Jones Soda (JSDA) has received a buyout offer from Big Red Holdings Corporation, the parent company of Big Red Inc.

Normally that would be fantastic news, but this offer is unusual: The bid names a price of 30 cents per share, which represents a discount of 55% from the stock's closing price of 66 cents per share on Monday. The deal would value the company at just $7.95 million -- a far cry from its peak market cap of over $500 million, a level it reached in the first half of 2007. The offer also represents a huge discount from the company's shareholder equity of $14.4 million at the end of the third quarter -- and that included more than $6 million in cash.

Is there a way to cash in on the commodities bubble without actually playing the commodities market? (Which, Andrew Tobias handily dismissed in The Only Investment Guide You'll Ever Need: "It is a fact that 90% or more of the people who play the commodities game get burned. I submit that you have now read all you need ever read about commodities.")

Yes, there are a handful of ETFs that specialize in commodities. The Wall Street Journal reports that investors are getting interested in farming stocks and companies like Monsanto Co. (NYSE:MON) and tractor maker Deere and Co. (NYSE:DE). Smaller companies like China's AgFeed (NASDAQ:FEED), which produces animal food and pork, is trading at about $16, down from $20 a month ago, but still nearly triple its price a year ago.

Two food commodities that the boom has not impacted too much are potatoes (which are not really part of the international commodities market) and sugar, which is heavily subsidized and mostly doesn't trade on the open market. Sugar prices recently sunk to a seven-month low because of an oversupply, Reuters says.

MOST NOTEWORTHY: Jones Soda, Whiting Petroleum and Peregrine Pharma were today's noteworthy initiations:

• Merriman assumed coverage of Jones Soda (NASDAQ:JSDA) with a Neutral rating and believes shares will languish until interim management resets expectations. For FY08, they expect sales to grow 25%-30%, rather than the consensus estimate of 38%.
  
• Jefferies thinks Whiting Petroleum (NYSE:WLL) is entering a multi-year organic and sees catalysts from the upcoming Bakken well results and positive production response from Enhanced Oil Resources (EOR) projects. The firm started shares of Whiting with a Buy rating and $66 target.
  
• Rodman & Renshaw initiated shares of Peregrine Pharma (NASDAQ:PPHM) with a Market Perform rating, as they would prefer to establish a position closer to mid-08 when key data from its Cotara Phase II study is expected.

OTHER INITIATIONS:

• Stanford initiated Tercica (NASDAQ:TRCA) with a Buy rating and $10 target.
  
• Broadpoint initiated Pain Therapeutics (NASDAQ:PTIE) with an Underperform rating.
  
• Mattel (NYSE:MAT) was initiated with a Hold rating and $22 target at Citigroup.

Shares of Jones Soda (NASDAQ: JSDA) rallied more than 7% Wednesday and continue to rally another 1.8% today after its CEO Peter Van Stolk stepped down. In the press release, Jones Soda said,

Jones Soda Co. today announced that Peter van Stolk will step down from his position as chairman of the board of directors and as chief executive officer at the end of the year. He will remain on as a member of the board of directors. Board members Scott Bedbury and Steve Jones will take on the interim positions of chairman and CEO respectively while the company conducts a search for a new CEO.

The move comes after a tough year for Jones Soda complete with a huge decline in share price and outrage and a short-lived SEC investigation of insider trading by members of the company's board of directors. Before investors get too excited about van Stolk's departure, they should read what the company said about him in its 10-K filed on March 14th:

Jones Soda Co. (NASDAQ: JSDA) shares are trading higher today after the company announced that its founder, Chairman and CEO Peter Van Stolk will step down from his positions by the end of the year. He will remain with the company as a board member. Board member Scott Bedbury will serve as interim chairman, while board member Steve Jones will serve as interim CEO during the company's search for a replacement. If you think that the company won't fall by too much in the coming months, then now could be a good time to look at a bullish hedged trade on JSDA.

