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Financial Performance & Scoring -- © 2007 Gaskins IPO Desktop/IPOdesktop |
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Pre-IPO analysis, grading & scoring -- updated Jan 26 |
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. Business Model Rating Criteria |
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A = high growth market, potential leader; B = more competitive market; C= 'public venture capital' |
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. Calculations |
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. IPO Price to annualized Sales Ratio -- (Price / Sales) |
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Numerator |
Denominator |
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IPO market capitalization… |
Annualized Sales (from recent results) |
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(post-IPO # of shares times mid-point of IPO price range) |
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. IPO Price to annualized Earnings (loss) -- (Price / Earnings) |
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Numerator |
Denominator |
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IPO market cap |
Annualized Earnings (loss) from the last quarter |
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=================== |
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SEARCH BY COMPANY |
In your browser use 'Edit/Find' to search for companies |
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or ticker for analysis |
scheduled below |
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=================== |
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January 29 week schedule |
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VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
Animal Health(AHII) |
$271 |
0.5 |
75 |
3.4 |
-6.8 |
48% |
|
animal health prod dist: C+, 7 |
Post-IPO shrs: 19mm |
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|
Duncan Enrgy Prtnr DEP |
$402 |
0.5 |
17 |
0.7 |
1.4 |
65% |
|
Formed by EPD, $12bb market cap: C+, 6 |
Post-IPO shrs: 20mm |
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|
Employers Hldgs (EIG) |
$791 |
1.7 |
5 |
2.9 |
2.9 |
44% |
|
workman's comp ins: B-, 8 |
Post-IPO shrs: 53mm |
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|
HFF (HF) |
$589 |
2.8 |
54 |
70.1 |
266.7 |
39% |
|
real estate fin services: C+, 7 |
Post-IPO shrs: 37mm |
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Molecular Insight (MIPI) |
$371 |
n/a |
-13 |
5.0 |
5.0 |
20% |
|
molecular imaging & radiotherapeutics: C, 6 |
Post-IPO shrs: 25mm |
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|
XTENT (XTNT) |
$388 |
n/a |
-16 |
3.8 |
3.8 |
21% |
|
medical devices for artery disease: C, 6 |
Post-IPO shrs: 23mm |
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=================== |
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SEARCH BY COMPANY |
In your browser use 'Edit/Find' to search for companies |
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|
or ticker for analysis |
scheduled below |
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=================== |
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Analysis, grading, scoring |
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January 29 week |
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Animal Health Intern'l |
AHII, C+, 6 |
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animal health products dist |
June 30 fiscal |
***predecessor*** |
Post-IPO shrs: 19mm |
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|
Westlake TX |
2004 |
2005 |
2006 |
Sept 05* |
Sept 06* |
IPO Mkt |
|
Rev ($mm) |
$503 |
$536 |
$571 |
$128 |
$146 |
Cap (mm) |
|
Gross Profit % |
19% |
18% |
20% |
20% |
18% |
$271 |
|
Operating profit % |
4% |
3% |
4% |
3% |
4% |
@$25 |
|
Interest ($mm) |
5.0 |
5.0 |
14.0 |
3.3 |
4.1 |
|
|
Interest % of revenue |
1.0% |
1.0% |
0.9% |
2.5% |
2.6% |
|
|
Profit (loss) ($mm) |
$10.2 |
$7.3 |
$7.4 |
$0.7 |
$0.9 |
|
|
Profit (loss) % |
2.0% |
1.4% |
1.3% |
0.5% |
0.6% |
|
|
*three months ended Sept 30 |
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VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
Animal Health(AHII) |
$271 |
0.5 |
75 |
3.4 |
-6.8 |
48% |
|
SCORECARD |
Mgt |
Market |
Market Do- |
Proprie- |
Total |
|
|
1-5, 5 is high |
Growth |
mination |
tary |
rating |
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|
20 is perfect |
2 |
1 |
2 |
1 |
6 |
|
|
Leveraged buyout on June 30, 2005 |
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Business |
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. Based upon net sales, one of the largest animal health products distributors in the United States. |
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. Distributes more than 35,000 products sourced from more than 1,500 manufacturers. |
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. Currently does not manufacture any products and are dependent on manufacturers for supply of |
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products. |
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. The top 10 manufacturers supplied products that accounted for approximately 60% of our |
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purchases in fiscal 2006, and one manufacturer, Pfizer, Inc., or Pfizer, accounted for approximately 26% of purchases. |
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Customers |
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Principal customers are veterinarians, production animal operators and animal health product |
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retailers |
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Leveraged buy-out |
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. Commenced operations in 1954 as part of a family-owned drug store business. |
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. Following a series of business combinations, renamed Walco International, Inc. in 1972. |
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. On June 30, 2005, investment funds affiliated with Charlesbank Capital Partners LLC, or |
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Charlesbank, acquired the Company. |
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. In September 2006, changed our name to Animal Health International, Inc. |
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Three months ended September 30, 2006 compared to three months ended Sept 30, 2005 |
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Net sales |
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. Net sales increased $18.0 million, or 14.1%, to $145.7 million for the three months ended |
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September 30, 2006, from $127.7 million for the three months ended September 30, 2005. |
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. This increase in net sales was primarily attributable to continued expansion into new territories, |
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the addition of new customers and increased sales to existing customers. |
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. In addition, vendor initiated price increases that occurred in June 2005 accelerated approximately |
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$6 million of customer purchases, which might otherwise have occurred in the quarter ended |
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September 30, 2005, into the quarter ended June 30, 2005. |
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. No similar vendor price increases occurred in June 2006. The number of field sales |
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representatives increased to 223 as of September 30, 2006, from 218 as of September 30, 2005, |
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while the number of inside sales representatives decreased to 55 as of Septe |
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Gross profit |
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. Gross profit increased by $2.3 million, or 9.2%, to $27.1 million for the three months ended |
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September 30, 2006, from $24.8 million for the three months ended September 30, 2005. |
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. Gross profit as a percentage of sales was 18.6% for the three months ended September 30, 2006, |
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compared to 19.4% for the three months ended September 30, 2005. |
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. Gross profit increased as a result of sales growth but was offset by an unfavorable shift in |
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product mix to more sales of lower gross margin products. |
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Seasonality |
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Seasonality has been caused by product usage, climate changes, promotions and announced price |
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increases. |
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. Historically, sales have been higher during the spring and fall months due to increased sales of |
