24/7 Wall St. » Cramer

TheStreet.com Signs 3-Year Cramer Contract (TSCM)

247wallst — Wed, 09 Apr 2008 09:46:24 +0000

Many people think of Jim Cramer as being MAD MONEY on CNBC now, but his full-time gig is still at TheStreet.com, Inc. (NASDAQ: TSCM). The company gave an SEC filing this morning that shows the company has secured his contract ahead. After all, he is the co-founder and chief voice of the company. Many would argue that he IS the company.

Jim Cramer has entered into a new employment agreement with a retroactive effective date of January 1, 2008 to author articles for the ad-supported and paid publications (Action Alerts PLUS) product and to "provide reasonable promotional and other services…"

Cramer will receive an annual salary of $1,300,000, $1,560,000 and $1,872,000, respectively, for the three successive years of the agreement. Cramer will also receive a signing bonus in the amount of $100,000 and will be eligible for an annualized target bonus equal to 75% of salary based upon achievement of company determined financial targets.

Cramer will also receive restricted stock units with respect to 300,000shares of common stock. The units will be payable in shares of suchcommon stock and vest and become payable in equal installments onJanuary 1 of each of the next successive five years, provided that Mr.Cramer remains an employee on each date. This is subject toaccelerated vesting following a “Change of Control” and other terms andconditions. Cramer is also eligible to receive additional awards asdetermined by the company.

Subject to certain terms and conditions, Cramer is also entitled to acash payment equal to three-times his base following a Change ofControl, following which Mr. Cramer also has the right to terminate theEmployment Agreement. In short, if the company is bought or if theymake a major change in ownership, he gets triple pay and can walk if hechooses.

As a non-compete, Cramer will not author articles for other onlinefinancial publications that compete with the company or act in certaincapacities for any other start-up on-line business that competes withthe company without the company’s consent. There are exceptions forcertain print publications like his column for New York magazine andcontents of Mr. Cramer’s books appearing on the Internet.

Cramer is permitted to pursue other journalistic and other endeavors,provided that they are not "inconsistent with the performance of hisobligations" to the company. There is also a non-compete clauselasting for 18 months following his termination by the company for“Cause” or by his behalf without “Good Reason.” There is also asimilar 18 months non-solicitation clause for persons employed by thecompany during six months prior to termination.

This new term is for three years, although Cramer may terminate as ofJanuary 15 of any year with 60 days notice (not more than 90 days).There are also indemnification provisions where TheStreet.com hasagreed to defend, indemnify and hold harmless provisions for Cramer.He has also agreed to terminate all Rule 10b5-1 plans with respect tothe Company’s common stock within three days of the execution of thisemployment agreement, and he has agreed to not establish a Rule 10b5-1plan before April 1, 2009.

While much of this seems lengthy and may seem excessive to many in someof the "upward revisions" and clauses, most of this is actuallystandard for a key person. Many would argue that the value ofTheStreet.com would be a fraction of today’s valuation if he were not apart of the company. As a reminder, he is still either the largestholder or one of the top shareholders at TheStreet.com.

You can join our open email distribution listto hear about key management issues, share buybacks, specialfinancings, secondary offerings, M&A, and more previews for otherspecial situations.

Jon C. Ogg
April 9, 2008

Jon Ogg produces the Special Situation Investing Newsletter. He can be reached at jonogg@247wallst.com and he does not own securities in the companies he covers.

Jim Cramer’s Play On $16 Corn & Wheat (POT, MOO)

247wallst — Mon, 03 Mar 2008 18:31:24 +0000

Jim Cramer came out on CNBC’s MAD MONEY tonight, predicting huge gains in agriculture prices and in gold. Unlike Basketball’s March Madness and a "Sweet 16" his "sweet 16" targets all revolve around "$16" for the commodity. Cramer said he is making some key changes to some of his stocks picks in each of these sectors.

His first theme is agriculture. He thinks agriculture is being thrown through the roof because of ethanol. Cramer thinks that corn goes $16 and wheat goes to $16. He has been very positive on this one over and over and here were his last picks. He wants to switch gears and you should go into Potash of Saskatchewan (NYSE: POT) because of severe pricing power. He loves the high barriers to entry and lack of competition. We also had a recent IPO get filed in this sector. He noted that consensus estimates are 107% in 2008, and with a fair earnings multiple that stock could see significantly higher prices. If you are still unsure about picking individual stocks in this sector, we would note that you can look at the ETF for the agriculture play that is the Market Vectors Global Agribusiness ETF (AMEX: MOO).

Cramer is also talking up some new picks he has for gold and also in higher gas prices.