After hitting a one-year high of $32.60 in April, the stock notched its one-year low of $5.86 yesterday. JSDA opened this morning at $6.08. So far today the stock has hit a low of $6.00 and a high of $6.19. As of 10:25, JSDA is trading at 6.16, up 0.22 (3.7%). The chart for JSDA looks are bearish and steady.

For a bullish hedged play on this stock, I would consider a March bull-put credit spread below the $5 range. A bull-put credit spread is an options position that combines the purchase and sale of put options to hedge risk in case the stock doesn't do what you think but still leverage nice returns. For this particular trade, we will make an 11.1% return in just 3 and a half months as long as JSDA is above $5 at March expiration. Jones would have to fall by more than 18% before we would start to lose money.

Priceline (NASDAQ: PCLN)'s higher profits are taking shares up 14%. And Rio Tinto (NYSE: RTP) is up 9% on buyout rumors.

Jones Soda (NASDAQ: JSDA) is trading off 19% due to poor earnings. And Leap Wireless (NASDAQ: LEAP) is off 15% on news that it will have to restate earnings.

Douglas A. McIntyre is an editor at 247wallst.com

Back in August, there was speculation about insider trading on the part of directors at Jones Soda (NASDAQ: JSDA), a then high-flying seller of premium carbonated beverages.

During an 85-day period this spring, five directors sold nearly all of their shares in the company. The stock is about 67% off the high it reached during that period. According to the Seattle-Post Intelligencer, "If the board members and executives had made the trades Monday, when the stock closed at $10.74 on the Nasdaq stock market, they would have gotten a combined $3.6 million, or 45 percent less than what they received."

At the time, I wondered whether it was insider trading, or just plain good timing. Many observers, including our own Sarah Gilbert, had been wondering if the stock had overheated and was trading based on irrational expectations rather than valuation.

Writing about the Jones Soda insiders, I wonder about what directors are supposed to do when they think they hold overvalued stock: "Does she have some moral obligation to hold the stock, or should she try to dump it before it plummets as investor exuberance subsides?"

In any case, the SEC has terminated its informal investigation of the trades, and the directors will get to keep their well-timed trading gains -- that was more than 50% higher than its current price.

Have you ever watched your favorite NFL team and thought to yourself, "I wonder what their locker room tastes like?" The creative team at Jones Soda Co. (NASDAQ: JSDA) is thinking Seattle Seahawks fans have, and has designed a few new sodas that will offer its drinkers just such a taste experience as Perspiration and Dirt.

Seattle-based Jones Soda began taking online pre-orders yesterday for its new soda flavors that it thinks accurately reflects the hard work of professional football players. I don't know about you ... but I have personally never watched football and found myself wondering what the players' sweat would smell like, much less taste like. But if by some chance you have found yourself obsessed with not knowing the taste of such things, you are in luck!

Welcome to the world of Perspiration soda. According to company spokeswoman Clare Bowles, the new Perspiration brand soda is "kind of salty tasting," and perhaps even more tempting to your taste buds, it has a "stinky football sock" finish. Wow ... my prayers have been answered!!! I never would have dreamed that my desire for a drink with a stinky football sock aftertaste would be fulfilled.

If the members of the board of directors at Jones Soda (NASDAQ: JSDA) weren't trading based on any kind of inside information, they may want to consider starting their own hedge funds. That's how good the timing of their sales was.

During an 85-day period this spring, 5 directors sold nearly all of their shares in the company. The stock is about 67% off the high it reached during that period. According to the Seattle-Post Intelligencer, "If the board members and executives had made the trades Monday, when the stock closed at $10.74 on the Nasdaq stock market, they would have gotten a combined $3.6 million, or 45 percent less than what they received."

CEO Peter van Stolk told the newspaper that the directors exercise options/sell stock as compensation for all their hard work. But the sales, and their uncanny timing, raise a question: If the outside directors were so involved in the management of the company, wouldn't they have been aware of the problems the company was having that led to the demise of the share-price?