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production animal health products. |
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. The transportation of production animals during the spring and fall months drives seasonal |
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product usage. The transportation of production animals occurs during various times in the |
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animal's life cycle. |
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SEC cease and desist order |
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"On June 28, 2006, the SEC announced the filing and simultaneous settlement of cease-and-desist |
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proceedings against us and our Chief Executive Officer, James Robison, relating to our purchase |
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of products from Virbac and the filing and simultaneous settlement of a civil action against Virbac |
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Corporation and certain of its officers. The SEC found that from late 1999 through the first half of |
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2003, Virbac improperly reported inflated revenue relating to sales to certain of its distributors, |
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including us. The SEC made the following additional findings: that we caused Virbac to violate |
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Sections 17(a)(2) and 17(a)(3) of the Securities Act of 1933, as amended, or the Securities Act, |
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and Section 13(a) and 13(b) of the Exchange Act, and that we caused similar violations by Virbac |
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employees, by participating in transactions intended to help Virbac inflate its revenues and thereby |
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achieve its sales and income targets. In the settled cease-and-desist proceedings (in which we and |
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Mr. Robison neither admitted nor denied the SEC's findings), we and Mr. Robison consented to |
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an SEC order to cease and desist from committing or causing any violation and any future |
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violation of certain antifraud provisions set forth in Section 17(a) of the Securities Act, violation |
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of the Exchange Act's reporting, recordkeeping and internal accounting controls provisions, and |
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violation of the Exchange Act's financial record falsification and internal accounting controls |
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circumvention prohibitions, set forth in Sections 13(a) and 13(b) of the Exchange Act and the |
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rules and regulations thereunder. In connection with the settlement, Mr. Robison paid a $50,000 |
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fine to the SEC." |
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Competition |
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. Primary competitors, excluding manufacturers, include the following and other national, |
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regional, local and specialty distributors: Butler Animal Health Supply, LLC, IVESCO, LLC |
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(Iowa Veterinary Supply), Lextron, Inc., MWI Veterinary Supply, Inc., Professional Veterinary |
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Products, Ltd., and Webster Veterinary Supply, a division of Patterson Companies, Inc. |
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. Distribution of animal health products is often characterized as "ethical" and "over-the-counter," |
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commonly referred to as OTC, channels of product movement. Ethical distribution is defined as |
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those sales of goods to licensed veterinarians for use in their professional practice. |
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Use of $91mm in IPO proceeds from sale of 9.1mm shares |
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(2.7mm shares intended to be offered by leveraged buyout sponsor, Charlesbank Capital Partners) |
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o $40.0 million will be used to repay amounts owed under $40.0 million second lien term loan; |
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o $45.0 million will be used to repay amounts owed under $45.0 million second lien term loan; |
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o balance for working capital and general corporate purposes, including potential acquisitions. |
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=================== |
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Duncan Energy Partners |
DEP, C+. 6 |
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Formed by EPD, $12bb market cap |
Post-IPO shrs: 20mm |
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Houston, TX |
2003 |
2004 |
2005 |
Sept 9 mos |
IPO Mkt |
|
|
Rev ($mm) |
$668 |
$749 |
<predecessor |
$947 |
$733 |
Cap (mm) |
|
Operating cost % |
91% |
92% |
proforma=> |
96% |
95% |
$402 |
|
Partnership profit ($mm) |
$53 |
$58 |
$20 |
$23 |
@$20 |
|
|
Profit (loss) % |
7.9% |
7.8% |
2.1% |
3.1% |
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VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
Duncan Enrgy Prtnr DEP |
$402 |
0.5 |
17 |
0.7 |
1.4 |
65% |
|
SCORECARD |
Mgt |
Market |
Market Do- |
Proprie- |
Total |
|
|
1-5, 5 is high |
Growth |
mination |
tary |
rating |
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|
20 is perfect |
2 |
1 |
2 |
1 |
6 |
|
|
Partnership unit offering |
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Business |
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. Delaware limited partnership formed by Enterprise Products Partners in September 2006 to own, |
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operate and acquire a diversified portfolio of midstream energy assets. |
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. Engaged in the business of gathering, transporting, marketing and storing natural gas and |
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transporting and storing natural gas liquids, or NGLs, and petrochemicals. |
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. DEP assets were previously owned by Enterprise Products Partners (NYSE:EDP, $12bb market |
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cap)and are part of its integrated midstream energy asset network, or "value chain," which |
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includes natural gas gathering, processing, transportation and storage; NGL fractionation (or |
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separation), transportation, storage and import and export terminaling; crude oil transportation; |
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and offshore production platform services. |
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EPD ownership |
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. After this offering, DEP will own 66% of the equity interests in the subsidiaries that hold DEP's |
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operating assets |
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. Affiliates of Enterprise Products Partners will continue to own the remaining 34%, after |
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receiving $410mm in cash (see use of proceeds below) for transferred assets, at historical cost |
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Four business segments: |
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o NGL & Petrochemical Storage Services. |
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The NGL & Petrochemical Storage Services segment consists of 33 salt dome caverns located in |
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Mont Belvieu, Texas, with an underground storage capacity of approximately 100 MMBbls, and |
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certain related assets. These assets receive, store and deliver NGLs and petrochemical products for |
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industrial customers located along the upper Texas Gulf Coast, which has the largest concentration |
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of petrochemical plants and refineries in the United States. |
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o Natural Gas Pipelines & Services |
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The Natural Gas Pipelines & Services segment consists of the Acadian Gas system, which is an |
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onshore natural gas pipeline system that gathers, transports, stores and markets natural gas in |
