Daily Archives: June 10, 2008

Boardwalk Pipeline Hit On Secondary (BWP)

Boardwalk Pipeline Partners, LP (NYSE: BWP) has priced its planned and proposed secondary offering of 10,000,000 units representing limited partner interests at a price of $25.30 per unit. 

For an offering of this size it has a huge underwriting group.  Citigroup, Lehman Brothers, Morgan Stanley and UBS were listed as the joint book-running managers for the offering. The senior co-manager is Wachovia Securities and junior co-managers are listed as Credit Suisse, Morgan Keegan, and RBC Capital Markets.

Boardwalk said it will receive net proceeds after expenses of approximately $248.5 million, including the general partner’s proportionate capital contribution of $5.2 million.  Boardwalk also granted underwriters an over-allotment option to purchase up to an additional 1,500,000 common units.

The net proceeds raised from this offering will be used to fund a portion of costs of its expansion projects, either directly, or indirectly by increasing its borrowing capacity available for such projects through debt repayment under its revolving credit facility.

Shares closed down almost 6% today at $25.30, so the discounting looks like it came from today’s selling pressure.  Shares fell by about 2% to $24.72 in after-hours trading.  Its 52-week trading range is $21.24 to $37.39.  Just five days ago the units for this LP were north of $28.00.

You can join our open email distribution list to hear about other secondary offerings, special financings, IPO’s, restructurings, and other special situations.

Jon C. Ogg
June 10, 2008

Russia’s Gazprom Sees Oil At $250, Refuses To Be Topped By US Analysts

The Russians will not take a back seat to anyone. That includes oil analysts from Goldman, Lehman, and Merrill Lynch who say oil may reach $200. They will not be bested by the International Energy Agency which has said oil will remain near record highs until demand drops sharply.

According to the FT, the CEO of Gazprom, the oil company controlled by the Russian government said : “Today we are witnessing a very great change for hydrocarbons. The level is very high and we think it [the price of oil] will reach $250 a barrel.”

If he is right, Russia may end up with the largest sovereign wealth fund in the world.

Douglas A. McIntyre

SourceForge CEO Out.. Slashdot.Org and ThinkGeek (LNUX)

SourceForge, Inc. (NASDAQ: LNUX) announced after the close that its  President & CEO Ali Jenab has resigned from the company, with an effective date of today.  Interestingly enough, Ali Jenab had been at the company for nearly eight years.

The company’s board of directors has appointed Robert Neumeister, Jr. as the company’s interim President and CEO.  Neumeister is a not only a current member of the board of directors, he’s the Chairman.  The company does note that this is an "interim" basis as it has formed a search committee and will start the process of looking for a new CEO immediately.

SourceForge said it intends to take aggressive steps to accelerate the growth of its core Internet properties: Slashdot, SourceForge.net and ThinkGeek.  For those of you who are tech-web addicts you know these, but if you do not then you will be interested to know that these properties are all widely watched and have long-standing readership numbers.  In fact, if you look below we are showing you the US-rankings for Alexa and the overall measured ranking from Quantcast:

                            Alexa   Quantcast   Est. users
Slashdot                1,404     3,562         693,964
SourceForge.net     133        949           2.0 Mil
ThinkGeek              1,181    12,117       186,413

While these numbers might not sound like the rankings of Google, Yahoo!, MSN, or others, these are very large numbers for advertisers looking for targeted audience ads.

This hasn’t been the greatest time for SourceForge as a stock.  Shares closed down 2.2% at $1.32 today, another 52-week low.  The prior 52-week trading range was $1.35 to $4.45.  This also puts the company within basic striking distance of 5-year lows.  Shares were even under $1.00 back in early 2003 and late 2002, but they were exponentially higher back in the bubble days.

the company did swing to a net loss last quarter after results.  Is market cap is roughly $90 million, while its last quarter showed cash and investments were about $61 million and all liabilities were $11.068 million.

Jon C. Ogg
June 10, 2008

As Verizon Wireless (VZ)(VOD) Does Well, Does Sprint (S) Do Poorly?