Jon C. Ogg
March 3, 2008

Cramer Stays High on Agriculture (MON, POT, AGU, DE, MOS, MOO)

247wallst — Tue, 26 Feb 2008 18:18:37 +0000

On CNBC’s MAD MONEY tonight, Jim Cramer went over the agriculture sector. We recently noted ourselves about Ag-flation as wheat prices have more than doubled over the last year. Cramer noted that Cargill suspended plans for a new ethanol plant. Cramer says that this is going to create a sell-off, but it won’t mean the sector is dead and will create buying opportunities. He thinks the famine watch may end up with rationing to keep a lid on prices in a world where demand is rising rapidly. The possible famine and growing demand for food and crops for energy is driving these. After these stocks take a share price hit this week, he wants you to look at buying some of these that are still at the start of a multi-year trend as now our food supply is competing for energy. His favorite stocks right now in the sector are:

Mosaic (NYSE: MOS) as a potash winner with major pricing power.
Potash (NYSE: POT) as another potash winner with major pricing power.
Agrium (NYSE: AGU) also in nutrients and fertilizers like Potash.
Monsanto (NYSE: MON) as the biotech of Agriculture.
Deere & Co. (NYSE: DE) for the machinery.

We would also note that if you are a true lover of agricultural trading, there is an ETF that tracks this sector called Market Vectors Global Agribusiness ETF (AMEX: MOO), which is up 50% since its launch just 6-months ago. You would also want to know that Four of his five top picks in that group above are in the top ten holdings in this ETF. There are many other Agriculture pieces here, and some are Cramer and some are not:

Cramer very recently noted FMC Corp. as his hidden value agriculture trade.
He also talked about Ag-flation before, although that isn’t as fresh.
Here were the 2007 relevant comments into 2008 where Cramer said he sees Ag and Solar winning.
You can also see his "wild bull market picks" in the sector from last year to see which he likes and walked away from.
You can also see a pending hot IPO in the sector called INTREPID POTASH.
We also featured Titan Machinery before it was added to the IBD 100 index.

Jon C. Ogg
February 26, 2008

Cramer Attacks Congressmen For Holding Up Sirius & XM Merger (XMSR, SIRI)

247wallst — Mon, 25 Feb 2008 18:46:00 +0000

Jim Cramer came back from vacation and on CNBC’s MAD MONEY, he slammed Congress for taking more than a year now for holding up the Sirius Satellite Radio (NASDAQ: SIRI) and XM Satellite Radio (NASDAQ: XMSR).

We have earnings from both satellite radio providers this week and a full preview can be seen here where we ponder earnings versus "merger rulings" on importance.
Stanford Research recently called for an approval here.
Proxy forms Glass Lewis and ISS both advised a vote in favor.
Barron’s has recently noted that there are concerns on this one.

He wants to know why the deal is being held up, and he is blaming conflicted Congressmen that are getting donations and pressure from lobbyists. Jim Cramer said the National Association of Broadcaster spent more than$4 million in lobbying to block this deal. He even named the "lobbyingoffenders" that are out to block this: Gene Green, LouiseSlaughter, John Spratt, Roy Blunt, and Tom Cole (forgive any spelling errors on the names) were all among the onesthat Cramer bashed for protecting their campaign contributors.

247WallSt.com will tell you ourselves that it is about ten-times more than obvious that the National Association of Broadcasters pushing their "in-pocket Congressman" that land-base (terrestrial) radio has been lobbying to block this.Mark our words….. If they block this merger, traditional/terrestrial radio won’t do any better. But they will effectively put at least one of these out of business as far as they exist today.

Cramer noted OpenSecrets.com and campaignmoney.com as sources for you to look these up. He said these Congressmen are what are keeping this from being approved.

Jon C. Ogg
February 25, 2008

Cramer’s Big Pipe Hit (WG)

247wallst — Thu, 14 Feb 2008 18:39:08 +0000

On tonight’s MAD MONEY on CNBC, Jim Cramer came out discussing oil and gas infrastructure, and said that a relatively small player name Willbros Group, Inc. (NYSE: WG) is a winner. The company focuses on pipelines and associated facilities for onshore, coastal, and offshore locations. He noted how the company sees $8 Billion worth of opportunity down the road in the coming years as we need several thousand more miles of pipeline both upstream and midstream. This one also only has a $1.2 Billion market cap. Cramer noted this is at the heart of the return of the natural gas and infrastructure theme.

This closed down 2.6% today at $34.78 and the 52-week range is $20.05 to $62.04. Cramer’s target: $45.00.

Last night Cramer called FMC a hidden Agriculture trade.
He’s also got picks in Brazil.
Despite a sharp rebound from lows, he’s still anti-tech.
There is also this XTO secondary that hurt the stock, but everyone keeps talking it up.

