Energy Transfer Partners pockets $1.2 billion from unit deal; Metabasis obtains $50 million equity line

By Sheri Kasprzak

New York, Nov. 2 - Energy Transfer Partners, LP headed up PIPE activity Thursday with what may be the biggest offering so far this year.

The company announced late Wednesday that it sold class G trust units for proceeds of $1.206 billion to fund part of its Transwestern Pipeline acquisition and to repay debt related to its acquisition of Titan Energy Partners, LP and Titan Energy GP, LLC.

The 26.1 million units were sold at $46.00 each, a 6% discount to the company's $48.94 closing stock price on Oct. 31. The buyer was Energy Transfer Equity, LP.

After news of the deal was released, the stock went on to gain 9 cents, or 0.18%, to settle at $49.02 (NYSE: ETP).

Neither chief executive officer Ray Davis nor investor relations representative Renee Lorenz returned calls for comment on the offering by press time Thursday.

This is not the first time Energy Transfer Partners has completed a substantial unit offering. The company sold $105.6 million in trust units back in July 2005.

On July 26, 2005, the company issued 3 million units at $35.20 each to a single investor. The shares were sold under the company's shelf registration.

Dallas-based Energy Transfer owns and operates a portfolio of energy assets, including natural gas transportation and storage operations.

Metabasis gets $50 million equity line

Looking to the biotech sector, Metabasis Therapeutics, Inc. entered into a $50 million committed equity financing facility with Kingsbridge Capital Ltd.

Kingsbridge agreed to purchase shares of Metabasis at a price between 90% and 94% of the volume weighted average price of the stock on each trading day during an eight-day pricing period. The minimum price per share will be the greater of $2.25 or 90% of the closing price of the company's stock the day before the pricing period commences.

"This financing facility offers Metabasis greater control and flexibility to supplement our cash reserves at times and under terms that we believe are favorable to the company and minimally dilutive to our shareholders," said chief financial officer John Beck in a news release.

"Metabasis currently has five product candidates in clinical trials, three of which are being internally developed, as well as active discovery programs to identify additional clinical candidates. As a result, we believe it is prudent to ensure that we have access to additional financial resources should they be necessary to execute on our business objectives in an efficient manner."

The company's stock fell 19 cents, or 2.67%, to end the session at $6.93 (Nasdaq: MBRX).

Kingsbridge received warrants for 260,000 shares, exercisable at $9.26 each for five years.

Metabasis concluded a direct placement of its stock back in March, selling 4.9 million shares at $8.10 each to a group of institutional investors. The price per share in that offering was a 9.5% discount to the company's $8.96 closing stock price on March 24.

Based in San Diego, Metabasis is a biopharmaceutical company focused on the development of treatments for chronic diseases involving the pathway to the liver.

Osiris wraps $20 million PIPE

In other biotech news, Osiris Therapeutics, Inc. pocketed $20 million from a private placement of convertible promissory notes.

The offering comes just ahead of the company's third-quarter earnings report, set to be released Friday.

Word of the offering sent the stock down by almost 9% on the day, giving up $1.44 to end at $14.58 (Nasdaq: OSIR). The volume of Osiris shares traded Thursday was elevated with 153,845 shares traded compared to the average 80,751.

The 10% notes due April 30, 2009 are convertible after Feb. 9, 2007 at $18.00 each. The conversion price represents a 12.36% premium to the company's closing of $16.02 on Wednesday.

The notes automatically convert any time after Feb. 9 if the stock price closes above $25.00 for more than 10 consecutive trading days.

The company plans to use the proceeds to repay a $20.6 million 6% convertible promissory note held by a foreign investor.

Friedli Corporate Finance, Inc. was the placement agent.

Baltimore-based Osiris develops cellular therapies based on adult bone marrow stem cells.

Electro-Optical's stock up

In secondary market biotech news, Electro-Optical Sciences, Inc.'s stock edged up on Thursday after announcing its plans to close at $13,180,589 private placement of its stock.

The stock gained 9 cents, or 1.53%, on the day to end at $5.99 (Nasdaq: MELA). On Wednesday, the stock advanced by 14 cents, or 2.43%, to close at $5.90.

In the offering, Electro-Optical said it plans to issue shares at $5.70 each, a slight discount to the company's $5.76 closing stock price on Tuesday.

Electro-Optical's $13.18 million PIPE

Jefferies & Co., Inc. is the placement agent.

Proceeds will be used for general corporate purposes.

Located in Irvington, N.Y., Electro-Optical is a medical device company focused on developing non-invasive, point-of-care instruments to diagnose melanoma.

Continental prices C$10 million deal

Heading north of the border, Continental Precious Metals Inc. watched its stock jump by 10.32% Thursday after announcing that RAB Special Situations (Master) Fund Ltd. will participate in its C$10 million private placement of units.

The company's stock gained 16 cents to close at C$1.71 (TSX Venture: CZQ).

RAB, Continental's majority shareholder, said it will purchase a number of units in order to maintain its current 29.2% interest in the company.

Continental plans to sell 7,629,307 units at C$1.30 each in the offering, which is being placed through agent Max Capital Markets Ltd.

Max Capital has a greenshoe for up to 3,846,155 units.

The units consist of one share and one half-share warrant with each full warrant exercisable at C$1.75 for two years.

The deal is set to close Nov. 15.

News of the offering comes just as Continental announced that is has commenced drilling at its Guorbavare license, which includes the Pleutajokk uranium deposit.

Toronto-based Continental is a uranium and metals exploration company.

Bayswater raises C$8 million

In another uranium-related offering, Bayswater Uranium Corp. settled up a C$8,001,000 offering of flow-through units Thursday.

The company sold 7.62 million units at C$1.05 apiece.

The units consist of one share and one warrant with each warrant exercisable at C$1.20 through Nov. 1, 2008.

Pacific International Securities Inc. was the placement agent.

Proceeds will be used for exploration on the company's projects in Canada.

On Thursday, the company's stock gave up 8.45%, or 12 cents, to end at C$1.30 (TSX Venture: BAY).

Headquartered in Vancouver, B.C., Bayswater is a uranium exploration company.

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