Verizon (VZ) had two piece of news for investors today. The first is that it fiber-to-the-home cable killer, FiOS is being built out faster than expected. All 18 million of the homes it passes should have access to the system by the end of 2010. That may be bad news for cable companies like Comcast (CMCSA) and Time Warner Cable (TWC), but that won’t be known until it is clear that consumers are moving to FiOS in large numbers.

Verizon also said its wirelress business is not being hurt by the economy. It does not fear the Apple (AAPL) iPhone which is marketed by rival AT&T (T). On the contrary, it is still adding customers, especially at the most expensive levels of its subscriber plans, those that cost $99.99 or more a month. According to Reuters, Verizon’s president said "I can tell you today that at the high end we are experiencing a quadrupling of the gross adds that we have seen, and a reduction in the churn rate at the high end. So we don’t think that plan was at all a price war."

The overall cellular market in the US is not growing fast enough to account for that rise in business, so the new customers have to be coming from somewhere. Based on past experience, these are people moving over from Sprint (S).

Douglas A. McIntyre

The 52-Week Low Club (ABK)(VSE)(LEE)(NOK)(SNCR)

AMBAC (ABK) Brutal sell-off in some financials. S&P cuts some securities covered by the insurer. Down to $1.74 from 52-week high of $89.33.

Verasun Energy (VSE) Corn up, ethanol stocks down. Hits bottom at $6.26 against 52-week high of $17.75.

Lee Enterprises (LEE) Newspaper stocks still tumbling. Falls to $5.50 from 52-week high of $25.18.

Nokia (NOK) iPhone jitters. Sells off to $25.70 from 52-week high of $42.22.

Gatehouse (GHS) Another newspaper stock. Down to $3.36 from 52-week high of $19.64.

Synchronoss Technologies (SNCR)  Loses piece of iPhone business. Beat down to $10.76 from 52-week high of $48.03.

Douglas A. McIntyre

Moody’s Pans Yum Brands Debt Rating (YUM)

In yet another beloved move by ‘independent ratings agencies,’ Moody’s Investors Service has placed the Debt Ratings (not equity) of Yum Brands Inc. (NYSE: YUM) on review for a possible downgrade.  The company’s senior unsecured debt rated Baa2 and guaranteed senior unsecured debt rated Baa1 were the ratings placed on negative review.

Moody’s cited the owner of Taco Bell, KFC, Pizza Hut, and others as having weaker than expected debt protection metrics because of its higher operating costs pressuring margins.  The review will focus on the impact of Yum’s operating performance, capital structure, and its financial policies and what the impact will have regarding its debt levels farther out on the horizon.  Two more key issues were the higher than expected debt levels and the under expectations in operating profits.  Also noted were higher operating costs for commodities and the weak consumer environment in the U.S. ultimately pressuring margins.

The negative review also noted that Moody’s doesn’t expect Yum Brands’ condition to improve
over the immediate or intermediate future.

Yum shares are down about 0.5% at $37.81 on normal trading volume.  As a reminder, debt ratings of this magnitude aren’t a direct stock exposure report.  But as stocks go from investment into (or closer to as this implies) junk status it does generally drive up borrowing costs.  As of March 22, Yum had $3.372 Billion listed in direct long-term obligations and some $6.534 Billion in total liabilities.

Jon C. Ogg
June 10, 2008

Gas Will Peak At $4.15 In August, Really It Will

The Energy Information Administration says that gas prices will peak at $4.15 in mid-August. Honest.

According to Reuters," Last month, the EIA projected gasoline prices would peak in June at $3.73 per gallon of regular grade fuel."

The EIA track record looks soft.

The argument about gas prices has two huge weights, one on each side. They aren’t likely to be in balance. That would be asking too much. Demand is spread across too many nations and industries to make an accurate count. In Asia, India and China are raising fuel prices by doing less underwriting of the cost of gas. In the US, the theory is that the consumer will stop driving and stop flying because it is too expensive. That maybe true, but riding a bike 20 miles in the heat may have little charm.

The other side of the cycle is based on supply, speculation, and the dollar, but not in equal parts. There are almost as may opinions about the extent to which OPEC is driving higher prices as their are experts.