Industry experts are questioning the timing of the sales, but maybe we should give them the benefit of the doubt: Even after the sell-off, the stock is trading at 114 times earnings. The stock had been on a tear, and you can hardly blame them for wanting to take some profits... or all their profits.

Regardless of whether the Jones directors were trading inappropriately -- I won't speculate -- this raises an interesting question: What is an executive or director supposed to do when he feels that his company's stock is overvalued? Does she have some moral obligation to hold the stock, or should she try to dump it before it plummets as investor exuberance subsides?

Ultimately, investors should be more worried about the performance of a company than director sales. And given the stock's recent chart, there's plenty of complaining to be done on that front.

In this market, it's pretty hard to find long-ideas excluding those which are event-driven (e.g. an earnings play). One such stock is Jones Soda Co. (NASDAQ: JSDA). While this is a risky trade because it's a small, momentum stock into earnings, I think it makes sense because sentiment is low right now with the stock off significantly from its highs.

Jones Soda is currently in a sweet spot with its beverage business especially focused on 20-somethings and New Agers. The products include organic tea and enhanced water. The company has a solid distribution chain involving small mom-and-pop retail stores and large chains like Panera.

For the quarter, analysts are expecting 4 cents per share in EPS -- the same figure from last year -- but they expect sales to increase 43% to roughly $14 million this year. In my opinion, I think that even if the company reports a "disappointing" quarter, guidance and outlook are going to be solid. I expect the company to return to solid EPS growth into next quarter and I see no reason for the company not to say the same thing.

New York's Major League Soccer team is owned – and named after - Red Bull. Xyience is the drink of choice at the UFC. Gatorade, a unit of PepsiCo (NYSE: PEP) is an official sponsor of the NFL.

Earlier today, Jones Soda Co (NASDAQ: JSDA) said it would be a sponsor of the NFL's Seattle Seahawks on CNBC. The Seahawk organization granted Jones the exclusive soft-drink and certain non-alcoholic beverage availability rights at Qwest and Events Center as well as other sponsorship and trademark rights regarding the use of the Seahawks trademarks through 2012.

The world of alternative beverages continues to gain notoriety and Jones' deal with the Seattle Seahawks is a big step not only for the company but for the sector. Shares of Jones Soda closed up 8.25%, to $21.64 today.

I wonder if Jones would make an exclusive drink to promote the deal. They could call it Seattle Sludge, perhaps? How about Football Fudge?

MOST NOTEWORTHY: CheckFree Corp (CKFR), Sprint Nextel Corp (S) and the semiconductor capital equipment sector were some of today's more noteworthy downgrades:

• Piper Jaffray downgraded Checkfree Corp (NASDAQ: CKFR) to Market Perform from Outperform after transferring coverage of the payment processor company.
• Sprint Nextel Corp (NYSE: S) was cut to Outperform from Strong Buy at Raymond James.
• Lehman cut the semiconductor capital equipment sector to Neutral from Positive, downgrading Cascade Microtech, Inc (NASDAQ: CSCD), Novellus Systems, Inc (NASDAQ: NVLS) and Teradyne, Inc (NYSE: TER) to Equal Weight from Overweight and cut Electroglas, Inc (NASDAQ: EGLS) to Underweight from Equal Weight.

OTHER DOWNGRADES:

• ThinkEquity cut Jones Soda Co (NASDAQ: JSDA) to Source of Funds from Buy based on valuation.
• Goldman is now cautious on the biofuel sector, downgrading the group to Cautious from Neutral.
• William Blair downgraded shares of Medimmune, Inc (NASDAQ: MEDI) to Market Perform from Outperform.
• Credit Suisse downgraded shares of Big 5 Sporting Goods Corp (NASDAQ: BGFV) to Underperform from Neutral citing valuation.
• Wachovia dropped Inkeepers USA Trust (NYSE: KPA) to Underperform from Outperform based on the acquisition from Apollo Investment Corp (AINV). Citigroup cut Inkeepers to Hold from Buy.

