Plains All American wraps $100 million PIPE for acquisition; Revlon raises $65.52 million

By Sheri Kasprzak

New York, March 23 - As oil prices surged Thursday, Plains All American Pipeline, LP sealed up a $99,999,974 private placement of limited partnership units, and its stock moved up slightly.

In the placement, Plains issued 2,336,448 limited partnership units at $42.80 each, a 5.7% discount to its closing stock price of $45.38 on March 22.

The company had 73,768,576 units outstanding as of Feb. 17.

On Thursday, the stock gained 1.34%, or 61 cent, to end at $45.99 (NYSE: PAA).

Proceeds from the deal will be used to partly fund Plains' acquisition of Andrews Petroleum, Inc.

Plains conducted a similar offering back in October 2005, selling 679,000 limited partnership units at $41.24 each to Kayne Anderson Capital Advisors, LP. After that deal closed, the company's stock fell 58 cents to end at $41.24 but gained another 62 cents the following day.

Looking to the company's latest earnings report, Plains reported a net income of $217.8 million for the year ended Dec. 31, 2005, compared to a net income of $130 million for yearend 2004.

Houston-based Plains is an intrastate and interstate crude oil transportation, gathering, marketing and storage provider.

The placement comes as oil prices jumped $2.14 to end at $63.91 per barrel.

The advance in oil prices sparked more energy offerings in Canada, including a C$11.39 million stock offering from Petroflow Energy Ltd. and a C$6 million PIPE from Breaker Energy Ltd.

"There's always [investor] demand for energy offerings, so whenever they're out there, you can bet there's interest," said one Canadian sellsider. "The higher the [oil] price, the more offerings."

Elsewhere in PIPEs, cosmetics company Revlon, Inc. raised $65,520,145 from a private placement conducted as part of a $110 million rights offering.

MacAndrews & Forbes Holdings Inc. bought 23,400,052 class A shares at $2.80 each, an 11.4% discount to the company's $3.16 closing stock price March 22.

A group of Revlon's existing shareholders also bought 15,885,662 class A shares at $2.80 each in the rights offering for proceeds of $44,479,853.

The rights offering was launched on Feb. 17 for up to 40 million shares.

"I am delighted with this demonstration of support by our shareholders as the company continues to make progress on taking the actions necessary to strengthen our business and capital structure for the future," said Jack Stahl, the company's chief executive officer, in a statement.

The company's stock slipped 4 cents, or 1.27%, to end the day at $3.12 (NYSE: REV).

Revlon is based in New York.

CombinatoRx wraps $47.97 million PIPE

Over in the biotech sector, CombinatoRx, Inc. announced the pending completion of a $47.97 million private placement.

The company plans to sell 4.68 million shares at $10.25 each by Friday. The price per share is a 7.6% discount to the $11.10 stock price on March 22.

As of March 17, CombinatoRx had 23,533,131 outstanding common shares.

After the deal was announced Thursday morning, CombinatoRx's stock slipped 5.41%, or 60 cents, to end at $10.50 (Nasdaq: CRXX). On March 22, the company's stock gained 5 cents to end at $11.10.

"The IPO market has been brutal for biotechs, and that [CombinatoRx] was no exception. The IPO was abysmal, but look at what the stock has done since," said a biotech fund manager based in Boston. "It begs one to ponder the idea that the climate is getting friendlier" for initial public offerings.

Even though the company's shares dropped on the PIPE deal, but the focal point was the run-up in the stock since the company went public last November after having to sweeten the initial public offering price range.

In early November, CombinatoRx, Inc. priced its IPO of 6 million shares at $7.00 -- at the low end of a sweetened guidance range of $7.00 to $9.00, reduced from original price talk of $10.00 to $12.00.

As to the company's latest earnings report, CombinatoRx reported a net loss of $29,515,000 for the year ended Dec. 31, 2005, compared to a net loss of $22,258,000 for the same period of 2004.

Boston-based CombinatoRx develops treatments for cancer, immuno-inflammatory disease, metabolic disease and neurodegenerative disease.

Broadwing's $36 million offering

In the tech sector, Broadwing Corp. secured agreements with a group of institutional investors for a $36 million PIPE.

The investors plan to buy 3 million shares of Broadwing at $12.00 each, a 15.2% discount to the company's $14.15 closing stock price on March 22.

The offering sent the company's stock down early. The stock slipped 2.83%, or 40 cents, just before the stock market opened Thursday morning. By the end of the day, the stock had rebounded to gain 10 cents closing at $14.25 (Nasdaq: BWNG). In after-hours trading, the stock gained another 26 cents.

Proceeds from the deal will be used for general corporate purposes.

This marks the second private placement offering Broadwing has completed this month. On March 13,the company issued 7.4 million shares at $10.00 each, an 18% discount to the company's closing stock price of $12.21 on March 10.

On March 13, the company's stock closed at $12.81, a 60 cent gain over the $12.21 closing stock price on March 10.

Jefferies & Co., Inc. was the placement agent for the March 13 offering and the investors in the deal included TCS Capital, LP; TCS Capital II, LP; and TCS Capital Investments, LP

Austin-based Broadwing is a communications products and services company.

First Majestic's C$20 million deal

Heading up to Canada, First Majestic Resource Corp. led PIPE activity pricing a C$20 million offering of 5 million special warrants.

The special warrants are exchangeable on a one-for-one basis for common shares once a prospectus covering the underlying shares is declared effective.

A syndicate of underwriters led by Sprott Securities Inc. has a greenshoe for up to 2 million special warrants.

The deal is expected to close April 13.

The company's stock closed up 9 cents, or 2.16%, to end at C$4.25 (TSX Venture: FR).

Toronto-based First Majestic is a silver development and acquisition company.

Canada's energy deals

Petroflow Energy Ltd. led a new crop of energy placements Thursday, announcing a C$11,394,381 deal slated to close on April 17.

The offering includes 3,312,320 shares at C$3.44 each with proceeds going to finance drilling operations in Oklahoma.

Petroflow's stock slipped 3 cents to end at C$3.97 (TSX Venture: PEF).

Based in Calgary, Alta., Petroflow is an oil and natural gas exploration company.

Another energy company, Breaker Energy Ltd., priced a C$6 million flow-through stock deal of 1 million shares.

The price per share is a 27.6% premium to the company's C$4.70 closing stock price on March 22.

The deal is being placed through a syndicate of underwriters led by Tristone Capital Inc.

The deal is expected to close April 13.

Proceeds will be used for the company's 2006 exploration program, including an oil drilling program at the company's Girouxville property.

On Thursday, the company's stock gained 20 cents, or 4.26%, to settle at C$4.90 (TSX Venture: WAV).

Breaker, based in Calgary, Alta., is an oil and natural gas exploration, development and exploitation company.

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