At this point, the tight supply side is winning. That will be the case as long as oil sits above $100. That could be for a long time.

Look for $5 gas by Labor Day.

Douglas A. McIntyre

IPO FILING: Mistras Group, Inc.

A company by the name of Mistras Group, Inc. has just filed to come public via an SEC Filing.  The proposed sale amount for filing purposes is $172.5 million in gross proceeds.

The book-running managers are listed as Credit Suisse and JPMorgan, while co-managers are listed as Robert W. Baird and as Banc of America Securities.

The company is a global provider of proprietary, technology-enabled non-destructive testing (NDT) solutions used to evaluate the structural integrity of critical energy, industrial and public infrastructure.

As of February 29 it lists 52% of its customer business base as oil and gas or tied to it, 28% from aerospace and public infrastructure, 13% from fossil or nuclear power generation and transmission, and 7% from chemicals.  For the nine months ended February 29, 2008, it generated 73.7% of revenues from Services segment, 9.8% from Software and Products segment for sales to external customers, and 16.5% from International segment.  Just a few of the key clients are listed as BP, Honeywell, Bayer, Dow, American Electric power, ExxonMobil, and many more.

Brief financial data is as follows:

  • Revenues of $122.2 million and $104.2 million for fiscal 2007 and the nine months ended February 29, 2008, respectively; which compares to revenues of $93.7 million and $86.9 million for fiscal 2006 and the nine months ended February 28, 2007, respectively.
  • EBITDA of $18.8 million and $16.1 million for fiscal 2007 and the nine months ended February 29, 2008, respectively; which compares to EBITDA of $12.4 million and $12.3 million for fiscal 2006 and the nine months ended February 28, 2007, respectively.

You can join our open email distribution list to hear about other IPO’s, mergers, special financings, secondary offerings, restructurings, and other special situations.

Jon C. Ogg
June 10, 2008

Gap Restructuring Mostly Applauded (GPS)

There were some interesting and somewhat expected comments out of the new CEO of Gap Inc. (NYSE: GPS), Glenn Murphy.  He was speaking today at the Piper Jaffray 28th Annual Consumer Conference.

Murphy noted that after visiting many stores (450 to 500) that the company plans to downsize some of its stores, and other stores would be closed, remodeled, or downsized over the course of 2009 and beyond.  What is going to be an interesting play is that Murphy noted some of the kid’s and baby chains would be consolidated into the adult’s Gap stores in order to lower net rental costs.  The company also plans to focus on the 6,000 to 10,000 square foot range, with the larger flagship stores remaining in major metro or high traffic areas.  The company also plans to focus on the size of its OLD NAVY store brand.

Another key move will be a demand-driven inventory system starting this year to better monitor and stock its top selling items. 

Traders like what they have heard so far.  Shares are up over 5% at $17.90 on about 7 million shares.  The only caveat here to consider is that this does very little for calendar 2008 and Murphy’s plan is probably two or three years behind what deposed CEO Pressler should have been installing.

There was no hint at all that OLD NAVY would be spun-off into its own company.  Pitty.  We see that strategy as one of the best solutions for the company to reinvigorate itself and to give itself a makeover that shareholders would able to realize value.

Jon C. Ogg
June 10, 2008

XTO Boosts Growth With Acquisitions (XTO)

Shares of XTO Energy Inc. (NYSE: XTO) are trading higher after announcing a rather large acquisition.  The company is acquiring privately held Hunt Petroleum Corp. for some $4.2 Billion in cash and stock. 

The actual break-down of the merger is some $2.6 Billion consideration in cash and 23.5 million shares of XTO’s stock.  As far as what it gets for the $4.2 Billion, the estimated reserves total about 1.052 trillion cubic feet of natural gas.  As far as the daily additions, it could add 197 million cubic feet of natural gas, 2,300 barrels of natural gas liquids, and 8,500 barrels of oil.  The company also expects to generate more than $1.2 Billion in cash flow next year at expected oil and gas prices.