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Louisiana. The Acadian Gas system links natural gas supplies from onshore and offshore Gulf of |
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Mexico developments (including offshore pipelines, continental shelf and deepwater production) |
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with local gas distribution companies, electric generation plants and industrial customers, |
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including those in the Baton Rouge-New Orleans-Mississippi River corridor. In the aggregate, the |
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Acadian Gas system includes over 1,000 miles of high-pressure transmission lines and lateral and |
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gathering lines with an aggregate throughput capacity of approximately one Bcf/d and a leased |
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storage facility with approximately three Bcf of storage capacity. |
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o Petrochemical Pipeline Services |
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The Petrochemical Pipeline Services segment consists of two petrochemical pipeline systems with |
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an aggregate of 284 miles of pipeline. The Lou-Tex Propylene pipeline system consists of a 263 |
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mile pipeline used to transport chemical-grade propylene between Sorrento, Louisiana and Mont |
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Belvieu, Texas. The Sabine Propylene pipeline system consists of a 21-mile pipeline used to |
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transport polymer-grade propylene from Port Arthur, Texas to a pipeline interconnect in Cameron |
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Parish, Louisiana on a transport-or-pay basis. |
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o NGL Pipeline Services |
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The NGL Pipeline Services segment consists of a 290-mile pipeline system used to transport |
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NGLs from two Enterprise Products Partners' facilities located in South Texas to Mont Belvieu, |
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Texas and related interconnections. We acquired a 223-mile segment of the system in August |
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2006, and we are in the process of acquiring and constructing other segments of the pipeline. The |
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system became operational and began transporting NGLs in January 2007 after undergoing |
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modifications, extensions and interconnections. Additional expansions are scheduled to be |
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completed during the remainder of 2007. |
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Use of $243mm in IPO proceeds |
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o distribute $212 million to Enterprise Products OLP as a portion of the cash consideration and |
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reimbursement for capital expenditures relating to the assets contributed |
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o provide $28.2 million to fund capital expenditures to complete planned expansions to the South |
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|
Texas NGL pipeline system and brine production and above-ground storage projects at Mont |
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Belvieu subsequent to the closing of this offering; and |
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o pay $2.9 million of other estimated net expenses associated with this offering and related |
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|
formation transactions |
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And will borrow $200mm more |
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. In addition, will borrow $200 million under a new $300 million credit agreement |
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. And will distribute $198.9 million of these borrowings to Enterprise Products OLP in partial |
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consideration for the assets contributed to upon the closing of this offering. |
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|
=================== |
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Employers Holdings |
EIG, B-, 8 |
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|
workman's compensation insurance |
Post-IPO shrs: 53mm |
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|
Reno, NV |
2003 |
2004 |
2005 |
Sept 05* |
Sept 06** |
IPO Mkt |
|
Rev ($mm) |
$331 |
$457 |
$497 |
$371 |
$359 |
Cap (mm) |
|
Profit (loss) ($mm) |
$96.0 |
$96.0 |
$138.0 |
$63.0 |
$116.0 |
$791 |
|
Profit (loss) % |
29% |
21% |
28% |
17% |
32% |
@$15 |
|
Combined exp & loss ratio |
78% |
85% |
75% |
88% |
64% |
|
|
*nine months ended Sept 30 |
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|
VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
Employers Hldgs (EIG) |
$791 |
1.7 |
5 |
2.9 |
2.9 |
44% |
|
SCORECARD |
Mgt |
Market |
Market Do- |
Proprie- |
Total |
|
|
1-5, 5 is high |
Growth |
mination |
tary |
rating |
||
|
20 is perfect |
3 |
2 |
2 |
1 |
8 |
|
|
Conversion from a mutual company to a stock company |
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|
Note: |
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|
. P/E ratio based on annualizing Sept quarter results, however… |
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|
. Expense-loss ratio for the Sept quarter very low by historical standards |
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|
. Prices expected to drop, see 'net premiums earned' below |
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|
prices expected to drop |
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|
Dividend policy |
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|
. $0.06 per share of common stock per quarter beginning in the second quarter of 2007. |
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|
. 1.6% annualized rate of $.24 per year |
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|
Business |
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|
. Specialty provider of workers' compensation insurance focused on select small businesses |
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|
engaged in low to medium hazard industries. |
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|
. Historically targeted employers located in several western states, primarily California and |
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|
Nevada. We believe that the market we serve has, to date, been characterized by fewer |
||||||
|
competitors, more attractive pricing and strong persistency, or repeat business, when compared to |
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|
the U.S. workers' compensation insurance industry in general. |
||||||
|
. During 2005, based on net premiums written, was the largest, seventh largest and seventeenth |
||||||
|
largest non-governmental writer of workers' compensation insurance in Nevada, California and |
||||||
|
the United States, respectively, as reported by A.M. Best Company, or A.M. Best. |
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|
. Total assets of $3.2 billion at September 30, 2006. |
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|
Net Premiums Earned |
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|
. Nnet premiums earned have historically been generated primarily in California and Nevada. |
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|
. In California, EIG reduced rates by 60% since September 2003 through January 1, 2007, |
||||||
|
principally because of competitive conditions caused by regulatory changes designed to reduce |
||||||
|
loss costs in that market. |
||||||
|
. Expects that will need to further reduce rates in California in the foreseeable future. |
||||||
|
. Rates in Nevada have been stable and revenue growth is expected to be sourced from business in |
||||||
|
growing sectors in the Nevada economy, such as construction. |
||||||
|
. The bundling of products with those of principal strategic distribution partners, ADP and |
||||||
|
Wellpoint, has contributed to the growth of revenues because of its attractiveness to customers. |
||||||
|
The product bundling provides customers with both convenience and some level of premium |
||||||
|
savings to the employer for both independent lines of coverage, which EIG believes increases the |
||||||
|
persistency of the business. |
||||||
|
Geographic areas |
||||||
|
. In 2005, generated 77.7% and 18.3% of direct premiums written in California and Nevada, |
||||||
|
respectively. |
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|
. Also writes business in seven other states (Arizona, Colorado, Idaho, Illinois, Montana, Texas |
||||||
|
and Utah) and is licensed to write business in six additional states (Florida, Maryland, New |
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|
Mexico, New York, Oregon and Pennsylvania). |
