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Published on 8/19/2009 in the Prospect News PIPE Daily.

Empire Resorts to raise $65 million; Kirkland Lake upsizes units; Emisphere plans two deals

By Stephanie N. Rotondo

Portland, Ore., Aug. 19 - Empire Resorts Inc. brought one of the day's biggest deals to market Wednesday, announcing a $55 million placement of stock.

The company also said it secured a $10 million loan facility. Proceeds from both financings will be used to pay down debt.

Separately, Kirkland Lake Gold Inc. announced that it had increased a private placement of units originally announced Tuesday.

The company now intends to raise at least C$30 million, versus the original pricing of about C$25 million.

Meanwhile, Emisphere Technologies Inc. announced two deals, a $4 million registered direct offering and a $4 million private placement. A company spokesperson said that the financings would be used to cover short-term cash needs.

NXGen Holdings Inc. inked a deal with an equity investor for a $2.5 million credit line. The funds will allow the company's subsidiary to begin producing its cleaning products line.

Canadian Arrow Mines Ltd. is also looking to raise C$2.5 million. The company plans to sell flow-through shares, as well as common share units.

Also, Energybuild Group plc received a convertible loan facility in the amount of £2.5 million from a major shareholder.

Empire to raise $65 million

Empire Resorts plans to sell $55 million of common shares in a private placement, according to a press release. The company also secured a $10 million credit facility with Kien Huat Realty III Ltd.

Empire Resorts will issue about 35.5 million shares at $1.233 per share to LRC Acquisition LLC.

Proceeds will be used to pay interest on Empire's convertible senior notes due July 31, 2014, as well as to pay down any remaining debt under its $4.4 million senior credit facility with the Park Avenue Bank of New York. Empire had previously received a default notice on the Park Avenue facility, as it did not pay off the loan upon maturity.

Empire's shares (Nasdaq: NYNY) increased 81 cents, or 41.42%, to $2.78. Market capitalization is $93.3 million.

Empire Resorts is a Monticello, N.Y.-based operator of the Monticello Raceway.

Kirkland Lake upsizes deal

Kirkland Lake Gold announced it increased a previously announced private placement of units to C$30.16 million, with a fully exercised greenshoe, bringing the total to C$37.12 million.

The deal originally priced at C$25.27 million, with a C$3.79 million greenshoe, on Aug. 18.

The Kirkland Lake, Ont.-based gold explorer will issue 3.7 million units consisting of one common share and one-third-share warrant. The units will sell at C$8.15 on a bought-deal basis.

Each whole warrant is exercisable at C$9.85 for 13 months.

Wellington West Capital Markets Inc. was the investor.

Proceeds will be used for working capital and general corporate purposes.

Calls made to the company seeking comment went unreturned Wednesday.

Kirkland Lake's equity (Toronto: KGI) dropped 7 cents, or 0.80%, to C$8.73 on Wednesday. Market capitalization is C$503 million.

Emisphere plans two deals

Emisphere Technologies announced two financings Wednesday for total proceeds of $8 million.

First, the Cedar Knolls, N.J.-based company said it received commitments from two investors to purchase $4 million in common stock units in a $4 million registered direct offering. Emisphere will sell approximately 5.71 million of the units at $0.70 per unit. The units will contain one common share and one warrant equal to 0.47 of a common share.

Each whole five-year warrant is exercisable at $0.70. That portion of the deal is expected to close Aug. 24.

Also, Emisphere entered into an agreement with MHR Fund Management LLC to privately place $4 million units.

About 6.01 million units will be sold at $0.665. The units will contain one common share and one warrant equal to 0.62 of a share.

The warrants are exercisable at $0.70 for five years.

According to Michael R. Garone, chief financial officer, the reason for the financings was simple: The company needed cash.

"We're running out of cash this month," he said in an interview with Prospect News. "We needed to find some cash and we looked at the alternatives available to us and we felt these were the best terms available."

"We think we got the best terms the market could bear," Garone added. "We needed to do something to address our short-term cash requirements so we could look forward to brighter days."

Garone said that the company believes its has "an attractive product, a valuable program," as well as a valuable technology asset in its Eligen Technology. In addition, Emisphere has secured partnerships with other pharmaceutical companies, including Novartis.

"We're really excited about what is going on there," he noted.

Emisphere's stock (OTCBB: EMIS) fell 15 cents, or 14.29%, to $0.90.

NXGen receives credit line

NXGen Holdings secured a $2.5 million brokered equity line of credit with Delaney Equity Group LLC as agent.

The company will sell stock to raise the funds. Shares purchased in the placement will not be registered and have a hold period of a minimum of one year. In addition, NXGen has the option to buy back the stock at any time within the hold period.

The secured funds will allow NXGen's subsidiary, Green Bridge Industries Inc., to begin producing stain-remover pens.

"Through its sound business strategy, we believe NXGen Holdings, through its wholly owned subsidiary, Green Bridge Industries, is in the process of becoming a leader in the $17.5 billion household and industrial cleaning products industry," stated David Delaney, president of Delaney Equity Group, in a press release.

"The investment banking deal with Delaney Equity Group will enable Green Bridge Industries to begin the full roll-out and manufacturing of our stain remover pen products, as well as facilitate our aggressive sales strategy, which will enable us to fulfill our overall business plan," added William White, president of NXGen Holdings.

NXGen's stock (Pink Sheets: NXGH) improved by $0.0015, or 7.14%, to $0.0225.

NXGen Holdings is a Saranac, Mich.-based developer of non-toxic, environmentally friendly cleaning products.

Canadian Arrow to raise C$2.5 million

Canadian Arrow Mines will conduct a C$2.5 million private placement of flow-through shares and common share units, the company said in a press release.

The company will sell 30 million flow-through shares in the non-brokered placement at C$0.05 per share. Also, 20 million units holding one common share and one half-share warrant will be sold at C$0.05.

Each whole warrant is exercisable at C$0.10 for 18 months.

Kim Tyler, president and director of Canadian Arrow, said the financing came as "nickel prices have improved" and the company was "ready to drill."

Tyler explained that the company had completed a scoping study on one of its properties in 2008. In September of that year, Canadian Arrow was "prepared to drill" but decided to wait until the recession had ceded.

Now, as signs have pointed to the end of the recession, Tyler said the company was once again ready to go ahead with its project.

"We would like to get the project up and running," he said, adding that "we expect results toward the end of the year," assuming drilling begins in September or October.

As for the terms of the deal, Tyler was relatively pleased.

"We would rather be doing it at a higher share price," he conceded. "But other than that, I think the terms are good."

Tyler noted that the company had "shopped around" for the best terms before landing on this particular deal. And, he said "key investors" had already responded positively to the transaction.

"They like the product and they like the team," he said.

Canadian Arrow's shares (TSX Venture: CRO) ended unchanged at C$0.06. Market capitalization is C$4.75 million.

Canadian Arrow is a Sudbury, Ont.-based base metal exploration development company.

Energybuild inks loan

Neath, Wales-based Energybuild Group arranged a £2.5 million 14% convertible loan facility with Western Canadian Coal Corp.

The loan comes due Aug. 18, 2012 and is convertible at a price per share equal to the price of any future equity raisings.

"We are delighted to have secured this financing and thank our major shareholder, Western Canadian Coal for its continued commitment and support to Energybuild," said Rhidian Davies, managing director of Energybuild, in a news release. "The funds will assist the company with the ongoing development of its coal assets in South Wales."

Energybuild's equity (London: EBG) closed at 19p. Market capitalization is £26 million.


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