The bulk of the properties are concentrated in East Texas as well as in in central and northern Louisiana with the rest being in or around the gulf of Mexico.  It also has a small exposure for operations in the North Sea.  This will take its production goal gains even higher based upon the additional properties.  It had previously expected a 23% production growth target, and now it sees 28% to 30% growth.  This is its second deal over the last 30-days.

XTO Energy shares are trading up about 1% at $68.39 on the day, and its 52-week trading range is $40.40 to $70.00.  As far as its size, the market cap is now roughly $35 Billion.

You can join our open email distribution list to hear about other developments in IPO’s, secondary financings, spin-offs, mergers, and other special situations.

Jon C. Ogg
June 10, 2008

Pinnacle’s Delta Connection Contract Terminated (PNCL, DAL, MESA)

Pinnacle Airlines Inc. (NASDAQ: PNCL) might as well have its wings clipped if you look at the news from this morning.   Delta Air Lines, inc. (NYSE: DAL) has given notice of contract termination regarding its Delta Connection contract with Pinnacle.  The effective date is on July 31.

Delta Air Lines claims that Pinnacle (NASDAQ: PNCL) did not meet the minimum arrival-time performance requirements for a period since flights began late last year, and Pinnacle plans to fight this contract termination as the airline said factors affecting on-time performance are beyond its control.  Pinnacle’s CEO said its operational schedule is created by Delta and is a key component of on-time performance.

If this sounds familiar from Delta, there is a reason.  Mesa Air Group (NASDAQ: MESA) saw a similar move in April, when Delta’s announced its intent to terminate its Delta Connection program with Mesa’s Freedom Airlines Inc.  The problem was similar: due to a problem with the number of flights Freedom completed.  However, last month Mesa won a preliminary injunction against Delta to keep Delta from canceling the contract.  The ultimate and final outcome there is still pending.

Pinnacle is now trading at another 52-week low, which is becoming all too familiar in the airline industry.  Shares are down 20% at $4.76 after 45 minutes of trading.  The 52-week trading range is (well, was) $5.90 to $20.34.

If we weren’t in an environment of $130+ oil right now, you have to wonder if Delta would be trying to cancel its partnerships or not.  Tattoo is chasing them right now. You can hear him.  "Boss! The pain! The pain!"

Jon C. Ogg
June 10, 2008

United Rentals Major Share Tender (URI)

United Rentals Inc. (NYSE: URI) is seeing shares surge in pre-market trading.  It seems it is doing what the old private equity acquisition couldn’t do.  It isn’t going private, but it is cleaning up its books and retiring a large portion of its common stock and preferred shares.

The company is tendering to repurchase up to 27,160,000 shares of common stock through a modified dutch auction at a price not less than $22.00 and not greater than $25.00.  Shares closed at $19.50 yesterday and its 52-week trading range is $14.83 to $34.98.

The number of shares to be repurchased in the tender offer represents approximately 31.4% of the total outstanding number of shares.  If fully subscribed, the total purchase price for the common stock would be roughly $679 million.

The company plans to commence the tender offer within the next week and will keep the offer open for at least 20 business days.

It has also repurchased all of its outstanding Series C preferred stock and Series D preferred stock, in which a substantial majority was held by Apollo Investment Fund.  The total purchase price for the preferred stock is approximately $679 million.

As part of this financing United Rentals entered into a new $1.25 Billion asset-based loan facility yesterday and it repaid approximately $464 million outstanding under its former revolving credit facility and term loan.

Shares are up over 15% at $22.61 right after the open.

You can join our open email distribution list to hear about other developments in IPO’s, secondary financings, spin-offs, mergers, and other special situations.

Jon Ogg
June 10, 2008

Oil Gushing Again (XOM, COP, RIG, APA, OMNI, NR, WNR, ALJ)

Yesterday, the energy sector gained 1.69%, as money flowed into ExxonMobil (NYSE:XOM), up 2.63%; ConocoPhillips (NYSE:COP), up 3.07%, Transocean (NYSE:RIG), up 3.21%; and Apache (NYSE:APA), up 6.04%. Other big gainers were oilfield services companies, with OMNI (NASDAQ:OMNI) up 11.52% and Newpark (NYSE:NR) setting a new 52-week high.