||||||
|
Marketing & sales |
||||||
|
. Markets and sells insurance products through independent local and regional agents and brokers, |
||||||
|
and through our strategic distribution partners, |
||||||
|
. Including principal partners, ADP, Inc., or ADP, and Blue Cross of California, an operating |
||||||
|
subsidiary of Wellpoint, Inc., or Wellpoint. |
||||||
|
. In 2005, policies underwritten directly or through independent agents accounted for 70.6%, of |
||||||
|
gross premiums written, |
||||||
|
. While those underwritten through strategic relationships generated $126.9 million, or 27.7% |
||||||
|
Competition |
||||||
|
. Includes other specialty workers' compensation carriers, state agencies, multi-line insurance |
||||||
|
companies, professional employer organizations, third-party administrators, self-insurance funds |
||||||
|
and state insurance pools. |
||||||
|
. In Nevada, the three largest competitors are American International Group, Inc., Builders |
||||||
|
Insurance Company Inc. and Liberty Mutual Insurance Company. |
||||||
|
. In California, the three largest competitors are the California State Compensation Insurance |
||||||
|
Fund, American International Group, Inc. and Zenith National Insurance Company. |
||||||
|
Use of $322mm in IPO proceeds |
||||||
|
o $10.5 million is estimated to be required for the cost of the non-recurring fees and |
||||||
|
o $6.1 million is estimated to be required for the cost of the non-recurring fees and expenses |
||||||
|
directly related to this offering; |
||||||
|
o $10.5 million is estimated to be necessary to provide consideration to members eligible solely for |
||||||
|
cash; and |
||||||
|
o $294.6 million is estimated to be used to make elective cash payments to those eligible members |
||||||
|
that elect to receive this form of consideration in the conversion. |
||||||
|
=================== |
||||||
|
HFF (HF) |
HF, C+, 7 |
|||||
|
financial services for real estate |
Post-IPO shrs: 37mm |
|||||
|
Pittsburgh, PA |
2006 |
Sept 06* |
IPO Mkt |
|||
|
Rev ($mm) |
proforma, see |
$206 |
$156 |
Cap (mm) |
||
|
Cost of Revt % |
'reorginzation transaction' |
58% |
57% |
$589 |
||
|
Profit (loss) ($mm) |
below |
$11.0 |
$8.2 |
@$16 |
||
|
Profit (loss) % |
5% |
5% |
||||
|
*nine months ended Sept 30 |
||||||
|
VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
HFF |
$589 |
2.8 |
54 |
70.1 |
266.7 |
39% |
|
SCORECARD |
Mgt |
Market |
Market Do- |
Proprie- |
Total |
|
|
1-5, 5 is high |
Growth |
mination |
tary |
rating |
||
|
20 is perfect |
2 |
2 |
2 |
1 |
7 |
|
|
Business |
||||||
|
. A leading provider of commercial real estate and capital markets services to the U.S. commercial |
||||||
|
real estate industry based on transaction volume |
||||||
|
. And is one of the largest private full-service commercial real estate financial intermediaries in the |
||||||
|
country |
||||||
|
. Operates out of 18 offices nationwide with more than 130 transaction professionals and |
||||||
|
270 support associates. In 2005 |
||||||
|
. Advised on $32 billion of completed commercial real estate transactions, more than a 40% |
||||||
|
increase compared to the approximately $22 billion of completed transactions advised on in 2004. |
||||||
|
Integrated national capital markets platform |
||||||
|
allows HF to effectively act as a "one-stop shop" for clients, providing a broad array of capital |
||||||
|
markets services including: |
||||||
|
o Debt placement; |
||||||
|
o Investment sales; |
||||||
|
o Structured finance; |
||||||
|
o Private equity, investment banking and advisory services; |
||||||
|
o Note sale and note sales advisory services; and |
||||||
|
o Commercial loan servicing. |
||||||
|
Revenues |
||||||
|
. Over 95% of revenues are capital market service revenues. |
||||||
|
. These capital market service revenues are in the form of fees collected from clients, usually |
||||||
|
negotiated on a transaction-by-transaction basis, which includes origination fees, investment sales |
||||||
|
fees earned for brokering sales of commercial real estate, loan servicing fees and note sale and |
||||||
|
note sales advisory and other production fees |
||||||
|
Competition |
||||||
|
. The top competitors HF faces on national, regional and local levels include, but are not limited |
||||||
|
to, CB Richard Ellis Group, CBRE Capital Markets (formerly L.J. Melody & Company), |
||||||
|
Cushman & Wakefield, Eastdil Secured, Trammell Crow, Jones Lang LaSalle, Northmarq Capital |
||||||
|
(Marquette) and CapMark (formerly GMAC). |
||||||
|
. There are numerous other local and regional competitors in each of the local markets where we |
||||||
|
are located as well as the markets we do business in. |
||||||
|
Reorganization Transactions |
||||||
|
. HFF, Inc. was formed in November 2006 for purposes of this offering. HFF, Inc. has not |
||||||
|
engaged in any business or other activities except in connection with its formation and the |
||||||
|
Reorganization Transactions. |
||||||
|
. If HF had effected the Reorganization Transactions on January 1, 2006, this assumed tax rate for |
||||||
|
2006 would have been approximately 46%. |
||||||
|
. Upon the consummation of this offering, HFF, Inc. will contribute the net proceeds raised in this |
||||||
|
offering to HoldCo LLC, its wholly-owned subsidiary. In consideration for the net proceeds from |
||||||
|
this offering and one share of Class B common stock, HFF Holdings will sell all of the shares of |
||||||
|
Holliday GP, which is the sole general partner of each of the Operating Partnerships, and |
||||||
|
approximately 39% of the partnership units in each of the Operating Partnerships (including |
||||||
|
partnership units in the Operating Partnerships held by Holliday GP), or approximately 45% of the |
||||||
|
partnership units in each of the Operating Partnerships (including partnership units in the |
||||||
|
Operating Partnerships held by Holliday GP) if the underwriters exercise in full their option to |
||||||
|
purchase additional shares, to HoldCo LLC. |
||||||
|
. HFF Holdings will use approximately $56.3 million of the sale proceeds to repay all outstanding |
||||||
|
borrowings under HFF LP's credit agreement. Accordingly, we will not retain any of the proceeds |
||||||
|
from this offering. |
||||||
|
. In addition to cash, HFF Holdings will also receive an exchange right that will permit HFF |
||||||
|
Holdings to exchange interests in the Operating Partnerships for shares of Class A common stock |
||||||
|
(the "Exchange Right") and rights under a tax receivable agreement between HFF, Inc. and HFF |
||||||
|
Holdings (the "TRA"). |
||||||
|
Use of $209mm in IPO proceeds |
||||||
|
. To purchase from HFF Holdings all of the shares of Holliday GP and partnership units |
||||||
|
representing 39% of each of the Operating Partnerships, or partnership units representing 45% of |
||||||
|
each of the Operating Partnerships if the underwriters exercise in full their option to purchase |
||||||
|
additional shares. |
||||||
|
. HFF Holdings will use $56.3 million of the sale proceeds to repay all outstanding borrowings |
||||||
|
under HFF LP's credit agreement. |
||||||
|
. Accordingly, HF will not retain any of the proceeds from this offering. |
||||||
|
=================== |
||||||
|
Molecular Insight Pharm |
MIPI, C, 6 |
|||||
|
molecular imaging & radiotherapeutics |
Post-IPO shrs: 25mm |
|||||
|
Cambridge, MA |
2004 |
2005 |
2006 |
Sept 05* |
Sept 06* |
IPO Mkt |
|
Grant, R&D Rev ($mm) |
$1 |
$1 |
$1 |
$1 |
$0 |
Cap (mm) |
|
Profit (loss) ($mm) |
($4.0) |
($9.6) |
($22.0) |
($14.0) |
($22.0) |
$371 |
|
*nine months ended Sept 30 |
@$15 |
|||||
|
VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
Molecular Insight (MIPI) |
$371 |
n/a |
-13 |
5.0 |
5.0 |
20% |
|
SCORECARD |
Mgt |
Market |
Market Do- |
Proprie- |
Total |
|
|
1-5, 5 is high |
Growth |
mination |
tary |
rating |
||
|
20 is perfect |
2 |
2 |
0 |
2 |
6 |
|
|
Business |
||||||
|
. Development stage biopharmaceutical company that commenced operations in 1997. |
||||||
|
. Specializes in the emerging field of molecular medicine, applying advancements in the |
||||||
|
identification and targeting of disease at the molecular level to advance patient healthcare by |
||||||
|
addressing significant unmet needs. |
||||||
|
. Focuss on discovering, developing and commercializing innovative and targeted |
||||||
|
radiotherapeutics and molecular imaging pharmaceuticals with initial applications in the areas of |
||||||
|
oncology and cardiology. We have devoted substantially all of our efforts towards the research |
||||||
|
and development of our product candidates |
||||||
|
Expectations |
||||||
|
. Expects to incur significant operating losses for the next several years. |
||||||
|
. Research and development expenses relating to clinical and pre-clinical product candidates will |
||||||
|
continue to increase. |
||||||
|
. In particular, expects to incur increased development costs in connection with ngoing and |
||||||
|
expected clinical trials for Azedra, Onalta and Zemiva. |
||||||
|
Intellectual property |
||||||
|
. As of September 30, 2006, MIPI had seven issued U.S. patents and 10 issued foreign patents |
||||||
|
which are counterparts to the U.S. filings. |
||||||
|
