Orbitz to be sold to Expedia for $1.6 billion

Chicago-based online travel company Orbitz Worldwide, Inc. (NYSE: OWW) will be purchased by Expedia, Inc. (NASDAQ: EXPE), according to a news release issued today by Expedia. Expedia, announced it has entered into a definitive agreement under which it will acquire Orbitz Worldwide, , including all of Orbitz Worldwide's brands, for $12.00 per share in cash, representing an enterprise value of approximately $1.6 billion, and a premium of approximately 29% over the volume weighted average share price for the five trading days up to and including February 11, 2015.

The Boards of Directors of both companies have approved the transaction, which is subject to approval by the shareholders of a majority of Orbitz Worldwide's common stock and other customary closing conditions, including applicable regulatory approvals. The Board of Directors of Orbitz Worldwide received a fairness opinion from Qatalyst Partners and has recommended that its stockholders vote in favor of the merger.

"We are attracted to the Orbitz Worldwide business because of its strong brands and impressive team. This acquisition will allow us to deliver best-in-class experiences to an even wider set of travelers all over the world," said Dara Khosrowshahi, President and Chief Executive Officer, Expedia, Inc. "From the flagship Orbitz.com brand, to other well-known consumer brands such as CheapTickets, ebookers and HotelClub and the business-to-business brands Orbitz Partner Network and Orbitz for Business, the Orbitz Worldwide team has built a devoted customer base and we look forward to welcoming them to the Expedia, Inc. family."

"Our mission at Orbitz Worldwide has been to build our brands to be the world's most rewarding places to plan and purchase travel," said Barney Harford, Chief Executive Officer, Orbitz Worldwide. "We're excited for Orbitz Worldwide to join the Expedia, Inc. family and for our teams to work together to further enhance the offerings we provide to our customers and partners."

Expedia, Inc. (NASDAQ: EXPE) is one of the world's largest travel companies, with an extensive brand portfolio that includes leading online travel brands, such as:

• Expedia.com®, the world's largest full service online travel agency with localized sites in 31 countries
• Hotels.com®, the hotel specialist with localized sites in more than 60 countries
• Hotwire®, a leading discount travel site that offers opaque deals in 12 countries throughoutNorth America, Europe and Asia
• Travelocity®, a pioneer in online travel and a leading online travel agency in the US and Canada
• Egencia®, the world's fifth largest corporate travel management company
• eLong™, a leading mobile and online travel service provider in China
• Venere.com™, an online hotel reservation specialist in Europe
• trivago®, a leading online hotel metasearch company with sites in 49 countries
• Wotif Group, a leading operator of travel brands in the Asia-Pacific region, including Wotif.com®, lastminute.com.au®, travel.com.au, Asia Web Direct®, LateStays.com, GoDo.com.au and Arnold Travel Technology
• Expedia Local Expert®, a provider of online and in-market concierge services, activities, experiences and ground transportation in hundreds of destinations worldwide
• Classic Vacations®, a top luxury travel specialist
• Expedia® CruiseShipCenters®, a provider of exceptional value and expert advice for travelers booking cruises and vacations through its network of 180 franchise locations across North America
• CarRentals.com™, the premier car rental booking company on the web

The company delivers consumers value in leisure and business travel, drives incremental demand and direct bookings to travel suppliers, and provides advertisers the opportunity to reach a highly valuable audience of in-market consumers through Expedia® Media Solutions. Expedia also powers bookings for some of the world's leading airlines and hotels, top consumer brands, high traffic websites, and thousands of active affiliates through Expedia® Affiliate Network. For corporate and industry news and views, visit us at www.expediainc.com or follow us on Twitter @expediainc.

