Acuity Brands’ (NYSE: AYI) Q3 profit up 24%

Northern, WI 7/2/12 (streetBeat) -- Acuity Brands Inc. (NYSE: AYI)

The Atlanta-based lighting products company boosted its third-quarter bottom line on higher sales and overcame a $1.9 million charged related to the closure of its Cochran, Ga., facility.

• Net Sales: $487.5 million, up 6.4 percent
• Net Income: $33.6 million, up 24 percent
• Earnings Per Share: 79 cents, up 27.4 percent

Acuity Chairman, President and CEO Vernon J. Nagel:

“We are pleased with our fiscal 2012 third quarter results as we continue to execute our strategies to extend our leadership position in North America, including our record pace for the introduction of more energy-efficient lighting solutions... Our third quarter results also reflected a continuation of an elevated level of spending on future growth initiatives, including new products, expanded market presence, and technology and innovation.”

Acuity owns Acuity Brands Lighting, whose brands include Lithonia Lighting, Holophane, Peerless, Mark Architectural Lighting, Hydrel, American Electric Lighting, Gotham, Carandini, SpecLight, MetalOptics, Antique Street Lamps, RELOC, Lighting Control and Design, SAERIS, ROAM, Synergy Lighting Controls and Winona Lighting Inc.

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Tegal Corp (Nasaq: TGAL) to Acquire CollabRx, Inc.

Northern, WI 7/2/12 (streetBeat) -- Tegal Corporation (TGAL) today announced that it has signed a definitive agreement to acquire CollabRx, Inc., a privately held technology company in the rapidly growing market of interpretive content and data analytics for genomics-based medicine.

CollabRx offers cloud-based expert systems that provide clinically relevant interpretive knowledge to institutions, physicians, researchers and patients for genomics-based medicine in cancer and other diseases to inform health care decision making. With access to approximately 50 clinical and scientific advisors at leading academic institutions and a suite of tools and processes that combine artificial intelligence-based analytics with proprietary interpretive content, the company is well positioned to participate in the $300 billion value-added “big data” opportunity in the US health care market (as reported by McKinsey Global Institute), over half of which specifically targets areas in cancer and cancer genomics.1

The Chief Executive Officers of the two constituent companies, Thomas Mika of Tegal and James Karis of CollabRx, plan to serve as co-CEOs of the combined, publicly traded company, with headquarters in San Francisco, CA. Tegal entered into an employment agreement with Mr. Karis that will become effective at the closing, and Mr. Karis will also be appointed to Tegal’s Board of Directors. Tegal will continue to operate under its current name and ticker symbol for the time being, but plans to seek stockholder approval at its upcoming annual meeting in September 2012 for an amendment to its Certificate of Incorporation, changing its corporate name to CollabRx, Inc.

Originally founded in 2008 by Silicon Valley Internet pioneer Jay (Marty) Tenenbaum, CollabRx has developed clinical advisory networks, expert systems, proprietary tools and processes, and a pipeline of commercial data products and applications (“apps”) for cancer. CollabRx Therapy Finders™, its first commercial product, provides sophisticated, credible, personalized, and actionable information to physicians and patients for rapidly determining which medical tests, therapies, and clinical trials may be considered in cancer treatment planning with a specific emphasis on the tumor genetic profile.

CollabRx Therapy Finders™ are web-based apps that serve as one type of user interface to access proprietary CollabRx content. CollabRx content is dynamically updated and organized in a knowledgebase that includes information on molecular diagnostics, medical tests, clinical trials, drugs, biologics and other information relevant for cancer treatment planning. Capturing how highly respected practicing physicians use this information in the clinical setting further refines the knowledgebase.