Jon C. Ogg
February 14, 2008

FMC Corp.: Jim Cramer’s Hidden Agriculture Trade (FMC)

247wallst — Wed, 13 Feb 2008 19:03:31 +0000

On tonight’s MAD MONEY on CNBC, Jim Cramer wanted to review a hidden undervalued stock in the market. Tonight he noted FMC Corp (NYSE: FMC) as a key undervalued stock in chemicals and agriculture. While he likes the company on its own, he noted that the current inflated prices in Agriculture and potash stocks should actually generate a much higher stock price. He thinks that because of this company’s pricing power in its its niche that this should be worth a combined $5.7 Billion instead of $4+ Billion today. In his words, that yields a $70 STOCK.

By now you have seen this sector on fire. We just noted a hot potash IPO coming soon and just yesterday we noted how the best post-IPO in recent months is also in the sector. Deere (NYSE: DE) shares indicated lower after earnings this morning and closed lower too.

Just remember one key thing. Thursday is Valentine’s Day, and fertilizer is only a good gift if your intimate other is a green thumb that hasn’t been able to get to the store in a very long time.

FMC closed up 2.2% at $53.54 today and the 52-week trading range is $35.64 to $59.00. $70.00 would be a considerable price. While it still is listed as having a 30+ P/E ratio, this really trades with a 13.8 P/E ratio for fiscal Dec-2008 forward estimates.

Jon C. Ogg
February 13, 2008

Cramer on Motorola Versus Nokia (MOT, NOK)

247wallst — Mon, 28 Jan 2008 18:29:09 +0000

On tonight’s MAD MONEY on CNBC, Jim Cramer compared a great Nokia (NYSE: NOK) to a horrible Motorola (NYSE: MOT). Last week Motorola said mobile handset sales were down 38% last week and lowered guidance ahead. Cramer thinks that any ties to the company are wrong and that Motorola’s pain is Nokia’s gain. Cramer doesn’t think Mr. Brown is doing any better since Zander left, and he thinks that Carl Icahn might be its only real help. If you look at Nokia’s numbers, you’ll decide they are taking it all from Motorola. To him it’s a broken company.

Our old $26.70 break-up value on Motorola is completely history compared to what this situation looked like back when it had value. We have run some break-up values now that the company has allowed its state to go this way. We aren’t even convinced that you could milk $20.00 from this cow on most days in the current conservative and "show-me" environment.

This sounds a lot like what our own Douglas McIntyre noted just last week. He even stated, "It is all over now for Motorola (MOT) and Palm (PALM). They might have had a chance to pick up enough market shares to dig themselves out of the holes of late products, crummy products, and weak financial performance. RIM (RIMM), Apple (AAPL), Samsung, and Nokia (NOK) have flanked them then overrun them. A bad economy makes their positions untenable."

We’ve also noted that Motorola is just a turnaround that looks like it can’t turnaround.

Jon C. Ogg
January 28, 2008

Cramer’s Execution Face-Offs (DPZ, PZZA, WAG, CVS)

247wallst — Wed, 19 Dec 2007 18:31:44 +0000

Tonight’s MAD MONEY on CNBC was a different section than the normal stock picking. Jim Cramer wanted to cover execution of a business model (or business plan):

Cramer’s first face-off was in the pizza group of food and restaurants between Papa John’s International (NASDAQ:PZZA) and Dominos Pizza Inc. (NYSE:DPZ).
Secondly, Cramer compared CVS Caremark (NYSE:CVS) to Walgreen’s (NYSE:WAG).

In the pizza face-off, Cramer noted how Papa Johns (NASDAQ:PZZA) was confident on the conference call, how they were positive about the environment despite rising food and energy prices and more, while Dominos (NYSE: DPZ) was apathetic and not positive. He also noted how this will bring about a company that deserves a higher multiple. Papa John’s fell 2% to $22.64 today but rose almost 1% to $22.80 on his call (52-week trading range $21.76 to $34.86. Dominos fell 1.5% today to $12.75 and fell another 0.5% to $12.69 in after-hours trading (52-week trading range $12.25 to $35.67 per-dividend). We noted in the past how Dominos had looted its books to make that one-time shareholder pay-off.

In the second execution comparison for competitors, Cramer noted how Walgreens (NYSE:WAG) used to be the GO-TO stock in the group but has fallen off track. CVS Caremark (NYSE:CVS) has started executing better and changed its weakness with the Caremark cost containment company to win as patents go from label to generic in the coming years. Walgreens is a good pharmacy according to Cramer, but CVS now is winning because of execution and now has an extra edge. CVS is also adding stores more strategically and more thought out. In the past Cramer noted this as a MAJOR BULL MARKET PICK.

