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Two privately held companies--Waltham, Mass., life sciences company BG Medicine Inc. and San Diego semiconductor company Entropic Communications Inc.--slashed their IPO targets Thursday, suggesting a still-uncertain market for some venture-backed offerings.
 
BG Medicine said in a regulatory filing it hoped to sell shares for $8 to $10 apiece--down from a projected $14 to $16 target--and raise as much as $51.75 million. The company plans to sell 4.5 million shares, while underwriters Cowen and Co. LLC and Leerink Swann & Co. have an overallotment option to purchase 675,000 shares, according to an amended prospectus filed with the Securities and Exchange Commission.

BG Medicine's product candidates target cardiovascular disease, cancer and central nervous system disorders.
Flagship Ventures is the company's largest shareholder with nearly 8.7 million shares and a 57.5% stake that will drop to 44.1% after the offering. Gilde Europe Food & Agribusiness Fund BV holds nearly 2.6 million shares, or 17.4%, which will fall to 13.3%, while Koninklijke Philips Electronics NV has 1.15 million shares, or 8%, which will fall to 6.1%.
 
BG Medicine said in the filing it foresees nearly $35.1 million in net proceeds after the offering, should it price in the middle of its range, or $40.7 million, assuming the underwriters' option is exercised. It plans to use proceeds to fund clinical development and regulatory submission for product candidates, marketing and distribution efforts, to repay debt and for general corporate purposes.
 
For the first nine months of 2006, the company had a net loss of $5.7 million on revenue of $6.6 million, compared with a loss of $4.7 million on $3.3 million in revenue for the year-ago period. BG Medicine has applied to list on the Nasdaq under the symbol BGMD. In an August filing, Fortis Bank (Nederland) NV had been named a joint bookrunner and the company had planned to list on the Euronext Amsterdam.
 
An October filing revealed plans to sell 6 million shares with a 900,000 share overallotment option.
William Whelan and Scott Samuels of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo PC are company counsel, while DLA Piper US LLP's Marjorie Sybul Adams and Nancy Spangler are underwriters' counsel.

Entropic, which helps service providers deliver uninterrupted video over home networks, said it planned to sell 8 million shares between $6 and $8 apiece and raise up to $73.6 million assuming an overallotment option, down from plans to sell 10 million for $9 to $11 per share.

Underwriters Credit Suisse Group, Lehman Brothers Inc., Thomas Weisel Partners LLC, JMP Securities LLC and ThinkEquity Partners LLC have an option to purchase 1.2 million additional shares. The company anticipates $48.8 million in proceeds assuming a $7 per share offer price, with which it plans to pay down debt, and use the balance for working capital and general corporate purposes.
 
Among shareholders, Entropic counts CMEA Ventures (12.6%) Redpoint Ventures (10.3%), Focus Ventures (6.4%), Granite Ventures (5.5%) and Mission Ventures (5.1%). Aside from CMEA, whose stake drops to 11.1%, each firm's stake will dilute only slightly after the offering.
 
In the first nine months of the year, the company lost nearly $31.5 million on $82.4 million in revenue, compared to a $5.57 million loss on $24.9 million a year earlier. As of Sept. 30, it had accumulated $91.8 million in debt.
Frederick Muto, Jason Kent and Charles Kim of Cooley Godward Kronish LLP are issuer's counsel, while Alan Denenberg of Davis Polk & Wardwell is underwriters' counsel.

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