. Also had eight pending U.S. patent applications, and 33 pending foreign patent applications that |
||||||
|
have been nationalized in various countries. |
||||||
|
. Additionally, MIPI has obtained licenses from third parties for the patent rights to U.S. and |
||||||
|
foreign patents and patent applications to make, use, sell and import certain proprietary |
||||||
|
technologies and compounds. Patent rights for in-licensed technologies are not included in the |
||||||
|
above totals |
||||||
|
Competition |
||||||
|
. If Azedra or Onalta are approved, their competition will be the current standard of care and |
||||||
|
companies that are engaged in the development and commercialization of targeted |
||||||
|
radiotherapeutics for treatment of cancer. |
||||||
|
. If Zemiva is approved, its competition in the emergency department setting will be the current |
||||||
|
standard of care in the assessment of chest pain patients who present to emergency departments. |
||||||
|
This standard involves several diagnostic products and procedures, in some cases involving the |
||||||
|
use of perfusion imaging agents, which in the aggregate may require several hours or days of |
||||||
|
hospitalization to reach an ultimate diagnosis. |
||||||
|
. Perfusion imaging agents such as Cardiolite (from Bristol-Myers Squibb Imaging), Myoview |
||||||
|
(from Amersham, a subsidiary of General Electric Company) and thallium, are considered unable |
||||||
|
to reliably detect cardiac ischemia more than two hours after the cessation of chest pains, thereby |
||||||
|
making them of limited value in the emergency department setting. Sales of perfusion agents in |
||||||
|
the acute setting account for, to MIPI's knowledge, less than 5% of the overall sales for these |
||||||
|
agents. |
||||||
|
. Perfusion agents would be, however, Zemiva's main competition in the non-acute market if |
||||||
|
regulatory approval is obtained. |
||||||
|
. MIPI estimates that worldwide sales of Cardiolite, Myoview and thallium were approximately |
||||||
|
$1.0 billion in 2004. Currently, these perfusion agents are used almost exclusively in nonacute |
||||||
|
settings in connection with stress testing where the patient's stress is induced (either by exercise or |
||||||
|
a pharmacological stress agent) as they are generally required to be used within two hours after the |
||||||
|
cessation of chest pain. |
||||||
|
Use of $67mm in IPO proceeds |
||||||
|
o expand the clinical development of lead targeted radiotherapeutic candidates for cancer |
||||||
|
(approximately $21.0 million); |
||||||
|
o continue the development and prepare for the commercialization of Zemiva, lead molecular |
||||||
|
imaging pharmaceutical candidate (approximately $23.0 million); |
||||||
|
o fund investment in manufacturing capacity for Zemiva and Azedra in collaboration with |
||||||
|
anticipated commercial manufacturing partner(s) (approximately $4.0 million); |
||||||
|
o in-license technology or invest in businesses, products or technologies that are complementary |
||||||
|
(approximately $5.0 million); |
||||||
|
o advance pre-clinical development of new product candidates (approximately $5.0 |
||||||
|
o expand research and development programs (approximately $5.0 million); and |
||||||
|
o fund other working capital and general corporate activities (approximately $4.0 million) |
||||||
|
=================== |
||||||
|
XTENT |
XTNT, C, 6 |
|||||
|
medical devices for artery disease |
Post-IPO shrs: 23mm |
|||||
|
Menlo Park, CA |
2004 |
2005 |
2006 |
Sept 05* |
Sept 06** |
IPO Mkt |
|
Profit (loss) ($mm) |
($4.0) |
($9.0) |
($14.0) |
($10.0) |
($18.0) |
Cap (mm) |
|
$388 |
||||||
|
@$17 |
||||||
|
VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
XTENT (XTNT) |
$388 |
n/a |
-16 |
3.8 |
3.8 |
21% |
|
SCORECARD |
Mgt |
Market |
Market Do- |
Proprie- |
Total |
|
|
1-5, 5 is high |
Growth |
mination |
tary |
rating |
||
|
20 is perfect |
2 |
2 |
0 |
2 |
6 |
|
|
Business |
||||||
|
Development stage medical device company focused on developing and commercializing an |
||||||
|
innovative customizable drug eluting stent systems for the treatment of coronary artery disease, or |
||||||
|
CAD. |
||||||
|
Clinical trials |
||||||
|
. Conducting clinical trials to evaluate our Custom NX 36 and Custom NX 60 stent and stent |
||||||
|
delivery systems. |
||||||
|
. In May 2006, the eight month clinical data from CUSTOM I clinical trial was presented at the |
||||||
|
2006 Paris Course on Revascularization conference and in October 2006, six month clinical data |
||||||
|
from our CUSTOM II clinical trial for 40 patients was presented at the 2006 Transcatheter |
||||||
|
Cardiovascular Therapeutics conference. |
||||||
|
. XTNT believes the data from these clinical trials provided preliminary evidence of safety and |
||||||
|
efficacy and supports further development of the in-situ customization approach. |
||||||
|
. XTNT completed enrollment of CUSTOM II and initiated CUSTOM III clinical trials, which are |
||||||
|
designed to further evaluate the safety and efficacy of in-situ customization with XTNT's stents, |
||||||
|
particularly in long lesions and multiple lesions. |
||||||
|
. Assuming the results from these trials are favorable, XTNT believes that data from CUSTOM I, |
||||||
|
II and III clinical trials will be sufficient to support submission to the designated Notified Body in |
||||||
|
the European Union for CE Mark. |
||||||
|
. XTNT expects to submit an application for CE Mark in late 2007. |
||||||
|
. XTNT will need premarket approval, or PMA, from the U.S. Food and Drug Administration, or |
||||||
|
FDA, before it can market products in the United States, which XTNT expects will require data |
||||||
|
from large clinical trials of up to 2,500 patients. To initiate these clinical trials, XTNT must first |
||||||
|
obtain clearance of an investigational device exemption, or IDE, from the FDA. |
||||||
|
. XTNT anticipates applying for hte IDE in the first half of 2007 based on the results from |
||||||
|
CUSTOM I, II and III clinical trials. |
||||||
|
Competition |
||||||
|
Coronary and peripheral stent competitors include |
||||||
|
. Abbott Laboratories, Boston Scientific, Cook, Johnson & Johnson and Medtronic. |
||||||
|
. Smaller or early-stage companies may also prove to be significant competitors, particularly |
||||||
|
through collaborative arrangements with large and established companies. |
||||||
|
Corononary Restenosis |
||||||
|
. Boston Scientific has developed a paclitaxel eluting stent, the Taxus Express2 stent, which is |
||||||
|
marketed in the United States, Europe and other international markets. The Taxus Liberte, its next |
||||||
|
generation Taxus stent, is marketed in Europe and other international markets. |
||||||
|
. Johnson & Johnson has developed a stent coated with rapamycin, the Cypher stent, which is |
||||||
|
marketed in the United States, Europe and other international markets. The Taxus Express2 stent |
||||||
|
and the Cypher stent are currently the only FDA approved drug eluting stents in the United States. |
||||||
|
. Conor Medsystems, which recently announced its plans to be acquired by Johnson & Johnson, |
||||||
|
has developed a paclitaxel eluting stent, CoStar, which Conor has stated does not leave any |
||||||
|
permanent residual polymers at the target site. Conor markets the CoStar in Europe and other |
||||||
|
international markets. |
||||||
|
. Biosensors has developed a paclitaxel eluting stent, Axxion, which is marketed in Europe and |
||||||
|
other international markets and is also developing another drug eluting stent that uses the drug |
||||||
|
coating XTNT plans to use on its products. |
||||||
|
. Sorin Group has developed a tacrolimus eluting stent, Janus, which is marketed in Europe. |
||||||
|
Medtronic has developed a zotarolimus eluting stent, Endeavor, which is marketed in Europe and |
||||||
|
other international markets. |
||||||
|
. Abbott Laboratories has CE Mark for Xience, an everolimus eluting stent, which XTNT believes |
||||||
|
will be commercialized in the near-term. |
||||||
|
. Additionally, many of the companies referenced above, and other potential competitors including |
||||||
|
Microport, are in the process of developing new drug eluting stents. |
||||||
|
. Competitors with stents used in PAD applications include Abbott Laboratories, C.R. Bard, |
||||||
|
Boston Scientific, Cook Group, Edwards Lifesciences, ev3, Johnson & Johnson, Medtronic and |
||||||
|
W.L. Gore & Associates. |
||||||
|
Use of $72mm in IPO proceeds |
||||||
|
o $30.0 million for clinical trials; |
||||||
|
o $20.0 million for research and development activities; and |
||||||
|
o $20.0 million for building our commercial infrastructure, including sales and marketing and |
||||||
|
manufacturing capacity expansion. |
||||||
|
=================== |
||||||
|
============================================ |
||||||
|
SEARCH BY COMPANY |
In your browser use 'Edit/Find' to search for companies |
|||||
|
or ticker for analysis |
scheduled below |
|||||
|
============================================ |
||||||
|
January 22 week |
||||||
|
Analysis, grading, scoring |
||||||
|
AeroVironment (AVAV) |
$263 |
1.7 |
21 |
1.2 |
2.0 |
42% |
|
small unmanned aircraft systems: B, 9 |