Refiners fared worse, with Western Refining (NYSE:WNR) off 11.22% for the day and Alon (NYSE:ALJ) off 6.53%.  In light of last Friday’s huge jump in crude oil, this all makes some sense. The oil majors and the E&P companies are getting their reserves factored in at the new prices. New exploration and drilling is bumping up the services companies. Refiners, who can’t raise prices fast enough to offset the costs of crude, are falling.

Many analysts think last week’s spike in crude prices was the result ofshort covering, abetted by the strengthening dollar. That may accountfor the uptick in companies with E&P plays, but what about servicescompanies? Yesterday’s surge indicates that traders are pricing newoperations into the companies’ stocks. But, if demand for crude isdropping, and according to the IEA, the latest projections for the restof 2008 indicate a global drop of 70,000 b/d, then it iscounter-intuitive that drilling will increase.

Read More »

Overstock.com’s Distressed Property Play (OSTK)

Overstock.com, Inc. (NASDAQ: OSTK) has announced its official debut of its real estate search application through the O-Hot Value Indicator.

The company site can be accessed at http://realestate.overstock.com.  Overstock believes the site is unique as it helps shoppers identify great deals from more than three million classified, foreclosure, and hard-to-find auction homes for sale.  The site is supposed to automatically highlight auction, distressed, and foreclosed properties.

If you are seeing tools like this launched, you have to wonder if perhaps the foreclosures, auction, and other troubles are very close to reaching their own bubbles.

Jon C. Ogg
June 10, 2008

Cisco Buys DiviTech of Denmark (CSCO)

Cisco Systems (NASDAQ: CSCO) is acquiring Denmark-based DiviTech A/S, which is noted as a leader in the digital-service management (DSM) market with a solution that offers media broadcasters, cable and Internet Protocol Television (IPTV) service providers an intuitive interface for creating, modifying and managing video networks. This acquisition is to further enhance Cisco’s video-delivery strategy. 

Its technology includes a software application that allows service provider customers to centrally provision and easily deliver localized content, such as local and regional news and on-demand video and services, within a specific geography. 

Cisco will integrate DiviTech’s DSM product with the industry-leading Cisco ROSA network- and element-management solution to create an end-to-end platform that offers all layers of digital video management in a single modular product.

The acquisition is expected to close in Cisco’s Q4-2008 and financial terms of the deal were not undisclosed.  As far as the scope of this, this would be likely considered another acquisition for a piece in the toolbox rather a game changer or entirely new business segment.

Jon C. Ogg
June 10, 2008

American Superconductor Secures Over 2-Years Worth of Orders (AMSC)

American Superconductor Corp. (NASDAQ: AMSC) announced this morning that it has received a $450 million follow-on order from China’s Sinovel Wind Corp. Ltd. for core electrical components.  The components will be used for 1.5 megawatt (MW) wind turbines in shipments scheduled to begin in January 2009 and increase in amount each year through the contract completion date in December 2011.  As far as how this compares in size, the company generated $52.18 million in fiscal March 2007 and $96.8 million in fiscal March 2008.  Back in may it had $199 million in backlog and gave guidance for the fiscal year March 2009 ahead in a range of $165 to $175 million.

American Superconductor closed at $36.08 yesterday and shares are indicated up almost $1.00 with almost no volume having traded hands with 1 hour and 40 minutes to the open.  It trades about 818,000 per day and its market cap is $1.5 Billion with a 52-week trading range of $15.51 to $39.50.