Analyst summaries provided by TheFlyOnTheWall.com (subscription required).

My previous firm, ThinkEquity Partners, was one of the only to cover Jones Soda Co. (NASDAQ: JSDA) back when nobody cared about the stock. Its CEO and founder, Peter van Stolk, was known to be an eccentric guy. He wore jeans to all investor meetings.

Our analyst that covered Jones Soda, Nicole Miller, now with Piper Jaffray Cos. (NYSE: PJC), believed in the story and in Peter's ability to penetrate the market and be successful. For being right, Nicole should take a victory lap and so should Peter.

In the summer of 2005, Nicole asked me if I could introduce Peter to some institutional investors in London. The schedule was difficult to set up, as Jones Soda was a sub-$200 million market cap name, thus limiting the investors that could invest in the company, even if they liked the story. I scrambled and got Peter seven meetings with small-cap managers. I notified all of them that he would not be wearing the standard "uniform" of a suit and tie.The stock was hovering around $4 per share and earnings were spotty at best.

Jim Cramer reviewed a last Fallen Angel on CNBC's MAD MONEY tonight: Quest Diagnostics (NYSE:DGX). He owns it in his trust, for disclosure. He said that Quest losing Oxford's business (UnitedHealth Group NYSE:UNH) took the stock down under $49. The company had already announced the news a month earlier. He isn't minimizing the business loss, or so he says, because it was $400 million of their $6 billion in total business. The company beat last week by $0.05 on EPS, but lowered guidance. He said it traded up $1.00 because the street is assuming it is conservative. He thinks it could earn $3.10 and they are low-balling estimates at $2.95. It closed at $52.25 and is now up at $52.90 in after-hours. J.P.Morgan just raised it and a broker luncheon on it last week was over-attended.

Cramer interviewed the CEO of Jones Soda (NASDAQ:JSDA), Peter van Stolk, before closing down MAD MONEY until tomorrow. It lost Target business, but he said that is only 2% of their business. The company doesn't use high-fructose corn syrup, they use cane sugar. Cramer doesn't think it has finished rising. The company won't be announcing any new product data until the first week of March. Cramer said it was up $1.00, but he said let it pull-back and then you can buy it since it was up so much today. This after-hours pop before it came in is another yearly high, and the company had a $376 million market cap as of the close. This stock, if it meets the $0.14 estimate in 2007 without beating estimates, then it now trades at 100-times December 2007 fiscal EPS projections. He's been behind this one before (back on December 21 he called the next Hansen Natural [NASDAQ:HANS]), on more than one occasion.

Jon Ogg is a partner in 24/7 Wall St., LLC; he does not own securities in the companies he covers.

Tonight on Cramer's MAD MONEY on CNBC, Cramer thinks that Jones Soda Co. (NASDAQ:JSDA) could be the next Hansen Natural Corp. (NASDAQ:HANS). This stock closed at $10.65, representing a $270 million market cap, but shares popped up more than 15% to almost $12.50 after Cramer touted the name.

He thinks this is a lot like HANS was back before its stock became popular (in the first half of 2006, the price more than doubled, although it's now stablized at about 75% above its 52-week low). He likes the company's premium sodas. JSDA has P/E ratio of 82x, and there are only two analysts that cover the company, both with a neutral rating. It has $0.12 earnings estimates for this year and he said that is 100% growth from 2006, but he didn't note the earnings multiples. According to Cramer, Jones is one of his regional-to-national plays that may really break out. He thinks the National Beverage win will really help it and noted briefly that the company was also a possible acquisition target.

The stock has doubled recently and Cramer was not allowed to discuss it before because the market cap was under $250M. He said you can't buy a lot of it because it is too small and you have to use big limit orders. He said buy the stock next week after the Cramer after-hours jokers can't take the pain anymore.