Post-IPO shrs: 19mm |
|||||
|
Converted Orgnc COIN-u |
$20 |
n/a |
n/a |
2.8 |
2.5 |
56% |
|
development stage company: C, 4 |
Post-IPO shrs: 80mm |
|||||
|
Meruelo Maddux (MMPI) |
$1,045 |
44.0 |
-119 |
1.6 |
2.1 |
50% |
|
real estate developer: C, 5 |
Post-IPO shrs: 80mm |
|||||
|
Oculus Innovative ICKS |
$150 |
48.8 |
-13 |
4.1 |
4.1 |
27% |
|
wound healing products: C, 6 |
Post-IPO shrs: 11.5mm |
|||||
|
============================================ |
||||||
|
SEARCH BY COMPANY |
In your browser use 'Edit/Find' to search for companies |
|||||
|
or ticker for analysis |
scheduled below |
|||||
|
============================================ |
||||||
|
Analysis, grading, scoring |
||||||
|
January 22 week |
||||||
|
=================== |
||||||
|
January 22 week |
||||||
|
AeroVironment |
AVAV, B, 9 |
|||||
|
small unmanned aircraft systems |
April 30 fiscal year |
Post-IPO shrs: 19mm |
||||
|
Monrovia, CA |
2004 |
2005 |
2006 |
Sept 05* |
Sept 06** |
IPO Mkt |
|
Rev ($mm) |
$48 |
$105 |
$139 |
$73 |
$77 |
Cap (mm) |
|
Gross Profit % |
31% |
44% |
41% |
39% |
39% |
$273 |
|
Profit (loss) ($mm) |
$2.2 |
$14.6 |
$11.2 |
$7.3 |
$6.3 |
@$15 |
|
Profit (loss) % |
5% |
14% |
8% |
10% |
8% |
|
|
*six months ended Sept 30, 2005 |
||||||
|
**six months ended Sept 30, 2006 |
||||||
|
VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
AeroVironment (AVAV) |
$273 |
1.8 |
22 |
2.7 |
2.6 |
37% |
|
SCORECARD |
Mgt |
Market |
Market Do- |
Proprie- |
Total |
|
|
1-5, 5 is high |
Growth |
mination |
tary |
rating |
||
|
20 is perfect |
3 |
2 |
2 |
2 |
9 |
|
|
Backlog |
||||||
|
As of October 28, 2006, AVAR had funded U.S. government contract backlog of $64.0 million |
||||||
|
and estimated unfunded U.S. government contract backlog of $491.5 million. |
||||||
|
Business |
||||||
|
> Small Unmanned Aircraft Systems, 82% of September 30 six month revenue |
||||||
|
. Designs and sells small UAS to be man-portable, launchable by one person and operated through |
||||||
|
a hand-held control unit. |
||||||
|
. AVAV's small UAS are electrically powered, configured to carry electro-optical or infrared |
||||||
|
sensors, provide real-time situational awareness and intelligence, fly quietly at speeds reaching 50 |
||||||
|
miles per hour and travel up to 20 miles from their launch location on a modular, replaceable |
||||||
|
battery pack. These characteristics make them well suited for reconnaissance, surveillance, target |
||||||
|
acquisition and battle damage assessment operations. |
||||||
|
. AVAV believes that its small UAS capabilities, combined with a high level of service, logistical |
||||||
|
support and training, have enabled AVAV to win both competitively bid U.S. military small UAS |
||||||
|
programs of record as of October 28, 2006. |
||||||
|
. AVAR helped to pioneer and is now a leader in the markets for small UAS and fast charge |
||||||
|
systems |
||||||
|
> AVAV & the US government |
||||||
|
. Sales to the U.S. government, either as a prime contractor or subcontractor, represented 82% of |
||||||
|
revenue for the fiscal year ended April 30, 2006. |
||||||
|
. The U.S. Department of Defense, or DoD, the principal U.S. government customer, accounted |
||||||
|
for 77% of revenue for the fiscal year ended April 30, 2006. |
||||||
|
> PosiCharge 12% of September 30 six month revenue |
||||||
|
. Designed to improve productivity and safety for operators of electric industrial vehicles, such as |
||||||
|
forklifts and airport ground support equipment, by improving battery and fleet management. |
||||||
|
. In multi-shift fleet operations, traditional charging systems require users to exchange vehicle |
||||||
|
batteries throughout the day because these batteries discharge their energy through vehicle usage |
||||||
|
and there is insufficient vehicle downtime to recharge them during a shift. |
||||||
|
. To date, PosiCharge fast charge systems have been purchased and installed by a diverse group of |
||||||
|
customers that includes Ford Motor Company, SYSCO Corporation, Southwest Airlines and |
||||||
|
IKEA. As of October 28, 2006, PosiCharge fast charge systems serviced over 5,000 electric |
||||||
|
industrial vehicles. |
||||||
|
. AVAV estimates that 1.0 million electric industrial vehicles currently operate in North America, |
||||||
|
including over 100,000 new vehicles that AVAV estimates were shipped in 2005. |
||||||
|
> Energy Technology Center, 6% of September 30 six month revenue |
||||||
|
Provides contract development and engineering services, power processing systems and license |
||||||
|
fees. |
||||||
|
Revenue comparisons |
||||||
|
Six Months Ended October 28, 2006 Compared to Six Months Ended October 29, 2005 |
||||||
|
Revenue for the six months ended October 28, 2006 was $76.7 million, as compared to $73.3 |
||||||
|
million for the six months ended October 29, 2005, representing an increase of $3.4 million, or 5% |
||||||
|
> UAS |
||||||
|
. Revenue increased $5.0 million to $62.9 million for the six months ended October 28, 2006, |
||||||
|
largely due to the continued growth of the logistics operation. |
||||||
|
. Revenue from the logistics operation increased $7.1 million, while UAS product sales decreased |
||||||
|
$4.0 million. The decrease in UAS product sales was largely due to product shipments being |
||||||
|
deferred into the latter part of this fiscal year pending customer testing and evaluation, which has |
||||||
|
been completed. |
||||||
|
> PosiCharge |
||||||
|
Fast charge systems revenue decreased by $2.2 million to $9.5 million for the six months ended |
||||||
|
October 28, 2006, primarily due to lower installations of PosiCharge with automotive customers. |
||||||
|
> Energy Technology Center |
||||||
|
Revenue increased by $0.7 million to $4.4 million in the six months ended October 28, 2006, |
||||||
|
primarily due to higher sales of power processing test equipment. |
||||||
|
Looking ahead |
||||||
|
AVAR believes that both the small unmanned aircraft systems, or UAS, and fast charge markets |
||||||
|
are in the early stages of development and have significant growth potential. |
||||||
|
. Additionally, AVAR believes that some of the innovative potential products in its research and |
||||||
|
development pipeline will emerge as new growth platforms in the future, creating market |
||||||
|
opportunities |
||||||
|
Technology Research & Development |
||||||
|
> R&D spending |
||||||
|
. For the fiscal years ended April 30, 2004, 2005 and 2006, internal research and development |
||||||
|
spending amounted to 4%, 9% and 12%, respectively, of revenue, and |
||||||
|
. Customer-funded research and development spending amounted to an additional 36%, 10% and |
||||||
|
8%, respectively, of revenue. |
||||||
|
> Awards |
||||||
|
Oak Ridge National Laboratory's Small Business Innovator award in 2002, a "Cool Companies" |
||||||
|
award from Fortune Magazine in 2004, the World Technology Award for Energy in 2004, |
||||||
|
DARPA's Sustained Excellence by a Performer award in 2005 and Automotive News's PACE |
||||||
|
award in 2006. |
||||||
|
> Innovations |
||||||
|
. World's first effective human-powered and manned solar-powered airplanes; |
||||||
|
. The first modern consumer electric car (the EV1 prototype for General Motors); |
||||||
|
. The world's highest flying airplane in level flight, Helios, a solar-powered UAS that reached over 96,000 feet in 2001; |
||||||
|
and, more recently, |
||||||
|
. The world's first liquid hydrogen-powered UAS. |
||||||
|
The Smithsonian Institution has selected six vehicles developed by AVAV and its Founder for its |
||||||
|
permanent collection. |
||||||
|
Intellectual property |
||||||
|
. As of October 28, 2006, had 57 issued patents, 46 in-process patents and 40 patents pending |
||||||
|
disclosure. |
||||||
|
. In many cases, AVAV opts to protect intellectual property through trade secrets as opposed to |
||||||
|
publication in order to preserve the confidentiality of such intellectual property. |
||||||
|
Competition |
||||||
|
Small Unmanned Aircraft Systems |
||||||
|
. Current principal small UAS competitors include Advanced Ceramics Research, Inc., Applied |
||||||
|
Research Associates, Inc., Elbit Systems Ltd., L-3 Communications Holdings Inc. and Lockheed |
||||||
|
Martin Corporation. |
||||||
|
. AVAV does not view large UAS (unmanned aircraft systems) such as Northrop Grumman |
||||||
|
Corporation's Global Hawk, General Atomics, Inc.'s Predator, The Boeing Company's ScanEagle |
||||||
|
and AAI Corporation's Shadow as direct competitors because they perform different missions and |
||||||
|
are not hand launched and controlled, although AVAV cannot be certain that these platforms will |
||||||
|
not become direct competitors in the future. |
||||||
|
PosiCharge |
||||||
|
. The primary direct competitors to PosiCharge are other fast charge suppliers, including Aker |
||||||
|
Wade Power Technologies LLC, Minit-Charger, a subsidiary of Edison International, and PowerDesigners, LLC. |
||||||
|
. Some of the major industrial battery suppliers have begun to align themselves with fast charge |
||||||
|
suppliers, creating a potentially more significant source of competition. |
||||||
|
. In addition, PosiCharge competes against the traditional method of battery changing. |
||||||
