlos Slim Helú and Grupo Carso, with whom we have built a successful partnership that has positioned PMM as the leading tobacco company in Mexico," said André Calantzopoulos, Chief Executive Officer of PMI. "We have benefited greatly from our partnership with Grupo Carso and we remain confident in our ability to excel in this important market in the years ahead,” added James Mortensen, PMI’s President, Latin America and Canada Region.

To keep up on all the Mergers & Acquisitions data in real-time, go to our M&A Insider page.

StreetInsider.com Pre-Open Movers 5/21: (YGE) (SDBT) (ACRX) Higher; (HGG) (CCL) (BBY) Lower (more...) May 21, 2013 09:34AM

SoundBite Communications, Inc. (NASDAQ: SDBT) 52% HIGHER; announced a definitive agreement to be acquired by Genesys for $5 per share.

Yingli Green Energy Holding Company Limited (NYSE: YGE) 29% HIGHER; announced its preliminary financial results for the quarter ended March 31, 2013. Based upon preliminary data, the Company expects its PV module shipment in the first quarter of 2013 to decrease by 6% to 7% from the fourth quarter of 2012, better than its previous guidance of a low-to-mid teen percent decrease from the fourth quarter of 2012. The Company expects its overall gross margin in the first quarter of 2013 to be in the range of 4.0% to 4.2%, which is in line with its previous guidance of low-to-mid single digit percent.

AcelRx Pharmaceuticals, Inc. (Nasdaq: ACRX) 9% HIGHER; announced top-line data demonstrating that in a placebo-controlled Phase 3 study of its investigational sublingual Sufentanil NanoTab PCA (patient-controlled analgesia) System (NanoTab System), the primary efficacy endpoint was achieved. The study evaluated control of pain intensity compared to baseline during the 48-hour study period immediately following major orthopedic surgery, specifically knee or hip replacement, using the FDA-requested primary endpoint of Summed Pain Intensity Difference to baseline (i.e. SPID-48). Results demonstrated that patients receiving sufentanil NanoTabs realized a significantly greater SPID-48 during the study period than placebo-treated patients (+76.1 vs -11.5, p<0.001). Secondary endpoint data showed that SPID at 24 hours and 72 hours was also significantly greater in the sufentanil-treated patients than in the placebo-treated patients (p<0.001 in each case). Adverse events reported in the study were generally mild or moderate in nature and were similar in both placebo and treatment groups for the majority of adverse events.

hhgregg, Inc. (NYSE: HGG) 9% LOWER; reported Q4 EPS of $0.31, $0.01 better than the analyst estimate of $0.30. Revenue for the quarter came in at $597.6 million versus the consensus estimate of $622.57 million. Comparable store sales decreased 9.8%. Sees FY2014 EPS of $0.75-0.90, versus the consensus of $0.79. Company expects comparable stores sales decrease of 2.5% to flat.

Molycorp (NYSE: MCP) 7% HIGHER; Data showed China's rare earth exports jumped to 2.2K tons in April versus 1.72K tons in March and 1.11K tons in February.

Rare Element Resources Ltd. (NYSE: REE) 6% HIGHER; Data showed China's rare earth exports jumped to 2.2K tons in April versus 1.72K tons in March and 1.11K tons in February.

Saks, Inc. (NYSE: SKS) 5% HIGHER; reported Q1 EPS of $0.19, in-line with the analyst estimate of $0.19. Revenue for the quarter came in at $793.2 million versus the consensus estimate of $778.53 million. Comps up 5.9 percent

Medtronic, Inc. (NYSE: MDT) 4% HIGHER; reported Q4 EPS of $1.10, $0.07 better than the analyst estimate of $1.03. Revenue for the quarter came in at $4.5 billion versus the consensus estimate of $4.39 billion. Medtronic, Inc. sees FY2014 EPS of $3.80-3.85, versus the consensus of $3.84. Sees full-year revenue growth in the range of 3 to 4 percent.

Best Buy Co., Inc. (NYSE: BBY) 4% LOWER; reported Q1 adjusted EPS of $0.33, versus the analyst estimate of $0.25. Revenue for the quarter came in at $9.38 billion versus the consensus estimate of $10.64 billion. Comps down 1.1 percent.

Cimatron Limited (NASDAQ: CIMT) 4% LOWER; announced that certain of its shareholders, who had sold ordinary shares of Cimatron in an underwritten public offering in March 2013, are offering to sell shares in an additional underwritten public offering. Cimatron will not receive any of the proceeds from this additional offering of its ordinary shares by the selling shareholders.

TCP Capital Corp. (NASDAQ: TCPC) 4% LOWER; commenced a public offering of 4.0 million shares of its common stock. The Company expects to grant the underwriters an option for 30 days to purchase up to an additional 15% of the shares of common stock sold, to cover overallotments, if any. The offering of the shares will be made under the Company’s shelf registration statement, which was filed with, and declared effective by, the Securities and Exchange Commission.