Upon the acquisition’s closing, Tegal will issue an aggregate of 236,433 shares of common stock, representing 14% of Tegal’s total shares outstanding prior to the closing, to former CollabRx stockholders in exchange for 100% of the capital stock of CollabRx, Inc. Tegal and certain former CollabRx stockholders will enter into a Stockholders Agreement providing for, among other things, registration rights, transfer restrictions and voting and standstill agreements. Tegal also will assume $500,000 of existing CollabRx indebtedness through the issuance of 5-year promissory notes in substitution for outstanding notes previously issued by CollabRx. In addition, Tegal will grant a total of 368,417 RSUs and options as “inducement grants” to newly hired management and employees, all subject to four-year vesting and other restrictions.

“Medicine is entering a new era of low cost genome sequencing and the proliferation of personalized treatments based on specific genetic mutations,” said James Karis, CEO of CollabRx. “With the technology platform and expert system leadership position that CollabRx has developed over the past few years, we believe that the new company is in a position to lead the market for accurate, credible and current genomic information in the cancer space. We are excited to be joining the Tegal management team in a well-resourced, publicly-traded entity.”

“This acquisition marks both the successful conclusion of a transition process and the beginning of a new chapter for Tegal Corporation,” said Thomas Mika, Tegal’s Chairman, President and CEO. “We are excited to help drive the rapid growth of this market while we meet a critical and consequential human need. This is a mission Tegal’s board has embraced wholeheartedly. I am very pleased to be working with James Karis as Co-CEO and fellow director, and look forward, along with the entire team at CollabRx and Tegal, to building a dynamic company in a new era of genomic medicine.”

Please contact www.thestreetbeat.com for interest in our latest investor relations platform the “CEO Interview Series” with its host Steve Kanaval. The package includes a one-on-one interview with a seasoned industry professional; published segment to our web site with embedded audio/video file; and a compressed file that can be easily e-mailed out to your current and/or potential investors. Please e-mail bflautt@gmail.com or call (662) 392-0740 for pricing and scheduling.

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Linde To Buy Lincare Holdings For $3.8 Billion In Stock

Palm Beach, FL 7/2/12 (streetBeat) -- Linde AG (LIN) agreed to acquire Lincare Holdings Inc. (LNCR) for about $3.8 billion to add U.S. oxygen and respiratory therapy services delivered to the home, in the German company’s biggest acquisition since 2006.

Linde will pay $41.50 a share for Lincare, using a loan and a share sale of as much as 1.5 billion euros ($1.9 billion), the Munich, Germany-based industrial-gas supplier said today. That’s 64 percent more than the price on June 26, before a media report on talks between the companies. Linde shares fell as much as 5 percent in Frankfurt trading.

Chief Executive Officer Wolfgang Reitzle has made health care a growth area and agreed to buy Air Products & Chemicals Inc. (APD)’s home-care business in January. The Lincare purchase reunites two business linked a century ago and will double Linde’s North American gases sales. Reitzle said he tracked Lincare as a potential target for five years and was aware of rival interest. In the end, negotiations were speedy, he said.

“We think the deal makes sense,” said Markus Mayer, an analyst at Kepler in Munich. “The multiples are not cheap. Therefore, we didn’t expect a positive share price reaction for Linde today.”

Linde declined as much as 6.1 euros, or 5 percent, to 116.55 euros in Frankfurt, the biggest drop since September. The shares traded at 120 euros as of 2:55 p.m.

Trip to U.S.

Reitzle said he will spend the next 10 days or so meeting with key Lincare investors, as well as analysts. Its board unanimously backs the transaction, though there is no pre- agreement among Lincare investors to tender their shares. A counter bid isn’t expected, he said.

Based on estimates for 2012, Linde is paying 8.93 times earnings before interest, taxes, depreciation and amortization compared with a median of 8.4 times, according to data compiled by Bloomberg. It’s unlikely to recover its cost of capital before 2015, Bank of America Merrill Lynch analyst Laurent Favre said.

