GMP to seek C$30 million from Fairfax, others; Neoprobe, Sinclair wrap deals; VentriPoint to sell units

By Kenneth Lim

Boston, Dec. 8 - GMP Capital Trust plans to raise C$30 million through a sale of units that will mostly go to Fairfax Financial Holdings Ltd. and another Canadian investor.

Neoprobe Corp. raised $3 million after completing the final milestone in a $13 million financing agreement.

VentriPoint Diagnostics Ltd. plans to sell C$3 million of debenture-and-warrant units through a private placement, while Sinclair Pharma plc settled a £1.12 million stock offering.

GMP to boost liquidity

GMP Capital Trust plans to sell C$30 million of units through a private placement.

The company will sell units of one C$6.50 par value 10% cumulative perpetual non-voting preferred limited partnership unit and one warrant at C$6.50 per unit.

Each warrant will be exercisable at C$6.50 for five years.

GMP common stock (TSX: GMP.UN) jumped 23.53% or C$0.76 to close at C$3.99 on Monday. The company has a market capitalization of C$255.6 million.

The preferred limited partnership units will be entitled to receive a 10% cumulative perpetual preferred distribution in cash when declared by the general partner of GMP Preferred LP.

Proceeds will be used to enhance GMP's liquidity position, to pursue strategic opportunities and for general corporate purposes.

Toronto-based GMP is an independent investment dealer.

Canadian insurer Fairfax Financial and "another leading Canadian investor" have given firm commitments for C$25 million of units, GMP said in a statement. Certain GMP employees and management have agreed to subscribe for another C$5 million.

"We are pleased that Fairfax has decided to make a significant investment in GMP," said GMP chief executive Kevin Sullivan in the statement. "This transaction further validates the strength of our franchise and provides us with even greater flexibility to weather current market conditions and pursue opportunities in the Canadian capital markets going forward."

Neoprobe raises $3 million

Neoprobe placed $3 million of convertible preferred stock with Platinum-Montaur Life Sciences, LLC, wrapping up a $13 million financing agreement.

Each of the preferreds is convertible into common shares at $0.50 per share. Neoprobe common stock (OTCBB: NEOP) closed unchanged at $0.57 on Monday. The company has a market capitalization of $39.78 million.

Platinum-Montaur also received warrants for 6 million common shares; each warrant is exercisable at $0.58.

Neoprobe is a Dublin, Ohio-based biomedical company focused on improving cancer surgery outcomes.

Neoprobe and Platinum-Montaur in 2007 agreed on a financing agreement that was hinged on progress of Neoprobe's radioactive tracing agent Lymphoseek. In 2007, Neoprobe received the initial funding of $7 million in the form of a secured note due December 2011. The second funding of a $3 million secured note also due December 2011 took in April.

On Dec. 2, Neoprobe achieved the final milestone with satisfactory results from its phase 3 trial of Lymphoseek with breast cancer or melanoma patients.

"The completion of the third funding by Montaur enables us to continue the development of Lymphoseek and validates our business strategy," Neoprobe president and chief executive David Bupp said in a statement.

"The commercialization of Lymphoseek, in concert with the dominant radiopharmaceutical distributor in the U.S., creates a commercial opportunity for Neoprobe in excess of $250 million annually. In addition, the recent receipt of very positive scientific advice from the centralized European regulatory authority on RIGScan CR has provided us with a clear pathway for the commercialization of a second drug with an annual market potential in excess of $2 billion. The achievement of positive phase 3 results for Lymphoseek and the affirmation of the development plan for RIGS coupled with the continuing commercial success of our gamma device products portend an auspicious future for Neoprobe and its shareholders."

Montaur healthcare portfolio manager Michael M. Goldberg added: "We are very pleased with the progress that Neoprobe is making. We have seen the raw data in the open label phase 3 study and believe the results suggest that Lymphoseek is well positioned to successfully meet the regulatory requirements for approval.

"Neoprobe stands out in this difficult financing environment, in that it is well positioned with adequate financial resources to advance its lead product to commercialization. The company has an excellent partner for this product and a robust pipeline with the recent progress with their RIGS product."

Ventripoint to sell debentures

VentriPoint plans to offer C$3 million of debenture and warrant units through a private placement.

Each unit comprises one C$1 par two-year 8% secured debenture and four share purchase warrants. Each warrant is exercisable at C$0.15 for three years.

VentriPoint, a C$1.89 million market capitalization company, saw its common stock (TSX: VPT) closed unchanged at C$0.11 on Monday.

Proceeds will be used to incur expenditures in preparation for and implementation of product and service commercialization and for working capital purposes.

Based in Calgary, Alta., VentriPoint is a clinical diagnostic company.

Sinclair closes share deal

Sinclair settled a £1.12 million private placement of shares.

The company sold 7 million ordinary shares at 16p apiece. Sinclair common stock (LSE: SPH) closed at 17p on Monday.

The company has a market capitalization of £17.1 million.

Based in Surrey, England, Sinclair is a pharmaceutical company focused on treatments for dermatitis.

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