The Laclede Group (NYSE: LG) 4% LOWER; plans to commence a registered underwritten public offering of up to 8,700,000 shares of its common stock. In addition, the Company expects to grant the underwriters an option for a period of 30 days to purchase up to 1,305,000 additional shares of the Company's common stock. The Company intends to use the net proceeds from this offering to fund a portion of the cash consideration payable in connection with the pending acquisition of Missouri Gas Energy, a division of Southern Union and for general corporate purposes.

Carnival Corporation & plc (NYSE: CCL) 4% LOWER; announced that it has updated earnings guidance for the second half of 2013, primarily due to lower net revenue yield expectations. The ompany now expects full year 2013 EPS to be in the range of $1.45 to $1.65 compared to its previous earnings guidance range of $1.80 to $2.10. The company continues to expect second quarter 2013 EPS to be in the range of $0.04 to $0.08 per share despite slightly lower yield expectations. The Street sees Q2 EPS of $0.07 and FY13 EPS of $1.97.

Urban Outfitters, Inc. (NASDAQ: URBN) 4% LOWER; reported Q1 EPS of $0.32, $0.03 better than the analyst estimate of $0.29. Revenue for the quarter came in at $648.2 million versus the consensus estimate of $655.08 million.

Home Depot, Inc. (NYSE: HD) 3% HIGHER; reported Q1 EPS of $0.83, $0.06 better than the analyst estimate of $0.77. Revenue for the quarter came in at $19.1 billion versus the consensus estimate of $18.69 billion. Boosts FY2013 EPS outlook to at least $3.52, versus the consensus of $3.54. Sees sales to be up approximately 2.8 percent with comparable store sales up approximately 4.0 percent for the year.

Wet Seal Inc. (NASDAQ: WTSL) 3% HIGHER; upgraded at Keybanc

Herbalife Ltd. (HLF) 3% HIGHER; continues higher on short squeeze despite FTC probe request form Hispanic Federation

Resolute Energy Corporation (NYSE: REN) 2% HIGHER; Sageview reports 6.3% stake

TiVo, Inc. (NASDAQ: TIVO) 1% HIGHER; reported Q1 EPS of ($0.09), $0.06 better than the analyst estimate of ($0.15). Revenue for the quarter came in at $61.8 million versus the consensus estimate of $61.88 million. TiVo, Inc. sees Q2 2013 revenue of $68-70 million, versus the consensus of $68 million

Ironwood Pharmaceuticals, Inc. (NASDAQ: IRWD) 1% LOWER; announced that it has commenced an underwritten public offering of 10,500,000 shares of its Class A common stock. All of the shares are being offered by Ironwood. The Company will grant the underwriters a 30-day option to purchase up to an additional 1,575,000 shares in connection with the offering.

NPS Pharmaceuticals, Inc. (NASDAQ: NPSP) 1% LOWER; announced that it has commenced an underwritten public offering of 6,000,000 shares of its common stock. All of the shares in the offering are to be sold by NPS.

Streetinsider.com After-Hours Movers 05/20: (SDBT) (TIVO) (REN) Higher; (HGG) (CIMT) (CCL) Lower (more...) May 20, 2013 05:59PM

SoundBite Communications, Inc. (NASDAQ: SDBT) 52% HIGHER; announced a definitive agreement to be acquired by Genesys for $5 per share.

hhgregg, Inc. (NYSE: HGG) reported Q4 EPS of $0.31, $0.01 better than the analyst estimate of $0.30. Revenue for the quarter came in at $597.6 million versus the consensus estimate of $622.57 million. Comparable store sales decreased 9.8%. Sees FY2014 EPS of $0.75-0.90, versus the consensus of $0.79. Company expects comparable stores sales decrease of 2.5% to flat.

Cimatron Limited (NASDAQ: CIMT) 4% LOWER; announced that certain of its shareholders, who had sold ordinary shares of Cimatron in an underwritten public offering in March 2013, are offering to sell shares in an additional underwritten public offering. Cimatron will not receive any of the proceeds from this additional offering of its ordinary shares by the selling shareholders.

TCP Capital Corp. (NASDAQ: TCPC) 4% LOWER; commenced a public offering of 4.0 million shares of its common stock. The Company expects to grant the underwriters an option for 30 days to purchase up to an additional 15% of the shares of common stock sold, to cover overallotments, if any. The offering of the shares will be made under the Company’s shelf registration statement, which was filed with, and declared effective by, the Securities and Exchange Commission.

