Mobile Satellite sells $150 million notes with SkyTerra warrants; Collexis gets $2.7 million

By LLuvia Mares

New York, Dec. 17 ? Mobile Satellite Ventures and SkyTerra Communications, Inc. led PIPEs news Monday, after negotiating a $150 million private placement of Mobile's senior unsecured notes and warrants for 7.5% of SkyTerra's common stock on a fully diluted basis.

"Other than simply saying, that we did evaluate the issue of standard stock as oppose to unsecured notes and this option was very attractive to us," said Scott Macleod, company vice president and chief financial officer. "It's a non-cash pay until 2011 and we feel very good about it."

The warrants have a strike price of $10.00 per share.

The company's stock (OTCBB: SKYT) closed at $5.75 on Monday, up $0.60 from Friday's $5.15 closing.

Harbinger Capital Partners Master Fund I, Ltd. and Harbinger Capital Partners Special Situations Fund, LP are the investors.

The notes will mature on May 1, 2013 and bear interest at 16.5% per year. Interest will be payable in cash or in-kind until Dec. 15, 2011 and in cash thereafter.

Settlement is expected on Jan. 4, 2008.

The proceeds will be used for working capital and general corporate purposes.

Sky Terra is the parent company of Mobile, a Reston, Va.-based satellite company.

Collexis raises $2.7 million

Collexis Holdings Inc. plans to use the $2.7 million raised from a private placement of 3.6 million shares of restricted common stock on Monday toward expanding its platform.

"We are gratified that both existing and new investors, including board members, have recognized the significant progress we are making towards our strategic initiatives and are enthusiastic about the exciting opportunities that lie ahead as we further develop our technological solutions," said William Kirkland, company chief executive officer, in a press release.

"This financing will allow us to expand our core platforms, launch our social networking community, make selected strategic acquisitions and for working capital purposes."

The shares were priced at $0.75 apiece.

Collexis' stock (OTCBB: CLXS) closed at $0.52 on Monday, down $0.03 from Friday's $0.55.

Collexis is a Columbia, S.C.-based developer of search and discovery software.

Studio One gets $1.5 million

Studio One Media, Inc. announced Monday, it successfully raised a $1.5 million private placement of stock.

"It seems to be the most expedient and best way to raise funds at a cheap price," said Ken Pinckard, company chief financial officer, about going the private placement route.

"We are not looking for any acquisitions right now but we will be doing some additional financing at the appropriate time later [next] year."

The company sold 500,000 shares at $3.00 apiece. The shares are accompanied by an equal number of warrants to buy shares at $4.00 apiece for two years.

Studio One's stock (OTCBB: SOMD) closed at $5.32 on Monday, up $0.32 from Friday's $5.00.

Proceeds will be used for the build-out of the company's new headquarters in Scottsdale, Ariz., and for general operating expenses.

Based in Scottsdale, Ariz., Studio One designs, manufactures and operates a proprietary, self contained interactive audio/video recording studio designed to be installed in shopping malls and other high traffic public areas.

STAAR get $5 million

In order to continue product growth, STAAR Surgical Co. said it closed $5 million from a private placement of an unsecured senior promissory note with Broadwood Partners, LP.

Proceeds will be used for STAAR's acquisition of the remainder of Canon Starr Co., Inc., a joint venture formed by Starr, Canon Inc. and Canon Marketing Japan, Inc.

"The acquisition gives STAAR exclusive global control of all of our innovative proprietary products and technology, including the Visian ICL, Collamer lens material, Collamer IOLs, preloaded IOL injector, and will allow us to market our cataract products directly into the large and growing Japanese market," said Barry G. Caldwell, company president and chief executive officer, in a press release.

"Though the successful integration of the business presents a distinct set of challenges, we are excited by the long-term opportunities for growth in this region. This agreement allows STAAR to invest in further expansion of its international business without diverting working capital from our other growth strategies in 2008."

The notes mature in three years and bear interest at 7% per year.

Broadwood also received warrants for 700,000 shares, exercisable at $4.00 per share for six years.

STAAR's stock (Nasdaq: STAA) closed at $2.46on Monday, $0.17 from Friday's $2.63 close.