CVS shares closed up almost 1% today at $39.49 and rose another 0.5% to $39.68 after-hours (52-week range $29.44 to $42.60). Walgreens hasn’t traded in after-hours to speak of and closed down 2.3% today at $36.38 (52-week trading range $35.80 to $49.10).

For those of you always looking for "CRAMER PICKS TO MOVE" you’ll want to count tonight as "more educational rather than bold stock picking."

Jon C. Ogg
December 19, 2007

Jon Ogg can be reached at jonogg@247wallst.com; he produces the SPECIAL SITUATION newsletter and he does not own securities in the companies he covers.

Cramer’s Telecom Build-Out Play, With After-Hours Weakness (ADCT)

247wallst — Tue, 18 Dec 2007 18:37:16 +0000

On tonight’s MAD MONEY on CNBC, Jim Cramer already hosted Verizon’s CEO Seidenberg and discussed the bandwidth build-outs and the great things going on in wireless and their FiOS digital TV offering. Cramer wanted to use his pin action trade analysis and he went back to one of the old tech stocks from the 1990′s:

ADC Telecom (NASDAQ:ADCT) is a stock that is winning from the fiber and wireless build-out of Verizon. This is also part of AT&T’s long-distance build-out that is going. It also bought a frame connectivity company in China and made another wireless acquisition. ADCT also trades 14.6-times next year’s earnings. Cramer thinks this one is back in the sweet spot and he said it can be held for a multi-year period.

What is a pure coincidence is that shortly before Cramer started MAD MONEY tonight, ADCT came out and announced a proposed subordinated convertible note offering to the tune of $400 million split evenly between 2015 and 2017 maturity dates. Its market cap before the dilution was listed as almost $2.1 Billion.

ADC said it intends to use approximately $200 million of the net proceeds of this offering to repurchase prior to maturity or repay at maturity in June 2008 the outstanding $200 million aggregate principal amount of its 1% Convertible Subordinated Notes due 2008. The remainder is set aside for general corporate purposes and strategic opportunities. ADCT will use Credit Suisse and Morgan Stanley as joint book-running managers for the offering and co-managers are listed as J.P. Morgan and Bear Stearns & Co.

Shares would have likely been higher after the Cramer tout, but because of the stock offering the stock is trading down almost 5% in after-hours trading at $16.89 on what appears to be more than 400,000 shares in after-hours activity. The 52-week trading range is $14.04 to $21.06.

This stock conducted a 1 for 7 reverse stock split back in May 2005 after its shares had been perpetually stuck around $1.00 to $2.00 on an "old stock price" on an unadjusted split price. Shares were then between $18.00 to $21.00 and are currently under that. If you go back to the bubble days in 2000 on an adjusted basis this traded back over $200.00 during the fiber optics craze.

Jon C. Ogg
December 18, 2007

Cramer Hosts Verizon’s Seidenberg, Our Top CEO of 2007 (VZ, T, TWC, CMCSA, CMCSK)

247wallst — Tue, 18 Dec 2007 17:02:26 +0000

Jim Cramer is set to host the CEO of Verizon (NYSE: VZ) Ivan Seidenberg on tonight’s MAD MONEY on CNBC. If you are wondering why we are previewing a preview for Cramer it’s a simple answer: 247WallSt.com reviewed many great CEO’s and many that weren’t so great, and Ivan Seidenberg was the CEO that we named as our "2007 CEO of the Year." You can read our full logic behind it and why he won over other nimble and able telecom and industrial CEO’s whose stocks showed a strong year.

Jim Cramer has been a Verizon & AT&T (NYSE:T) backer for some time, and if you have looked at cable stocks lately you’d know why Telecom is kicking you what. Comcast (NASDAQ:CMCSA) (NASDAQ:CMCSK) has already admitted many problems and how it has started seeing more pressure, and Time Warner Cable (NYSE:TWC) is also trading a few percentage points above its 52-week lows.

Cramer said today readily prefers Verizon over Comcast now. A reason he prefers Verizon over Comcast (or telecom over cable) is that the market is just too volatile to not have that dividend (nearly 4% today). That’s on top of the fact that telecoms are winning back cable subscribers now with the fiber-to-the-home initiatives that allow them to offer better high-speed data than before along with digital television packages.

It would probably take a lot for Cramer not to be outright positive on Verizon (NYS:VZ) tonight, as we are pretty sure that there won’t be that much negative happening besides the credit quality of customers being less than it had been before. After the company announced it would open up its network to outside phones, the platform neutral model looks like a winner.

You can join our own open email distribution list to receive updates once or twice per week to receive information about spin-offs, restructurings, merger-arb spreads, recapitalizations, and back door plays into upcoming IPO’s.

Jon C. Ogg
December 18, 2007