The Laclede Group (NYSE: LG) 4% LOWER; plans to commence a registered underwritten public offering of up to 8,700,000 shares of its common stock. In addition, the Company expects to grant the underwriters an option for a period of 30 days to purchase up to 1,305,000 additional shares of the Company's common stock. The Company intends to use the net proceeds from this offering to fund a portion of the cash consideration payable in connection with the pending acquisition of Missouri Gas Energy, a division of Southern Union and for general corporate purposes.

Carnival Corporation & plc (NYSE: CCL) 4% LOWER; announced that it has updated earnings guidance for the second half of 2013, primarily due to lower net revenue yield expectations. The ompany now expects full year 2013 EPS to be in the range of $1.45 to $1.65 compared to its previous earnings guidance range of $1.80 to $2.10. The company continues to expect second quarter 2013 EPS to be in the range of $0.04 to $0.08 per share despite slightly lower yield expectations. The Street sees Q2 EPS of $0.07 and FY13 EPS of $1.97.

Urban Outfitters, Inc. (NASDAQ: URBN) 4% LOWER; reported Q1 EPS of $0.32, $0.03 better than the analyst estimate of $0.29. Revenue for the quarter came in at $648.2 million versus the consensus estimate of $655.08 million.

Resolute Energy Corporation (NYSE: REN) 2% HIGHER; Sageview reports 6.3% stake

TiVo, Inc. (NASDAQ: TIVO) 1% HIGHER; reported Q1 EPS of ($0.09), $0.06 better than the analyst estimate of ($0.15). Revenue for the quarter came in at $61.8 million versus the consensus estimate of $61.88 million. TiVo, Inc. sees Q2 2013 revenue of $68-70 million, versus the consensus of $68 million

Ironwood Pharmaceuticals, Inc. (NASDAQ: IRWD) 1% LOWER; announced that it has commenced an underwritten public offering of 10,500,000 shares of its Class A common stock. All of the shares are being offered by Ironwood. The Company will grant the underwriters a 30-day option to purchase up to an additional 1,575,000 shares in connection with the offering.

NPS Pharmaceuticals, Inc. (NASDAQ: NPSP) 1% LOWER; announced that it has commenced an underwritten public offering of 6,000,000 shares of its common stock. All of the shares in the offering are to be sold by NPS.

Market Wrap: Yahoo, Tumblr Make it Official; New CEO at Chesapeake; SAC's Cohen Subpoenaed May 20, 2013 04:55PM

Market wrap for May 20th

End of the Day: S&P 500 down 1.2 to 1,666.29; Dow Jones down 19.1 to 15,335.28; Nasdaq down 2.5 to 3,496.43

* Actavis, Inc. (NYSE: ACT) and Warner Chilcott plc (Nasdaq: WCRX) entered into a definitive agreement under which Actavis will acquire Warner Chilcott plc in a stock-for-stock transaction valued at approximately $8.5 billion. Under the terms of the Transaction Agreement, at closing Warner Chilcott shareholders will receive 0.160 shares of New Actavis for each Warner Chilcott share they own, which equates to a value of $20.08 per Warner Chilcott share based on Actavis' closing share price of $125.50 on May 17, 2013.

* Following reports last week, Yahoo! Inc. (Nasdaq: YHOO) and Tumblr announced reaching a definitive agreement for Yahoo! to acquire Tumblr. Total consideration is approximately $1.1 billion, substantially all of which is payable in cash.

* Websense, Inc. (Nasdaq: WBSN) entered into a definitive agreement to be acquired by Vista Equity Partners at $24.75 per share. For more color, click here.

* General Electric (NYSE: GE) announced that the Board of Directors of GE Capital Corporation (GECC) had approved plans for GECC to pay $6.5 billion in dividends in 2013 to GE. Earnings-dividend payments, which are subject to GECC Board and GE Board Risk Committee approvals, are planned at 30% of GECC’s total 2013 earnings.

* Chesapeake Energy Corporation (NYSE: CHK) announced that Robert Douglas Lawler, 46, Senior Vice President, International and Deepwater Operations at Anadarko Petroleum (NYSE: APC), will join Chesapeake as Chief Executive Officer and a member of the Board of Directors, effective June 17th.

* Echo Pharma Acquisition Limited announced, pursuant to Rule 2.5 of the Irish Takeover Rules (the "Announcement"), a firm intention to increase its offer for Elan Corporation, plc (NYSE: ELN) to $12.50 per share in cash.
*

* JPMorgan (NYSE: JPM) CEO Jamie Dimon is seeing his time as Chairman and CEO dwindle. CalPERS, which holds 12,919,939 JPMorgan shares, voted in favor of splitting the roles. The fund said in a statement today, "CalPERS believes if the Chairman is independent the board may be able to exercise stronger oversight of management."

* The U.S. issued a subpoena to SAC Capital founder and hedge fund giant Steven Cohen tied to the government's insider trading investigation. The NYTimes said Monday that the subpoena is part of a broader series of requests from criminal authorities. Other SAC execs have also been sent subpoenas.