Cablevision privatization rejected by shareholders; Inverness plans to buy Alere, stock off

By Sheri Kasprzak

New York, Oct. 24 - Cablevision's shareholders have spoken and the verdict is "no way" to Dolan Family Group's $36.26-per-share bid to take the company private.

ClearBridge Advisors, Cablevision's majority shareholder, said earlier this month that it was prepared to vote its 31 million shares against the proposal, claiming that the offer would not properly compensate the shareholders.

James Dolan, Cablevision's chief executive officer, said at the time the Dolan Family Group had no intention of budging from the offer - valued at $10.6 billion.

"There really wasn't much doubt that this wasn't going to happen," said one analyst familiar with the name. "The price is way too low. It's not to their [the shareholders'] advantage to approve such a deal. The only people this would benefit would be the Dolans."

Shares of Cablevision ended the day off by $1.04, or 3.26%, to settle at $30.28, gaining 38 cents after hours (NYSE: CVC).

A restructuring initiative that happened to come on the same day as an acquisition announcement sent shares of Inverness Medical Innovations down Wednesday.

Inverness said Wednesday it will eliminate 49 jobs and will undergo a $7.2 million restructuring plan.

The restructuring, according to a form 8-K filed Wednesday with the Securities and Exchange Commission, will save the company $10.3 million.

Most of the jobs being eliminated, Inverness said in the 8-K, will be in sales and marketing.

Even so, the news sent shares down by 2.25%, $1.34, on Wednesday to end at $58.27 (Amex: IMA). The stock traded in a range of $56.55 to $59.13.

The restructuring news comes as Inverness said it plans to buy Alere Medical, Inc. in a $302 million cash and stock deal.

A sellside trader said Wednesday that the news is ultimately good.

"The restructuring, well, no one likes to lay off their employees but sometimes it happens," he said. "I think their stock is down because the broader market is off today. The Alere deal seems like a good prospect as well, so I really don't think it has much to do with either [the restructuring or the acquisition]."

In other merger news, Lamson & Sessions' shareholders gave the green light to a planned $27-per-share merger with Thomas & Betts Corp.

Thomas & Betts' shares were down 1.71% on Wednesday as Lamson & Sessions' shares dipped by just 2 cents after spending the majority of the day unmoved.

Inverness to buy Alere

Moving back Inverness' acquisition of Alere, Inverness plans to pay $125 million in cash and $177 million in stock for Alere.

Alere makes at-home monitoring systems and, according to an Inverness news release, expects to bring in $77 million in revenues for 2007.

"The acquisition of Alere Medical is an exciting opportunity to enter the disease management industry, a move which fits naturally with our goal of enabling individuals to take charge of their health," said Ron Zwanzinger, Inverness' chief executive officer, in a news release.

"Alere's expertise in patient monitoring, and particularly in-home chronic heart failure management, complements our cardiac diagnostic technologies being developed at Biosite in San Diego and at Stirling Medical in Scotland. In addition, Alere brings with it exceptional management, a solid business platform, and strong revenues and profitability and is consistent well with our overall acquisition strategy."

The deal is expected to wrap up by the end of the calendar year.

"We are thrilled to become a part of Inverness," said Ron Geraty, Alere's CEO, in a statement.

"We believe that combining our efforts with those of Inverness will ensure our continued growth within the care management industry. Acceptance of disease management within the medical community continues to accelerate and this transaction will solidify Alere's efforts to provide better services to its physician participants and hasten the movement towards an 'Advanced Medical Home.' We believe Inverness's entry into the care management sector will help Alere to improve the position and viability of care management as a solution to health care's challenges."

Waltham, Mass.-based Inverness develops medical devices used to monitor for infertility, among other problems.

Lamson & Sessions merger approved

In the planned $450 million merger of Lamson & Sessions with Thomas & Betts, shares of Thomas & Betts were down on Wednesday even as shares of Lamson & Sessions remained relatively unmoved.

Shares of Thomas & Betts fell by 97 cents to end the day at $55.72 (NYSE: TNB). Lamson & Sessions' stock closed down 2 cents to end at $27.20 (NYSE: LMS).

Lamson & Sessions plans to buy all of Thomas & Betts' outstanding stock at $27 in cash per share.

The transaction is expected to close Nov. 5.

"We are pleased that the agreement has gained the overwhelming support of our shareholders, which reflects the value they see in this transaction," said Michael J. Merriman Jr., Lamson & Sessions' CEO, in a statement.

"Our agreement with Thomas & Betts was the result of our board's six-month comprehensive evaluation of the strategic options available to our company. The merger not only provides excellent value for our shareholders, but also an opportunity to maximize the long-term growth prospects of Lamson & Sessions as an integral part of Thomas & Betts and their great portfolio of brands."

Lamson & Session, based in Cleveland, manufactures thermoplastic enclosures, fittings, conduit and pipe. Thomas & Betts makes electrical components.

LSI sells unit to Infineon

In other news, LSI Corp. completed the $450 million cash sale of its mobility products business to Infineon Technologies AG.

Shares of Infineon were down on Wednesday by 12 cents to end at $14.66 (NYSE: IFX).

LSI's stock gave up 2.48%, or 18 cents, to settle at $7.09 (NYSE: LSI).

In addition to the $450 million in cash, Infineon will receive up to $50 million in performance-based payments starting the first quarter of 2009.

LSI had previously announced plans to sell the mobility products business, which designs semiconductors and software for cellular telephone handsets and chip-level solutions for satellite digital audio radio applications.

Milpitas, Calif.-based LSI provides silicon, systems and software technologies.

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