|
. Competitors in this area include suppliers of battery changing equipment and infrastructure, |
||||||
|
designers of battery changing rooms, battery manufacturers and dealers who may experience |
||||||
|
reduced sales volume because PosiCharge eliminates the need for extra batteries. |
||||||
|
Selling shareholders |
||||||
|
Individuals -- venture capital and buy-out funds are not shareholders in AVAV |
||||||
|
Use of $62.3mm in IPO proceeds from sale of 4.5mm shares |
||||||
|
(shareholders intend to sell 2.2mm shares) |
||||||
|
Fund working capital and other general corporate purposes, including to finance research and |
||||||
|
development of products, sales and marketing activities, opportunistic acquisitions and other |
||||||
|
capital expenditures |
||||||
|
=================== |
||||||
|
Converted Organics |
COIN-u, C, 4 |
|||||
|
development stage company |
Post-IPO shrs: 80mm |
|||||
|
Boston, MA |
development stage |
IPO Mkt |
||||
|
Rev ($mm) |
startup |
Cap |
||||
|
Profit (loss) ($mm) |
$20 |
|||||
|
Profit (loss) % |
@$5.5 |
|||||
|
VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
Converted Orgnc COINu |
$20 |
n/a |
n/a |
2.8 |
2.5 |
56% |
|
SCORECARD |
Mgt |
Market |
Market Do- |
Proprie- |
Total |
|
|
1-5, 5 is high |
Growth |
mination |
tary |
rating |
||
|
20 is perfect |
1 |
1 |
1 |
1 |
4 |
|
|
Units |
||||||
|
Each unit consists of one share of common stock, one redeemable Class A warrant, and one non- |
||||||
|
redeemable Class B warrant |
||||||
|
Business |
||||||
|
. A development stage company seeking to use organic food waste as raw material to manufacture |
||||||
|
all-natural soil amendment products combining both nutritional and disease suppression |
||||||
|
characteristics. |
||||||
|
. Plans to sell and distribute products in the agribusiness, turf management, and retail markets. |
||||||
|
. Proposed process, which has been demonstrated in a pilot manufacturing facility, uses heat and |
||||||
|
bacteria to transform food waste into a natural fertilizer. |
||||||
|
New Jersey Economic Dev Authority |
||||||
|
. A substantial portion of the net proceeds of this offering, together with the net proceeds of an |
||||||
|
$17.5 million bond issue of the New Jersey Economic Development Authority that is to close |
||||||
|
simultaneously with the closing of this offering, |
||||||
|
. Will be used to develop and construct an organic waste conversion facility in Woodbridge, New |
||||||
|
Jersey. |
||||||
|
. COIN expects this facility to be operational approximately 12 to 15 months from the date of the |
||||||
|
closing of this offering and the bond issue. |
||||||
|
Bridge Securities |
||||||
|
In June 2006, COIN completed a $1.515 million bridge loan from lenders to help working capital |
||||||
|
needs. |
||||||
|
Use of IPO proceeds |
||||||
|
Purchase capital equipment and pay engineering and design fees for the construction of the first |
||||||
|
processing line; to repay bridge and shareholder loans; to pay expenses and deferred |
||||||
|
compensation; to pay fees to the technology licensor; and for working capital purposes. |
||||||
|
=================== |
||||||
|
Meruelo Maddux Prop |
MMPI, C, 5 |
|||||
|
real estate developer |
Post-IPO shrs: 80mm |
|||||
|
Los Angeles, CA |
proforma |
2005 |
Sept 9 mos |
IPO Mkt |
||
|
Rev ($mm) |
$19 |
$18 |
300 |
|||
|
Profit (loss) ($mm) |
($3) |
($7) |
$1,045 |
|||
|
Profit (loss) % |
-13% |
-37% |
@$13 |
|||
|
VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
Meruelo Maddux (MMPI) |
$1,045 |
44.0 |
-119 |
1.6 |
2.1 |
50% |
|
SCORECARD |
Mgt |
Market |
Market Do- |
Proprie- |
Total |
|
|
1-5, 5 is high |
Growth |
mination |
tary |
rating |
||
|
20 is perfect |
2 |
1 |
1 |
1 |
5 |
|
|
Business |
||||||
|
. Los Angeles real estate developer |
||||||
|
. Most projects are located in or around the downtown area of Los Angeles, and all projects are in |
||||||
|
Southern California. |
||||||
|
. Downtown Los Angeles is commonly defined as an area of approximately 350 city blocks, or |
||||||
|
approximately 2,500 acres, ringed by the U.S. Highway 101/ Santa Ana Freeway on the north, the |
||||||
|
Los Angeles River on the east, U.S. Interstate 10/Santa Monica Freeway to the south and the State |
||||||
|
Highway 110/Pasadena Freeway to the west. Downtown Los Angeles has attracted more than |
||||||
|
$11.8 billion in new construction investment from 2000 through the second quarter of 2006, |
||||||
|
according to the Los Angeles Downtown Center Business Improvement District. |
||||||
|
. With approximately 80 acres of land in downtown Los Angeles owned or controlled through |
||||||
|
executory purchase and sale agreements or options to purchase, MMPI believes it is the largest |
||||||
|
non-government landowner in downtown Los Angeles. |
||||||
|
. By comparison, a 27-block area in the financial district of downtown Los Angeles, often referred |
||||||
|
to as Bunker Hill, that contains the bulk of downtown's class A high-rise office buildings and |
||||||
|
major hotels and retail properties is situated on approximately 143 acres. |
||||||
|
Use of $481mm in IPO proceeds |
||||||
|
MMPI expects the operating partnership will use the net proceeds as follows: |
||||||
|
o $190.2 million to pay off approximately $187.6 million in principal amount of 47 separate |
||||||
|
mortgage debt instruments secured by certain of the projects MMPI will acquire in the formation |
||||||
|
transactions and approximately $2.6 million in related accrued interest and penalties |
||||||
|
o $176.8 million to pay off $150.0 million in principal amount of debt of MMPI's predecessor |
||||||
|
business under the revolving credit facility with CalPERS and approximately $26.8 million in |
||||||
|
related current and accrued deferred interest |
||||||
|
o $4.6 million to pay off principal and accrued interest on a note due February 15, 2007 and bears |
||||||
|
interest at Prime + 1.25% (9.5% at September 30, 2006) annually held by Mr. Meruelo who |
||||||
|
advanced funds to MMPI's predecessor business for development activities; |
||||||
|
o $2.8 million to fund the cash portion of the contribution value of the entities owning MMPI's |
||||||
|
projects, which cash is approximately equal to the taxes the contributors and their owners will owe |
||||||
|
as a result of the formation transactions and the cash payment itself and which cash will reduce |
||||||
|
the number of shares of common stock the contributors will otherwise receive in the formation |
||||||
|
transactions; |
||||||
|
o $64.5 million to fund the cash portion of the purchase price for interests in 12 of the projects |
||||||
|
subject to pending purchase and sale contracts MMPI will indirectly assume |
||||||
|
================== |
||||||
|
Oculus Innovative Sci |
OCLS, C, 6 |
|||||
|
wound healing products |
Post-IPO shrs: 11.5mm |
|||||
|
Petaluma, CA |
2003 |
2004 |
2005 |
Sept 05* |
Sept 06** |
IPO Mkt |
|
Rev ($mm) |
$0.9 |
$1.4 |
$2.6 |
$1.1 |
$2.3 |
Cap (mm) |
|
Gross Profit % |
-200% |
-186% |
-88% |
-73% |
38% |
$150 |
|
Profit (loss) ($mm) |
($7.3) |
($16.5) |
($23.0) |
($9.7) |
($8.7) |
@$13 |
|
Profit (loss) % |
-811% |
-1179% |
-885% |
-882% |
-378% |
|
|
*nine months ended Sept 30, 2005 |
||||||
|
**nine months ended Sept 30, 2006 |
||||||
|
VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
Oculus Innovative OCLS |
$150 |
48.8 |
-13 |
4.1 |
4.1 |
27% |
|
SCORECARD |
Mgt |
Market |
Market Do- |
Proprie- |
Total |
|
|
1-5, 5 is high |
Growth |
mination |
tary |
rating |
||
|
20 is perfect |
2 |
2 |
1 |
1 |
6 |
|
|
Business |
||||||
|
. Family of products intended to help prevent and treat infections in chronic and acute wounds. |
||||||
|
Infection is a serious potential complication in both chronic and acute wounds, and controlling |
||||||
|
infection is a critical step in wound healing. |
||||||
|
. Platform technology, called Microcyn, is a non-toxic, electrically charged, or super-oxidized, |
||||||
|
water-based solution that is designed to treat a wide range of organisms that cause disease, or |
||||||
|
pathogens, including viruses, fungi, spores and antibiotic resistant strains of bacteria, such as |
||||||
|
Methicillin-resistant Staphylococcus aureus, or MRSA, and Vancomycin-resistant Enterococcus, |
||||||
|
or VRE, in wounds. |
||||||
|
Microcyn |
||||||
|
. Does not have the necessary regulatory approvals to market Microcyn in the United States as a |
||||||
|
drug. However, in clinical testing and studies, our products were effective against a wide range of |
||||||
|
pathogens and were found to be non-toxic, easy to use and complementary to most existing |
||||||
|
treatment methods in wound care. |
||||||
|
. ICKS's experience and clinical data indicate that the use of Microcyn may shorten hospital stays, |
||||||
|
lower aggregate patient care costs and, in certain cases, reduce the need for system-wide or, |
||||||
|
systemic antibiotics. Microcyn also has potential applications in several other large markets, |
||||||
|
including respiratory, dermatology, dental and veterinary markets. |
||||||
|
Microcyn advantages |
||||||
|
. ICKS believes Microcyn provides significant advantages over current methods of care in the |
||||||
|
treatment of a wide range of chronic and acute wounds throughout all stages of treatment. |
