Investing

Secondary Offering Floodgates Open Wide (ARNA, BZH, FSS, GHL, KMP, KFN, PEI, RDN, RSG)

The secondary floodgates are reopening it seems.  That’s a bull market for you.  We have shares or units reacting against many such filings today.  Those companies include Arena Pharmaceuticals, Inc. (NASDAQ: ARNA), Beazer Homes USA, Inc. (NYSE: BZH), Federal Signal Corporation (NYSE: FSS), Greenhill & Co., Inc. (NYSE: GHL), Kinder Morgan Energy Partners LP (NYSE: KMP), KKR Financial Holdings LLC (NYSE: KFN), Pennsylvania Real Estate Investment Trust (NYSE: PEI), Radian Group Inc. (NYSE: RDN), and Republic Services, Inc. (NYSE: RSG).  We have outlined the details and relative color where appropriate for each offering.

Arena Pharmaceuticals, Inc. (NASDAQ: ARNA) has filed a shelf registration statement to raise up to $150 million in any combination of Common Stock, Preferred Stock, Debt Securities, Warrants, and/or Units.  The company plans to use the proceeds “for the clinical and preclinical development of drug candidates, for discovery research for new drug candidates, for general corporate purposes, including working capital, capital expenditures and debt repayment, and potentially for the commercialization of any approved drugs.”  Arena’s market cap is listed as $325 million after a 2.7% drop down to $3.22; the 52-week range is $2.49 to $5.93.

Beazer Homes USA, Inc. (NYSE: BZH) is down after earnings came out showing the report was helped out on a note exchange gain; but it said orders were up 49% and its cancellations fell.  The offering is a 12.5 million share secondary offering along with 3.5 million tangible equity units and $300 million aggregate principal in unsecured notes due in 2018.  Shares were down 13.5% at $5.95 on already about double normal volume.  The market cap there is listed as $370 million.

Federal Signal Corporation (NYSE: FSS) announced a sale approximately $75 million in common stock to repay credit facility indebtedness associated with the recent acquisitions of Sirit and VESystems.  Shares are down 7.2% at $7.46 this morning.

Greenhill & Co., Inc. (NYSE: GHL) is down after saying it will sell 3 million shares of common stock via Goldman Sachs.  All shares are being sold by selling shareholders, so none of the proceeds will go into the Greenhill vault.  Shares are down 6.2% at $83.37 and the market cap is $2.36 billion.

Kinder Morgan Energy Partners LP (NYSE: KMP) is so large that the offering may go unnoticed.  The public offering price was $66.25 per common unit, with joint book-runners being Citi, Barclays, Goldman Sachs, J.P.Morgan, and Morgan Stanley.  Shares (units) are down 2.8% at $65.71.

KKR Financial Holdings LLC (NYSE: KFN) announced a new credit facility of $210 million versus the prior $150 million credit facility.  More importantly, it filed to sell 25 million common units and will use the sale proceeds for asset acquisitions and general corporate purposes.  Shares are down 5.9% at $8.65 and the market cap is $1.35 billion.

Pennsylvania Real Estate Investment Trust (NYSE: PEI) is lower after it priced a 9 million share secondary offering of common stock at $16.25 per share.  The market cap is listed as $730 million, and the stock is down 5.2% at $16.45 on already about 7-times normal volume.

Radian Group Inc. (NYSE: RDN) may have posted a loss $310 million on revenues of only $127.8 million (great business model there) but today’s drop is being added to after the company hired KBW and Morgan Stanley to lead a $550 million stock offering under an existing shelf registration from July-2009.  Shares are down 10.7% at $13.06.

Republic Services, Inc. (NYSE: RSG) filed late Monday before the close its automatic shelf registration statement for an undisclosed amount of Debt, Common Stock, Preferred Stock, Warrants, Stock Purchase Contracts, Stock Purchase Units, and/or Subscription Rights.  This filing was for it, Allied, and literally dozens and dozens of subsidiaries in landfills, recycling centers, compost sites, and more all over the U.S.  Shares closed up over 1.5% yesterday, but the stock is down 3.7% at $30.40 and the market cap is roughly $11.6 billion.

Not all secondary offerings take a toll on the underlying stocks (or units), although that generally seems to be the case.  And that is the case today.

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JON C. OGG

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