The total price is $4.6 billion including about $800 million in assumed debt, said Matthias Dachwald, a spokesman for Linde. The transaction will be paid for mainly with a $4.5 billion loan that will be refinanced through debt and equity issuances, with expected completion in the fiscal third quarter.

Morgan Stanley and Perella Weinberg Partners advised Linde. JP Morgan advised Lincare.

Reunited

The transaction reunites two distant corporate cousins after almost a century apart. Carl von Linde, who founded his German firm in 1879, created a related U.S. company known as Linde Air Products with partners in 1907, according to a history of Linde on the company’s website. Union Carbide Corp. acquired the U.S. operation in 1917. It later created a unit called Linde Homecare Medical Systems, subsequently shortened to Lincare.

Union Carbide sold Lincare to a group of investors in 1990, and they sold shares to the public in 1992.

Linde generated about 18 percent of its 300 million euros in home-care sales from the Americas last year, out of a market valued at 4 billion euros. Analysts estimate Lincare sales will increase 10 percent this year to $2.04 billion, according to data compiled by Bloomberg.

The medical-gas market will grow 50 percent to 16 billion euros by 2020, according to the German company.

The Lincare purchase is Linde’s biggest since it bought BOC Group Ltd. in 2006 for about $16 billion. That acquisition trimmed to four the number of larger industrial gas companies, making further consolidation possible only in specialty areas.

The biggest competitors in the U.S. home respiratory market for Linde will be smaller, independent firms. Lincare was the biggest with 26 percent of the 2009 respiratory market, followed by Apria Healthcare Group Inc., Rotech Healthcare Inc. (ROHI), and American Homepatient Inc., according to a 2010 presentation by Rotech.

Apria is owned by the private-equity firm Blackstone Group LP (BX), and Highland Capital Management LP owns American Homepatient.

Please contact www.thestreetbeat.com for interest in our latest investor relations platform the “CEO Interview Series” with its host Steve Kanaval. The package includes a one-on-one interview with a seasoned industry professional; published segment to our web site with embedded audio/video file; and a compressed file that can be easily e-mailed out to your current and/or potential investors. Please e-mail bflautt@gmail.com or call (662) 392-0740 for pricing and scheduling.

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Liberator (OTCBB: LUVU) and TENGA to Release Keith Haring Branded Products

Palm Beach, FL 7/2/12 (streetBeat) -- Liberator, Inc. (OTCBB:LUVU), a progressive, vertically integrated company capitalizing on the emerging sexual wellness revolution through the worldwide marketing of the Liberator® brand, is pleased to announce the release of TENGA Co., Ltd. created male pleasure items that feature legendary artist and activist Keith Haring's iconic designs.

Liberator is the exclusive U.S. distributor for Japan-based TENGA and will begin a national roll-out of the Keith Haring themed line, including sample distribution in popular venues in New York City such as Times Square.

"We are extremely excited to be working with TENGA to help them reach the next level of success here in the U.S.," stated James Blanchard, Senior Vice President - Business Development at Liberator, Inc. "By utilizing our marketing power and channel distribution as well as mainstream advertising venues, TENGA products in the U.S. continue to enjoy a great deal of success not only in traditional adult stores but through retailers and wholesalers never before open to adult toys. Adding the Haring themes to the products makes them both visually compelling and adds a certain cultural appeal to these increasingly mainstream offerings."

TENGA has selected five of the artist's works for integration into the packaging and design of the TENGA x Haring CUP series, and TENGA x Haring EGG series. TENGA items are well known for their breakthrough art-centric designs, the first to open up the genre of male pleasure items to the mainstream, and TENGA x Keith Haring collaboration will further spread TENGA's commitment to open communication about safely enriching the sexual health of people around the world.

The TENGA male sexual enhancement devices are innovative in their function and product design, shaped and sized in such a way that they look and feel like any other toiletry a man would normally carry or use while at home or on the road.

