Lucara lifts subscription deal; Hyperdynamics seeks $6.5 million; Valley High plans financings

By Stephanie N. Rotondo

Portland, Ore., Dec. 3 - The mineral and resource exploration and production sectors were the day's top issuers in Thursday's private placement market.

Lucara Diamond Corp., for one, announced it had upsized a previously announced deal. The company now intends to raise C$110 million by privately placing subscription receipts.

Oil and gas explorer Hyperdynamics Corp. meanwhile brought a $6.5 million registered direct offering of stock to market. According to a source, the proceeds will be used for a seismic study off the coast of Guinea.

Valley High Ventures Ltd. said it was seeking to raise more than C$5.5 million via two private placements of units. The terms of both deals are the same, but one is a non-brokered financing, while the other is brokered.

Away from the mining arena, Pure Earth Inc. said it completed a nearly $1.3 million private financing. The company issued convertible preferred shares to raise the funds.

Lucara increases subscription deal

Lucara Diamond increased a previously announced private placement of subscription receipts to C$110 million from C$100 million.

The deal originally priced Dec. 1.

The Vancouver, B.C.-based company now hopes to sell 110 million of the subscriptions at C$1.00 each. Each subscription is convertible into one common share.

Proceeds will be used for payments related to the company's AK6 diamond project acquisition, for exploration and development and for general corporate purposes. Settlement is expected by Dec. 16.

Calls seeking comment were not returned Thursday.

Lucara's shares (TSX Venture: LUC) gained 5 cents, or 5.00%, to C$1.05. Market capitalization is C$65.9 million.

Hyperdynamics seeks $6.5 million

Hyperdynamics announced a $6.5 million registered direct offering of equity.

The company will sell approximately 7.22 million common shares at $0.90 per share. In addition, investors will receive warrants equal to an additional 3.25 million shares. The warrants are exercisable at $0.98 for four years.

According to a source familiar with the deal, the proceeds will be used for general corporate purposes. Specifically, the funding will help the company complete a 2D-seismic project of the coast of Guinea in West Africa.

The source said that the company currently has all the oil and gas production rights in the offshore region of Guinea, but a portion of those rights will revert back to the government on Dec. 31. As such, the company is looking to complete the study "to help in those decisions."

Also, the company has signed "letters of intent with two partners that will take a working interest" in the project, "which will bring in roughly $50 million." However, those funds - should the letters turn into definitive agreements - are not expected to be received until March. "So this is just to carry through until then."

Hyperdynamics' stock (Amex: HDY) fell 4 cents, or 4.08%, to $0.94. Market capitalization is $75.6 million.

Hyperdynamics is a Sugar land, Texas-based oil and gas company.

Valley High plans financings

Valley High Ventures has arranged two private placements of units for total proceeds of C$5.72 million.

In the first part of the financing, the company will raise $4.14 million in a brokered placement. In the second portion, the company is seeking C$1.57 million on a non-brokered basis.

The brokered portion includes a C$414,000 greenshoe.

Valley High will issue 9.2 million units on a brokered basis and another 3.5 million units in the non-brokered tranche. Each unit will sell at C$0.45 and will consist of one common share and one half-share warrant.

Whole warrants are exercisable at C$0.65 for 18 months.

When asked why the company elected to do two different financings, Robert Cameron, president and chief executive officer, said that Valley High had "another party that wanted to participate on a private basis," thus the financing was created to allow for that.

Cameron added that, according to calls he had received from investors, the deals "seemed to be well-received by people familiar with the story."

Cameron also said that the funds would be used for work on a "potential new discovery. It requires a lot of work to go forward" and the funding is "the first step in ramping up production."

The deal is expected to settle before Christmas, he said.

"That's our timeline and we are quite hopeful we will be able to do that," Cameron remarked.

Valley High's stock (TSX Venture: VHV) dropped 6 cents, or 11.76%, to C$0.45. Market capitalization is C$15.3 million.

Valley High Ventures is a Vancouver, B.C.-based mineral exploration company.

Pure Earth wraps preferred sale

Pure Earth, a Trevose, Pa.-based waste management and alternate energy solutions company, settled a $1.27 million private placement of convertible preferred shares, according to a press release.

The company sold 126,000 of the series C shares. The preferreds pay dividends of 10% in the first year and 15% thereafter. The shares are also convertible into common stock at $0.40 per share.

"The raising of this equity in these uncertain times and under speaks directly to the confidence of the managers, employees and third parties who know the company," said Mark Alsentzer, CEO, in the release.

"With our streamlined management team and our current sales backlog we have the ability to rebound to historical profit levels and beyond. This money should bridge the gap until we start generating positive cash flow again."

The company also said that the financing exceeded a bank covenant of raising $800,000 by Nov. 30.

"There are a lot of positive events going on at the company, but unfortunately these events have not yet been reflected through our operations," Alsentzer said. "We should begin to see the results early in 2010."

Pure Earth's equity (OTCBB: PREA) ended unchanged at $1.40. Market capitalization is $4.91 million.

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