Orbitz Worldwide (NYSE: OWW) is a leading global online travel company using technology to transform the way consumers around the world plan and purchase travel. Orbitz Worldwide operates the consumer travel planning sites Orbitz (orbitz.com), ebookers (ebookers.com), HotelClub (hotelclub.com) and CheapTickets (cheaptickets.com). Also within the Orbitz Worldwide family, Orbitz Partner Network (orbitzpartnernetwork.com) delivers private label travel technology solutions to a broad range of partners including some of the world`s largest airlines, bank loyalty programs and travel agencies, and Orbitz for Business (orbitzforbusiness.com) delivers managed travel solutions for companies of all sizes. Orbitz Worldwide makes investor relations information available at investors.orbitz.com.

Illinois accounting firms merge

Two Illinois accounting firms, Mowery & Schoenfeld and Wolowicki and Associates, merged effective Jan. 2, 2014.  The combined CPA firm will continue operations as Mowery & Schoenfeld.

This is Mowery & Schoenfeld's third merger in the last five years; the firm has grown from three employees to 55 in just 17 years.

"We've been fortunate to identify three great merger opportunities in the last five years," said Jeff Mowery, managing partner of Mowery & Schoenfeld.  "With each merger, we've had the opportunity to add incredible talent and clients to our firm.  We are only interested in pursuing opportunities where the culture, clients and staff are a seamless fit into our organization."

For the third year in a row, Mowery & Schoenfeld is the proud recipient of the "Best Accounting Firms to Work For" award from Accounting Today.  This award is a true testament to the employees, the leadership and the incredible clients the firm works with on a daily basis.

"It didn't take us long to realize Mowery & Schoenfeld was a great fit for our employees and our clients," said Jerry Wolowicki, managing partner of Wolowicki and Associates.  "We are excited about our future as one firm."

Mowery & Schoenfeld is a full-service CPA firm located in Lincolnshire, Illinois.  The 55-person firm works with private businesses and individuals in providing audit, tax, consulting and wealth management services.

Wolowicki and Associates, formerly based in Schaumburg, moved to the Mowery & Schoenfeld offices in Lincolnshire on January 2, 2014.

J C Penney announces plans to close 33 stores, including 2 in Illinois

J. C. Penney Company, Inc. (NYSE:JCP) today announced that as part of its turnaround efforts, the Company will be closing 33 underperforming stores across the country in order to focus its resources on the Company's highest potential growth opportunities.  Among the stores slated to close are 2 stores in Illinois: in Bloomingdale at the Stratford Square Mall and in Forsyth at the Hickory Point Mall.

In a press release issued after the markets closed, the Company stated that these actions are expected to result in an annual cost savings of approximately $65 million, beginning in 2014. In connection with this initiative, the Company expects to incur estimated pre-tax charges of approximately $26 million in the fourth quarter of fiscal 2013 and approximately $17 million in future periods.

Remaining inventory in the affected stores will be sold over the next several months, with final closings expected to be complete by early May. The closings will result in the elimination of approximately 2,000 positions. Eligible associates who do not remain with the Company will receive separation benefits packages. Meanwhile, the Company announced it is continuing its plans to open a new store location later this year at the Gateway II development in Brooklyn, N.Y.

"As we continue to progress toward long-term profitable growth, it is necessary to reexamine the financial performance of our store portfolio and adjust our national footprint accordingly," said Myron E. (Mike) Ullman, III, chief executive officer of JCPenney.  "While it's always difficult to make a business decision that impacts our valued customers and associates, this important step addresses a strategic priority to improve the profitability of our stores and position JCPenney for future success."

Beam sold in $16 billion deal to Japan's Suntory Holdings

Chicago mergers and acquisitions activity continues to heat up. Japan's Suntory Holdings has announced it will acquire Deerfield-based Beam Inc., the producer of Jim Beam and Maker's Mark bourbons and other top-shelf liquor brands. Beam became an independent company when Fortune Brands Inc. was split into two companies in 2011.

Suntory Holdings has agreed to pay $83.50 a share in cash to purchase Beam. The transaction values Beam at $16 billion, including the assumption of debt. If the acquisition is completed as planned, the merged company would have annual sales of more than $4.3 billion, the two companies said, making it the world's third-largest premium spirits company, behind Diageo and Pernod Ricard.

