Market Overview

Benzinga's M&A Chatter for Friday February 24, 2012


The following are the M&A deals, rumors and chatter circulating on Wall Street for Friday February 24, 2012:

Kenneth Cole Proposes Transaction to Acquire 100% of Public Interest in Kenneth Cole Productions

The Offer:
Kenneth D. Cole announced Friday that he has proposed to acquire through a merger transaction 100 percent of the outstanding publicly held shares of common stock of Kenneth Cole Productions (NYSE: KCP). Mr. Cole is Chairman and Chief Creative Officer of the Company and currently owns approximately 47% of the common stock of the Company.

Under the proposed transaction, transmitted following the close of the market yesterday in a letter to the Company's Board of Directors, public stockholders would receive $15.00 per share in cash. The proposal values the total equity of the Company at approximately $280 million.

Kenneth Cole Productions closed at $15.49 Friday, a gain of 18.52% on 37 times the average daily volume.

Gushan Announces Receipt of Non-Binding Proposal to Acquire All Outstanding Public Shares at $1.599 per ADS in Cash

The Offer:
Gushan Environmental Energy (NYSE: GU) announced Friday that its Board of Directors has received a preliminary non-binding proposal letter dated February 24, 2012, from Mr. Jianqiu Yu, Chairman and Principal Executive Officer of Gushan, to acquire all of the outstanding ordinary shares of the Company not currently owned, legally or beneficially, by Mr. Jianqiu Yu for US$1.599 per American Depositary Share or US$0.1599 per ordinary share in cash. As of the date hereof, the Buyer controlled approximately 34.8% of the outstanding shares of the Company.

The Company's Board of Directors has formed a special committee of independent directors (the "Special Committee") consisting of Messrs. Denny Ting Bun Lee, Kang Nam Chu and Dongming Zhang to consider the proposed transaction.

Gushan Environmental Energy closed at $1.49 Friday, a gain of 21.14% for the day on 9 times the average daily volume.

Cisco Announces Intent to Acquire Lightwire

The Deal:
Cisco (NASDAQ: CSCO) announced Friday its intent to acquire privately held Lightwire. The acquisition will allow Cisco to deliver cost-effective, high-speed networks with the next generation of optical connectivity, allowing service provider and data center customers to meet the growing demands of video, data, voice, mobility and cloud services.

Upon the close of the acquisition, Lightwire employees will be integrated into Cisco's Transceiver Modules Group Business Unit and Supply Chain Operations Group. Under the terms of the agreement, Cisco will pay approximately $271 million in cash and retention-based incentives in exchange for all shares of Lightwire. The acquisition is subject to various standard closing conditions and is expected to be complete in the third quarter of Cisco's fiscal year 2012.

Cisco closed at $20.14 Friday, a loss of 0.09% for the day on 61% of average volume.

Hearing TPG Among Potential Bidders for Talbot's

The Rumor:
TPG is a potential buyer for Talbot's (NYSE: TLB), according to a report fromdealReporter. TPG has been mentioned previously, along with Golden Gate and Sycamore Partners as possible acquirers of the Hingham, MA retailer of women's apparel, accessories, and shoes. Talbot's and Sycamore disclosed a confidentiality agreement in a 13D filing in January. Lazard has valued a Talbot's takeout at between $7 and $11 per share.

A spokesperson for Talbot's said the company does not intend to discuss the status of the evaluation or provide interim updates. A TPG representative would not comment on the report.

Talbot's closed at $3.02 Friday, a loss of 0.66% for the day on average volume.

Sprint Breaks Off Merger Talks with MetroPCS

The Deal Killer:
Sprint's (NYSE: S) board of directors rejected a purchase of MetroPCS (NYSE: PCS), against the wishes of Sprint CEO Dan Hesse. The board made the decision at a meeting on Wednesday. The deal is reported to have been worth $8 billion.

Sprint closed at $2.47 Friday, a loss of 1.98% for the day on 1.65 times the average daily volume.

MetroPCS Communications closed at $12.01 Friday, a gain of 2.65% for the day on 2.7 times the average daily volume. Shares rose a point after-hours on the news.

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