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Published on 12/19/2007 in the Prospect News PIPE Daily.

Unitech completes first tranche; Morgan Stanley sells $5 billion; Potash negotiates C$11 million

By LLuvia Mares

New York, Dec. 19 ? In the mining sector, Unitech Energy Resources Inc. raised C$478,839.78 in the first tranche of a C$1.35 million non-brokered private placement of special warrants.

"It was convenient to do this financing in two tranches," said Steve Price, company president.

"There were some people that wanted to make sure they were position in [buy] it, so we did it in two tranches."

The deal priced Nov. 8.

In this tranche, Unitech sold 5,320,442 special warrants. It expects to complete a second tranche of the deal on Dec. 31.

The company plans to sell a total of 15 million special warrants at C$0.09 apiece.

Each warrant is convertible into shares at a price based on an independent consulting engineering company's valuation of the company's test well in its Keg River prospect in British Columbia. The conversion price will be at least C$0.09, and will increase as the well's valuation increases.

The company's stock (TSX Venture: URX) closed at C$0.1250 on Wednesday, down C$0.0350 from Tuesday's C$0.16 close.

Conversion will be mandatory 45 days after completion of the well.

Proceeds will be used to fund drilling and completion of the well.

Unitech is a resource exploration company based in Calgary, Alta.

Morgan Stanley pockets $5 billion

Leading news in the finance sector, Morgan Stanley arranged a $5 billion private placement of equity units with investor China Investment Corp. Ltd., according to a news release.

The company's stock (NYSE: MS) closed at $50.08 on Wednesday, up $2.01 from Tuesday's $48.07 close.

The units will be mandatorily convertible into common stock on Aug. 17, 2010 at prices between a reference price and a threshold price at a 20% premium to the reference price. The reference price will be determined the week of Dec. 17.

Each unit will pay dividends of 9%, payable quarterly.

Proceeds will be used to improve the company's capital position and for future growth opportunities.

Morgan Stanley is a New York-based financial services company.

Potash plans C$11 million

In other news, Potash One Inc. announced it will conduct a C$11 million non-brokered private placement of units.

The company will sell 4.15 million units at C$2.65 apiece. Each unit consists of one common share and a half-share warrant. The whole warrants are exercisable at C$3.25 for 15 months.

The warrants may expire sooner if Potash's shares close at C$4.00 or higher for 10 trading days. In that case, the warrants will expire in 30 days.

Potash's stock (TSX Venture: KCL) closed at C$2.85 on Wednesday, down C$0.22 from Tuesday's C$3.07 close.

Proceeds will be used for exploration, development and general corporate purposes.

Vancouver, B.C.-based Potash One is a potash company engaged in the identification, acquisition, exploration and development of advanced resource properties.

Wallbridge negotiates C$1.6 million

Wallbridge Mining Co. Ltd. said its potential for discovering a large deposit is what helped sell C$1.6 million of units in a private placement.

"It was an opportune time for flow-through shares and that's why we did it," said Mara Strazdins, company investor relations director. "We are going to see how everything turns out with this financing and then we will go from there."

The company will sell 2 million units at C$0.40 apiece through Mineralfields Group and another 2 million at that price in a non-brokered deal.

Each unit consists of one flow-through common share and a half-share warrant. The whole two-year warrants are exercisable at C$0.80 in the first year and at C$1.00 thereafter.

Wallbridge's stock (Toronto: WM) closed at C$0.295 on Wednesday, down C$0.015 from Tuesday's C$0.31 close.

Proceeds will be used for exploration.

Toronto-based Wallbridge Mining explores for and develops nickel, copper and platinum group element deposits.

Drinks wraps $3 million

Drinks Americas Holdings, Ltd. plans to increase its net worth with the settlement of its $3 million private placement of convertible preferred stock.

"This equity investment, by three of our existing institutional investors, is a strong vote of confidence in our business plan, our products, and our management team," said J. Patrick Kenny, company president and chief executive officer, in a press release. "Unlike many other private placements, this preferred stock issuance has no put rights, no automatic ratchets, no dividends, no warrants, is convertible well above the current market price, carries an effective lock up of six months due to legal restrictions, and carries no board seats or voting rights.

"The resultant increase to our cash position and our net worth will allow us to accelerate our marketing efforts for our new products and to increase our ability to obtain favorable commercial financing in the future," he said.

The company sold 3,000 shares of series A non-voting, perpetual preferred stock to three investors for $1,000 per preferred share. The preferreds are convertible into common stock at $0.50 per common share.

Drinks' stock (OTCBB: DKAM) closed at $0.445 on Wednesday, up $0.105 from Tuesday's $0.34 close.

The preferred stock will not bear any dividends.

Midtown Partners &Co., LLC was the agent.

Investors in a January 2007 private placement also exchanged 4,444,444 common shares for 8,000 preferred shares.

Drinks America is a beverage developer based in Wilton, Conn.

Zaio completes C$15.02 million

Zaio Corp. expects to makes changes within the company following completion of a C$15.02 million in a private placement of units, which priced Dec. 6 for C$15 million.

"It was the quickest, easiest and cheapest way for us to raise funds," said Rodney D. Mitton, company chief financial officer. "Right now the company is involved in making radical changes to the way the property appraisals are provided to lenders across the country, so we have no intention at this point for any more acquisitions or additional financing ."

The company sold 13.65 million units at C$1.10 apiece. It originally intended to sell 13.6 million units at that price.

Each unit consists of one common share and one half-share warrant. Each whole warrant is exercisable at C$1.50 for two years.

Zaio's stock (TSX Venture: ZAO) closed at C$1.88 on Wednesday, up C$0.15 from Tuesday's C$1.73 close.

Clarus Securities Inc. and Oppenheimer & Co. Inc were co-lead agents.

Proceeds will be used to accelerate photography and data gathering operations throughout the United States, as well as for working capital and general corporate purposes.

Based in Calgary, Alta., Zaio maintains a database of property information.


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