Please contact www.thestreetbeat.com for interest in our latest investor relations platform the “CEO Interview Series” with its host Steve Kanaval. The package includes a one-on-one interview with a seasoned industry professional; published segment to our web site with embedded audio/video file; and a compressed file that can be easily e-mailed out to your current and/or potential investors. Please e-mail bflautt@gmail.com or call (662) 392-0740 for pricing and scheduling.

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Blackwater Midstream (OTCBB: BWMS) to be Acquired by ArcLight Capital Partners

Orlando, FL 7/2/12 (streetBeat) -- Blackwater Midstream Corp. (OTCBB:BWMS) (“Blackwater” or the “Company”), a company that specializes in the development and management of third party petroleum, chemical and agricultural bulk liquid storage terminals, with operations in Louisiana, Maryland and Georgia, announced today that it has entered into a definitive agreement to be acquired by an affiliate of ArcLight Capital Partners, LLC (“ArcLight”), an energy-focused private equity investment firm, for approximately $44.1 million. Under the terms of the agreement, holders of Blackwater’s common stock will receive $0.64 per share in cash for each outstanding share of common stock they own. The holders of convertible notes will also be entitled to receive cash consideration based on the number of shares of common stock into which the notes are convertible. Taking into account the Company’s indebtedness, the implied transaction value is approximately $48.7 million. Upon consummation of the merger, Blackwater’s common stock will no longer be publicly owned or publicly traded.

Under the terms of the agreement, upon consummation of the transaction, Blackwater’s stockholders will receive $0.64 per share, a premium of 29.4% over the average closing share price of $0.49 during the last 30-days ending June 28, 2012 and a premium of 32.1% over the average closing share price of $0.48 over the three-month period ending June 28, 2012.

Blackwater’s board of directors unanimously approved the transaction and recommends that Blackwater’s stockholders adopt the agreement. Blackwater expects to hold a special meeting of its stockholders to consider and vote on the proposed merger and merger agreement as soon as practicable after the mailing of the proxy statement to its stockholders.

Michael Suder, Blackwater’s Chief Executive Officer, said, “We are excited to have reached this agreement which provides excellent value to our stockholders and positions Blackwater for long term success. I am pleased with the accomplishments of our employees and leadership over the past four years. Our full management team is committed to remaining with the company, which will allow us to continue serving our customers without interruption as we transition through this change of ownership.”

The transaction is expected to close in the fourth quarter of 2012, subject to the satisfaction of customary closing conditions, including the approval of Blackwater’s stockholders.

SunTrust Robinson Humphrey, Inc. is acting as exclusive financial advisor to the Blackwater board of directors in connection with the proposed merger. Milling Benson Woodward L.L.P. is serving as Blackwater’s legal advisor in connection with this transaction. Baker Botts L.L.P is serving as ArcLight’s legal advisor in connection with this transaction.

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Apple pays $60 million to settle China iPad trademark dispute

Orlando, FL 7/2/12 (streetBeat) -- Apple Inc (Nasdaq: AAPL) has paid $60 million to Proview Technology (Shenzhen) to end a dispute over the iPad trademark in China that saw the world's most valuable technology company engaged in a protracted legal tussle with a near-bankrupt Chinese firm.

The lawsuit had hampered some sales and delayed the launch of the new iPad in China. Prior to the launch, Proview requested Chinese authorities in scores of Chinese cities to order re-sellers to take all iPads off their shelves.
The court-mediated settlement, announced on the website of the Higher People's Court of Guangdong province, will allow Apple to get on with selling its popular tablet PC in one of its most important markets, analysts said.

"The settlement is great news for Apple. It just allows them to get on with business and stop being distracted. The new iPad has been so late to the China market that if they drag it any longer, Apple will stand to lose quite a bit more," said Teck-Zhung Wong, a Beijing-based analyst with technology research firm IDC.

Apple and Proview Technology (Shenzhen), a unit of Hong Kong-listed Proview International Holdings Ltd, have been negotiating to reach a settlement since the court conducted an initial hearing in February, after Apple appealed a lower court ruling against it.

