FP Technology plans $30 million unit sale; Peregrine Pharmaceuticals clinches $13 million from PIPE

By Sheri Kasprzak

New York, June 19 - FP Technology, Inc. led PIPE action to kick off the week, announcing its plans to raise up to $30 million and at least $10 million in an offering of units.

Even as stocks in general slipped Monday, tech stocks were promising - at least at the beginning of the session, said one sellside market source familiar with the sector.

"Things were looking really good this morning and then kind of fell off," said the market source. "I think they're really just being pulled down with the rest of the market."

And speaking of the broader market, the Dow Jones Industrial Average gave up 72.44 to end the session at 10,942.11 and the Nasdaq composite index fell 19.54 to close at 2,110.42. The Standard & Poor's 500 composite index slipped 11.40 to settle at 1,240.14.

As to the pricing of the FP offering, the tech sellsider said "it's in line; you can't really ask for more than that."

FP said it plans to sell up to 4,285,714 units and at least 1,428,571 units at $7.00 apiece, on par with the company's closing stock price on June 12. That stock price has stood since June 12 when it fell 25 cents to close at $7.00.

At the end of the day Monday, FP's parent company AFG Enterprises USA, Inc.'s stock remained unmoved at $7.00 (OTCBB: AFGU).

The units in the placement consist of one share and one warrant. Each warrant is exercisable at $7.00 for five years.

The placement is scheduled to close July 31.

Proceeds will be used for future acquisitions, debt repayment, the repurchase of shares and warrants and for working capital.

Looking to the company's latest earnings statement, FP parent AFG reported a net loss of $1.27 million for the nine months ended March 31, compared with a net loss of $1.22 million for the same period of 2005.

Located in Newton, Mass., FP Technology develops computer-based sales systems used by retailers.

Peregrine's $13 million deal

Moving to the biotech sector, Peregrine Pharmaceuticals, Inc. secured $13 million from a private placement deal with The Double U Master Fund LP.

Double U has agreed to buy 9,285,714 shares at $1.40 each.

Proceeds will be used for the advancement of the company's lead clinical programs, including a phase 1b repeat dose study of bavituximab to treat hepatitis C and a phase 1 study of bavituximab to treat solid tumor cancer.

"This sounds like great news," said one sellside trader. "Let's not forget that a recent placement was for 88 cents or so. This placement will not keep the price down. In fact, it looks like the buyers think this puppy is going well over $2.50 very soon, or the next six months, and can do puts all day long over $2.50. So it makes you go 'hmmm.'"

In fact, as part of the offering, Peregrine agreed to not sell its common stock at a price below $2.50 for the remainder of the calendar year.

The stock edged up on Monday by 2 cents to end at $1.67 (Nasdaq: PPHM).

Double U is not a new investor to Peregrine. In fact, on April 6, the investor purchased 4 million shares at $1.23 from Peregrine in a direct placement. The shares were sold under Peregrine's shelf registration.

Moving even further back, Peregrine sold 8 million shares in a direct placement at 84 cents each in November 2005.

Located in Tustin, Calif., Peregrine is a biopharmaceutical company focused on treatments for cancer and hepatitis C.

MicroMed's $15.43 million placement

In other biotech news, MicroMed Cardiovascular, Inc. wrapped up a $15,425,000 private placement with four investors.

Absolute Return Europe Fund, Absolute East West Fund, Absolute Octane Fund and Absolute Large Cap Fund bought 9,951,613 shares at $1.55 each, a 52% discount to the company's $3.25 closing stock price on Friday.

The investors came away from the deal with warrants for 3,317,204 shares, exercisable at $3.00 each for three years.

Proceeds will be used for clinical studies and research associated with the expansion of the company's DeBakey VAD and for general corporate purposes.

The stock remained unchanged at $3.25 on Monday (OTCBB: MMCV).

Hunter World Markets, Inc. and CIC Global Capital Ltd. were the placement agents.

Hunter was also the placement agent in the company's $4,991,683 private placement closed on Aug. 12, 2005. The shares in that deal were sold at $1.33 each.

"This is a significant event in the history of MicroMed," said Travis Baugh, the company's chief executive officer, in a news release. "We believe this financing demonstrates the value that investors place in our technology and our management team and will enable us to move forward with several planned improvements in our technology and infrastructure."

Houston-based MicroMed develops heart pumps.

MortgageBrokers.com raises $2.11 million

Elsewhere in PIPEs, MortgageBrokers.com Holdings Inc. pocketed $2,112,470 from a private placement?

Re/Max Ontario-Atlantic Inc. purchased 2,112,470 shares of MortgageBrokers.com in the offering.

Proceeds will be used for working capital.

"Adoption of the MortgageBrokers.com business model by Re/Max franchise began this month and we are very excited for what lies in store for our company and our shareholders," said Alex Haditaghi, MortgageBrokers' CEO, in a statement. "This financing by Re/Max, their executives and their franchisees demonstrates their long-term commitment to our company. With their investment, we will move forward with strengthening our technology infrastructure to support an anticipated upsurge in sales originating from the Re/Max relationship."

The company's stock closed unchanged at $1.00 Monday (OTCBB: MBKR).

MortgageBrokers.com, based in Toronto, is a mortgage brokerage company focused on small and medium mortgage shops in North America.

Flagship leads Canadian PIPEs

Looking to Canada, Flagship Energy Inc. priced a C$10 million private placement even as oil prices slipped Monday.

Oil prices dipped by 90 cents to close at $68.98 per barrel after making gains late last week and sparking some activity among oil companies in Canada.

In the Flagship offering, the company plans to sell 1.45 million class B flow-through shares at C$6.90 apiece.

The deal is being placed through a syndicate of underwriters led by GMP Securities LP. The syndicate has a greenshoe for up to 724,000 additional shares.

Proceeds will be used for Canadian resources expenses.

The deal is slated to close July 6.

Calgary, Alta.-based Flagship is an oil and natural gas exploration and development company.

Ronda Fears contributed to this report.

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