If STAAR has not repaid the note by June 29, 2009, it will issue warrants for a number of shares equal to 700,000 times the percentage of the original $5 million principal that remains outstanding.

STAAR is a manufacturer of ophthalmic products based in Monrovia, Calif.

First Metals negotiates C$3.08 million

First Metals Inc. said with the arrangement for the C$3.08 million private placement of units, the company will not need to look into additional financing for at least another year.

"We have a big exploration program coming forward in the next three months and we decide to go with flow-through shares because we can get them at a premium," said Richard Williams, company chief executive officer. "With this financing we should be cash-flow positive by January."

The company will sell 2.8 million units at C$1.10 apiece. The units consist of one flow-through common share and one half-share warrant. Each whole two-year warrant will be exercisable at C$1.75 for the first year and at C$2.00 thereafter.

Insiders have subscribed for C$220,000, the MineralFields Group has agreed to invest C$2 million and MTAX 2007 (No.2) Mineral LP bought C$600,000 of the units.

First Metals' stock (Toronto: FMA) closed at C$0.71 on Monday, down C$0.21 from Friday's C$0.91 close.

Williams said the company is on a large acquisition trail now and will not be looking into additional financing until later next year.

Proceeds will be used for drilling.

Toronto-based First Metals is copper, gold, silver and zinc exploration company

Mengold completes C$1.4 million

In the mining sector, Mengold Resources Inc. settled the first tranche of a C$1.8 million private placement of units, raising C$1.4 million.

"Mengold is very pleased to be renewing its relationship with MineralFields Group," said Joel Scodnick, company president and chief executive officer, in press release. "This is an important milestone in the growth of Mengold and we look forward to working with MineralFields Group as we develop our property holdings."

The deal priced Nov. 1.

The company sold 3.5 million units at C$0.40 apiece in this tranche. The majority of the first tranche was bought by the MineralFields Group

The company plans to sell a total of 4.5 million units of one flow-through common share and one half share warrant. Each whole two-year warrant will be exercisable at C$0.45 for the first year and at C$0.55 thereafter.

The warrants may expire sooner if the company's shares trade at more than C$0.50 for 21 consecutive trading days in the first year. In that case, the warrants will expire 14 calendar days after Mengold notifies holders.

The company's stock (TSX Venture: MNI) closed at C$0.26, down C$0.04 from Friday's C$0.30 close.

Proceeds will be used for exploration.

Mengold is a gold and base metals exploration company based in Montreal.

Cougar to raise $87 million

Cougar Biotechnology, Inc. announced plans to raise $87 million in a private placement of stock.

The company will sell 3.0 million shares at $29 per share to a group of institutional investors. No warrants were issued in the deal.

The company's stock (Nasdaq: CGRB ) closed at $30.50 on Monday, up $0.74 from Friday's $29.76 close.

The transaction is expected to close on Dec. 20.

Leerink Swann LLC was lead placement agent, Cowen and Co., LLC and Lazard Frères & Co. LLC were co-placement agents.

Proceeds will be used for ongoing clinical development of company's drug candidates abiraterone acetate, noscapine and seocalcitol.

Los Angeles-based Cougar is a biotechnology company specializing in developing clinical drugs.

OPEL settles C$22.5 million

In the technology sector, OPEL International Inc. raised C$22.5 million in a previously announced private placement of units.

"This financing will take us a step up to full production, which is what we were planning on," said Mike McCoy, company chief financial officer. "Doing [the financing] this way will be much quicker than doing a prospectus."

The deal priced on Dec. 5 for C$25 million.

The company planned to sell up to 16,666,667 units at C$1.50 each but only managed to sell 15 million units.

The units consist of one common share and one half-share warrant with each whole warrant exercisable at C$1.90 for two years.

OPEL's stock (TSX Venture: OPL) closed at C$1.47 on Monday, down C$0.03 from Friday's C$1.50 close.

The offering was conducted by a syndicate of agents led by Raymond James Ltd. and including Clarus Securities Inc., Canaccord Adams Inc. and IBK Capital Corp.

Based in Toronto, OPEL is a developer and supplier of concentrating photovoltaic panels.

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