Apple had said it bought ownership of the iPad trademark in various countries from Proview, once a global monitor maker, but the Chinese company argued the U.S. firm dealt with only one unit of Proview. A Chinese court ruled that Proview Technology (Shenzhen) owned the name in China. Proview, which registered the iPad trademark in China in 2001, tried in May to sue Apple in the United States, but that case was thrown out.
An Apple spokeswoman declined to comment on Monday.

The iPad dominates China's tablet PC market with more than 70 percent market share, though Lenovo Group Ltd's Lepads and Samsung Electronics Co Ltd's Galaxy Tabs have been gaining traction.

Apple is experiencing heady growth in Greater China - China, Hong Kong and Taiwan - with second-quarter sales in the region increasing several-fold to $7.9 billion. From the launch of the iPad in the third quarter of 2010 to March this year, Apple shipped more than 6 million iPads to mainland China, according to IDC.

For Proview - which local media had said was seeking as much as 10 billion yuan ($1.57 billion) from Apple - and its creditors, the settlement should be welcomed, some lawyers said.

The $60 million will be paid into a court-designated account and used to pay Proview's creditors, said a source familiar with the situation. In March, Taiwan's Fubon Insurance, one of several Proview creditors and a unit of Fubon Financial Holding Co Ltd, applied for bankruptcy proceedings against Proview because of $8.68 million in outstanding debt.

"The settlement fee is not bad for Proview, because although Proview owns the trademark, it was Apple, not Proview, who created the brand's value," said Chen Jihong, a Beijing-based intellectual property rights lawyer at Zhong Lun Law Firm.

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3 Things to Know Before Trading

Orlando, FL 7/2/12 (StreetBeat) -- Stocks were mixed in Asian trade. The Hang Seng was among the best with a gain of more than two percent and Australia was up almost one percent, but the Nikkei and Shanghai were both unchanged on the day. European indexes are broadly higher this morning, with the Dax up 1.2% and the Footsie better by 0.7%. US stock prices are up a slight fraction as I write.

*The June reading of China’s manufacturing sector Purchasing Managers Index was down two tenths from the month before to 48.2, according to HSBC.

*The Q2 reading of Japan’s Tankan Large Manufacturers Index improved three point to -1; a steady result at -4 was the forecast.

*A report by the Finnish government says that bond purchases by the ESM on the secondary market requires unanimity in the future and such unanimity doesn’t exist as Finland and the Netherlands oppose it, reports Bloomberg. ESM news elsewhere includes: the German Constitutional Court has set July 10 for a hearing on the ESM and Fiscal Pact that was voted on by the Bundestag last week.

*The May reading of the Euro Zone Unemployment Rate is 11.1%, up one tenth from the prior month and matching the forecast; it is the highest level for the jobless rate since the euro was introduced.

*The final June reading of the manufacturing sector PMI was revised up three tenths to 45.1.

*The final June reading of Germany’s manufacturing sector PMI was revised up three tenths to 45.0.

*The June reading of Switzerland’s manufacturing sector PMI was up 2.7 points on the month to 48.1, well above the expectation for a four tenth decline.

*The June reading of the UK’s manufacturing sector PMI was up 2.7 points on the month to 48.6, the estimate called for a fractional gain to 46.5.

*The June reading of the ISM Manufacturing Index is due out at 9:00am CDT, it is expected to be down 1.5 points on the month to 52.0; the Prices Paid component is forecast to be 45.8, down from 47.5 the month before. The May reading of Construction Spending is also due out at 9:00am, it is expected to be +0.2% month on month.

*The Fed is scheduled to buy Treasuries today that are due to mature between 2/15/36 and 5/15/42; the results of the operation will be announced just after 10:00am CDT.

*San Francisco Fed boss Williams is set to speak at 12:15am CDT.

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