Cumulus Media buys 2 radio stations from Merlin Media

The Chicago Tribune reports that Cumulus Media, owner of news/talk WLS AM 890 and classic hits WLS FM 94.7, is poised to acquire two stations from Merlin Media: classic rock WLUP FM 97.9 and WIQI FM 101.1 (which will revert to modern rock WKQX).

“The addition of WKQX and WLUP will add two legendary radio brands to the two legendary radio brands Cumulus already owns in Chicago,” John Dickey, executive vice president and co-chief operating officer of Cumulus, told Inside Radio. “We are excited to be growing our presence in one of the best media markets in the world.”

Dickey told AllAccess.com there will be no change in the Loop’s format, adding: “We will migrate WKQX from 87.7 to 101.1 next week and return it to alternative, dropping ’90s, 2K & Today.’ We will simulcast it for a month.”

Sale of the two Merlin stations essentially closes another chapter in the saga of Randy Michaels, who launched the company in 2011 after his exit as CEO of Tribune Co.

Terms of the business acquisition agreement with Merlin Media announced Friday were not yet known.

OfficeMax Asks Illinois for Tax Incentives

The merger of office supply warehouse store giants Office Depot Inc. and OfficeMax Inc. have given the two companies an opportunity to play Florida and Illinois against each other.  The two companies' CEOs are asking for huge tax handouts from the states to keep the corporate headquarters in their current states (OfficeMax in Illinois and Office Depot in Florida).

According to an article in today's Chicago Tribune, OfficeMax CEO Ravi Saligram has asked Illinois legislators to allow the company  keep the state tax withholdings of employees for 10 to 15 years after it completes its merger with rival Office Depot.

Saligram refused to reveal the amount of the taxes, claiming that he was keeping the figure secret because he didn't want to start a bidding war for the new company's corporate headquarters and distribution centers. The new company, he told the House Revenue and Finance Committee, will retain 2,050 jobs, create 200 jobs and spend $150 million in the state on leases.

Saligram said the CEO of Office Depot, headquartered in Boca Raton, Fla., also is seeking incentives from that state but that he doesn’t know the value of them. He also said that he couldn’t guarantee that the new company's CEO would stay in Naperville, where OfficeMax is based.

A bill is expected to be introduced that would combine the OfficeMax request with those of other companies seeking to keep their employees' personal income tax withholdings instead of forwarding them to the state.

What is the value of keeping a company in the state if it gets to keep all of the state income taxes paid by its employees for the next 10-15 years?  Sure, they sign leases but the bulk of those payments either go to pay interest or to make distributions to the owners.  Just because the properties may be in Illinois doesn't mean that any of that money stays in the state.  And how many of the jobs that OfficeMax is counting are in retail stores that are unaffected by where the headquarters is located?

It sounds like one more big handout to corporate America that makes no economic sense.  Will our lawmakers as usual fall all over themselves to hand out money to big business while the state can't meet its own responsibilities? Tell your Illinois state representative and state senator to WAKE UP.

Swiss Banks May Pay Fines to Avoid Tax Evasion Prosecution

Reuters has reported that the United States and Switzerland have reached an agreement to permit some Swiss banks to pay fines to avoid or defer prosecution in connection with tax evasion by their U.S. customers. The agreement would do much to resolve the long-running dispute between the two countries.

The deal would apply to about 100 second-tier Swiss banks.  Those banks could be required to divulge some previously secret financial information and the would face penalties of up to 50 percent of assets they managed on behalf of wealthy American tax dodgers.

The reported agreement would not cover banks already under U.S. criminal investigation, which include some of Switzerland's biggest banks such as Credit Suisse and Julius Baer.

According to the Reuters report, "the deal is a step forward in a long-running U.S. drive to pierce the shroud of Swiss bank secrecy, though analysts said it was too early to say how much the Swiss banks would have to pay or how much extra revenue would flow to the United States."

For more, read http://www.chicagotribune.com/business/sns-rt-us-usa-tax-switzerland-20130829,0,4868203.story.