Jon C. Ogg
June 10, 2008

Top 10 Pre-Market Analyst Calls (ARM, BTUI, ELY, KO, INTC, JASO, K, LEH, OCR, OXPS)

These are some of the top analyst calls we are looking at this Tuesday morning:

  • ArvinMeritor (NYSE: ARM) Raised to Buy From Neutral at Goldman Sachs.
  • BTU International (NASDAQ: BTUI) Started as Overweight at Thomas Weisel.
  • Callaway Golf (NYSE: ELY) Started as Outperform at Raymond James.
  • Coca-Cola Company (NYSE: KO) Raised to Buy from Hold at Deutsche Bank.
  • Intel (NASDAQ: INTC) Started as Buy at ThinkPanmure.
  • JA Solar (NASDAQ: JASO) Started as Buy at Broadpoint.
  • Kellogg (NYSE: K) Raised to Overweight from Neutral at JPMorgan.
  • Lehman (NYSE: LEH) Cut to Market Perform from Outperform as Wachovia.
  • Omnicare (NYSE: OCR) Raised to Outperform from Perform at Oppenheimer.
  • optionsXpress (NASDAQ: OXPS) Raised to Neutral from Sell at Merriman Curhan Ford.

Jon C. Ogg
June 10, 2008

Buy Corn, The Ain’t Making Any More Of It

Buy land. They ain’t making any more of the stuff.–Will Rogers

Corn prices, up 47% this year, are likely to rise again. The heavy rain in the Midwest is killing off some of the crop. Flooding will do that.  According to Bloomberg, "Rainstorms sweeping the biggest corn states in the U.S. are damaging a crop that’s already failing to keep pace with global demand."

Demand for corn is already at record levels. That is old news. Humans eat it, Feed cattle do the same. And, now some cars eat it in the form of ethanol.

The problem with corn and other commodities prices is that there is absolutely no reason for them to come down. Unlike oil, where there is a chance of increased supply, crop yields hold no such promise.

Unless the agriculture industry is willing to turn to genetically altered seeds, which have the capacity for generating high yields in poor soil with modest rainfall, the opportunity to change the situation simply does not exist.

The seeds from companies like Monsanto (MON) have fallen into a category similar to nuclear energy. They pose a vague danger which is hard to justify. They are easy to reject when there are alternatives.

But, the alternatives are gone, at least for improving global agricultural yield using present technology. Shifting over to new age crops, despite the obscure concerns, is the only option.

Douglas A. McIntyre

Gannett (GCI) Gives Up The Ghost

Gannett (GCI) may take as much as $3 billion in non-cash write-downs for some of its assets. It is that bad in the newspaper industry. The charge would cover as much as 20% of the value of Gannett’s properties.

Gannett can survive the accounting action, at least for now. Its debt is a modest $4 billion when it is taken against revenue and operating income.

Some of GCI’s smaller peers are not so lucky. Journal Register was recently kicked off the NYSE for trading below $1 longer for longer than the exchange rules allow. Newspaper companies including McClatchy (MNI) and Gatehouse (GHS) have lost over 60% of their market value in just a year. The borrowing they took on to buy other papers is so great that their debt service may swamp operating income.

All of this is likely to cause a tremendous auction of newspapers as the public companies that own them can no longer afford to stay in business. That actually may be good news.

The Journal Register bought a large newspaper group in Michigan just a few years ago. It paid $425 million. Based on JRC SEC filings, those properties may be worth less than $100 million now. But, for a buyer, justifying $100 million is easier than swallowing four times that.

Newspapers, and their reporters, may be able to survive the industry downturn if the value of the properties falls far enough so that the leverage for owning them is modest.

The destruction of the value of the newspaper industry may be what saves it.

Douglas A. McIntyre

GM (GM) Pays People To Take SUVs

Incentives for buying SUVs and pick-ups are getting so large that soon the car companies will pay customers just to clear out inventory.

GM (GM) announced another round of cash-back deals, some as high as $6,000, to get people into showrooms to buy light trucks. According to Reuters, GM’s incentives follow Ford Motor Co’s (F) announcement this month that it would offer employee pricing rebates on full-size F-Series trucks."

It is a good deal, really. For a driver who uses 30 gallons of gas a week pumping in $4 fuel, the incentive pays for fill-ups for a year. Assuming that person would drive a tiny car and spend $50 a week on gas, the SUV driver is getting the equivalent of two years to offer driving a Camry. Unless he walks, or rides a horse or bike.

Once again, GM has come up with something brilliant.

Douglas A. McIntyre