||||||
|
. ICKS believes that Microcyn is the first topical product that is effective against a broad range of |
||||||
|
bacteria and other infectious microbes, including antibiotic resistant strains, such as MRSA and |
||||||
|
VRE, without causing toxic side effects on, or irritation of, healthy tissue. |
||||||
|
. Unlike most antibiotics, ICKS believes Microcyn does not target specific strains of bacteria, a |
||||||
|
practice which has been shown to promote the development of resistant bacteria. In addition, |
||||||
|
products are shelf stable, require no special preparation, and are easy to use. |
||||||
|
Competition |
||||||
|
. Topical anti-infectives, such as Betadine, silver sulfadiazine, hydrogen peroxide, Dakin's |
||||||
|
solution and hypochlorous acid, and topical antibiotics, such as Neosporine and Bacitracin. |
||||||
|
Currently, no single anti-infective product dominates the chronic or acute wound markets because |
||||||
|
many of the products have serious limitations or tend to inhibit the wound healing process. |
||||||
|
. ICKS products can also replace the use of sterile saline for debriding and moistening a dressing |
||||||
|
as well as for use as a complementary product with many advanced wound care technologies, such |
||||||
|
as the VAC from Kinetic Concepts Inc., skin substitute products from Smith & Nephew, Integra |
||||||
|
Life Sciences, Life Cell, Organogenesis and Ortec International, and ultrasound from Celleration. . |
||||||
|
ICKS believes that Microcyn can enhance the effectiveness of many of these advanced wound |
||||||
|
care technologies. Because Microcyn is competitive with some of the large wound care |
||||||
|
companies' products and complementary to others, ICKS may compete with such companies in |
||||||
|
some product lines and complement other product lines. |
||||||
|
Use of $34mm in IPO proceeds |
||||||
|
o $12.6 million to expand sales and marketing capabilities, including the expansion of the direct |
||||||
|
sales force in Europe and the United States; |
||||||
|
o $13.0 million to fund clinical trials and related research; |
||||||
|
o repayment of $4mm bridge loan |
||||||
|
o the remaining proceeds for general corporate purposes, including working capital |
||||||
|
=================== |
||||||
|
=================== |
||||||
|
January 15 week |
||||||
|
MV Oil Trust |
MVO, C, 5 |
|||||
|
oil/natural gas |
historical results |
Post-IPO shrs: 37mm |
||||
|
Wichita, KS |
2003 |
2004 |
2005 |
Sept 9 mos |
IPO Mkt |
|
|
Rev ($mm) |
$28 |
$31 |
$36 |
$35 |
300 |
|
|
Excess of revenues over direct operating expenses |
$230 |
|||||
|
VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
MV Oil Trust (MVO) |
$230 |
n/a |
n/a |
-2.0 |
n/a |
65% |
|
SCORECARD |
Mgt |
Market |
Market Do- |
Proprie- |
Total |
|
|
1-5, 5 is high |
Growth |
mination |
tary |
rating |
||
|
20 is perfect |
2 |
1 |
1 |
1 |
5 |
|
|
Quarterly cash distributions |
||||||
|
. Actual cash distributions to the trust unitholders will depend upon the quantity of oil, natural gas |
||||||
|
and natural gas liquids produced from the underlying properties, the prices received for oil, natural |
||||||
|
gas and natural gas liquid production and other factors. |
||||||
|
. Because payments to the trust will be generated by depleting assets and the trust has a finite life |
||||||
|
with the production from the underlying properties diminishing over time, a portion of each |
||||||
|
distribution will represent a return of the original investment. |
||||||
|
. Oil, natural gas and natural gas liquid production from proved reserves attributable to the |
||||||
|
underlying properties is expected to decline over the term of the trust. |
||||||
|
Formation & Business |
||||||
|
. MV Oil Trust was formed in August 2006, by MV Partners, LLC |
||||||
|
. Immediately prior to the closing of this offering, MV Partners will convey a term net profits |
||||||
|
interest to the trust that represents the right to receive 80% of the net proceeds (calculated as |
||||||
|
described below) from all of MV Partners' interests in oil and natural gas properties as of the date |
||||||
|
of the conveyance of the net profits interest to the trust |
||||||
|
Reserves |
||||||
|
. As of June 30, 2006, the underlying properties produced predominantly oil from approximately |
||||||
|
985 wells, and the projected reserve life of the underlying properties was in excess of 50 years |
||||||
|
. Based on the reserve report, the net profits interest would entitle the trust to receive net proceeds |
||||||
|
from the sale of production of 11.5 MMBoe of proved reserves during the term of the trust, |
||||||
|
calculated as 80% of the proved reserves attributable to the underlying properties expected to be |
||||||
|
produced during the term of the trust. |
||||||
|
. Of these reserves, approximately 85% were classified as proved developed producing reserves as |
||||||
|
of June 30, 2006. Production from the underlying properties for the year ended December 31, |
||||||
|
2005, was approximately 98% oil and approximately 2% natural gas and natural gas liquids |
||||||
|
Swap contracts |
||||||
|
. For the years 2006, 2007 and 2008, MV Partners has entered into swap contracts and costless |
||||||
|
dollars at prices ranging from $56 to $68 per barrel of oil that hedge approximately 82% to 86% of |
||||||
|
expected production from the proved developed producing reserves attributable to the underlying |
||||||
|
properties in the reserve report. |
||||||
|
. For the years 2009 and 2010, MV Partners has entered into swap contracts at prices ranging from |
||||||
|
$63 to $71 per barrel of oil that hedge approximately 80% of expected production from the proved |
||||||
|
developed producing reserves attributable to underlying properties in the reserve report. |
||||||
|
. These hedge contracts should reduce the commodity price-related risks inherent in holding |
||||||
|
interests in oil, a commodity that has historically been characterized by significant price volatility, |
||||||
|
during the term of the hedge contracts. |
||||||
|
Use of proceeds |
||||||
|
. MV Partners will use the net proceeds from this offering to repay existing indebtedness, and |
||||||
|
. To repurchase a portion of the outstanding equity interests of VAP-I, |
||||||
|
. To make a cash distribution to the members of MV Partners |
||||||
|
. Or any combination of the foregoing |
||||||
|
Analysis, grading, scoring |
||||||
|
January 8 week |
||||||
|
Legacy Reserves LP |
LCGY, C, 5 |
|||||
|
oil/gas limited partnership |
Post-IPO units: 24.5mm |
|||||
|
Midland, TX |
proforma |
2005 |
Sept 9 mos |
IPO Mkt |
||
|
Rev ($mm) |
$52 |
$57 |
300 |
|||
|
Pre-tax profit ($mm) continuing operations |
$6 |
$7 |
$478 |
|||
|
Profit (loss) % |
11% |
12% |
@$19.5 |
|||
|
VALUATION RATIOS |
IPO Mrkt |
Price / |
Price / |
Price / |
Price / |
% offered |
|
Cap (mm) |
Sales |
Earnings |
BookValue |
TangibleBV |
in IPO |
|
|
Legacy Reserves (LCGY) |
$478 |
6.3 |
52 |
3.2 |
n/a |
24% |
|
SCORECARD |
Mgt |
Market |
Market Do- |
Proprie- |
Total |
|
|
1-5, 5 is high |
Growth |
mination |
tary |
rating |
||
|
20 is perfect |
1 |
2 |
1 |
1 |
5 |
|
|
Not a firm offering -- partnership units |
||||||
|
. The units to which this prospectus relates may be offered and sold from time to time directly |
||||||
|
from the selling unitholders or alternatively through underwriters or broker-dealers or agents. |
||||||
|
. This prospectus relates to up to 4,209,954 units, which may be offered for sale by the selling |
||||||
|
unitholders named in this prospectus |
||||||
|
. The selling unitholders acquired the units offered by this prospectus in a private equity offering |
||||||
|
on March 15, 2006. |
||||||
|
Confusing filing |
||||||
|
. " Units outstanding prior to and after this offering: 18,451,934 units. |
||||||
|
. "On November 13, 2006 we filed an additional registration statement to register the offer and |
||||||
|
sale of up to 6,900,000 newly issued units in an underwritten initial public offering. |
||||||
|
. "As a result, prior to and after this offering there may be 24,451,934 units outstanding |
||||||
|
(25,351,934 if the underwriters' option to purchase additional units in connection with the initial |
||||||
|
public offering is exercised in full)" |
||||||
|
Cash distribution policy |
||||||
|
. Quarterly cash distributions of $0.41 per unit or |
||||||
|
. $1.64 per unit on an annualized basis, |
||||||
|
. 8.4% annual rate at price range midpoint of $19.50 |
||||||
|
Formation |
||||||
|
. Formed in October 2005. |
||||||
|
. Upon completion of a private equity offering and as a result of related formation transactions on |
||||||
|
March 15, 2006, |
||||||
|
. LGCY acquired oil and natural gas properties and business operations from the Founding |
||||||
|
Investors and three charitable foundations. |
||||||
|
Business |
||||||
|
. An independent oil and natural gas limited partnership, headquartered in Midland, Texas |
||||||
|
. Focused on the acquisition and exploitation of oil and natural gas properties primarily located in |
||||||
|
the Permian Basin of West Texas and southeast New Mexico. |
||||||
|
Use of Proceeds |
||||||
|
100% to selling shareholders |
||||||
|
=================== |
||||||