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Published on 11/7/2005 in the Prospect News PIPE Daily.

Homestore wraps $100 million convertible preferreds; Solar settles $37 million note sale

By Sheri Kasprzak

New York, Nov. 7 - Homestore, Inc. led PIPE news to kick off the week, wrapping a $100 million convertible preferred stock deal.

The Westlake Village, Calif.-based company issued 100,000 shares of series B convertible preferred stock at $1,000 each to Elevation Partners, LP.

The 3.5% preferreds are convertible into common shares at $4.20 each.

The offering sent the company's stock up 18.26%, or $0.65, to settle at $4.21. The stock gained another $0.04 in after-hours trading.

"This new capital will help ensure that our customers have access to the highest value, most effective marketing solutions available anywhere," said Mike Long, Homestore's chief executive officer, in a statement.

"Homestore fits perfectly with our investment strategy," said Fred Anderson, co-found of Elevation Partners, in a statement. "The online real estate media opportunity is very large and Homestore is the undisputed leader in this category. This combination of rich content for consumers and effective marketing solutions for real estate professionals provides Homestore with a platform for substantial growth."

On Tuesday, the company will present its third-quarter earnings report.

For the second quarter ended June 30, the company reported a net income of $3.32 million, compared to a net loss of $4,262,000 for the same quarter of 2004.

Homestore is a holding company for real estate web sites.

Elsewhere in PIPEs on Monday, Solar Integrated Technologies, Inc. concluded a $37 million offering of 6.5% convertible notes due 2010.

"As we communicated to the market in late September, our top priority over the remainder of 2005 was to strengthen the company's financial position," said Jon Slangerup, Solar Integrated's chief executive officer, in a statement released early Monday. "We are pleased to report that this transaction completes our objective.

"This financing will ensure the company's ability to support continued growth. We are delighted that we were able to attract a group of well-known institutional investors based in both the U.S. and the U.K., including Goldman Sachs."

The notes, which mature on Nov. 1, 2010, are initially convertible into common shares at $3.392 each, a 16% premium to the average of the closing prices of the company's stock during a 10-day pricing period. The average came out to 163.95p and was converted into U.S. dollars at the then-effective exchange rate.

Jefferies & Co. was the placement agent for the offering.

New York-based Solar Integrated said it plans to use the proceeds for working capital, general corporate purposes and potential acquisitions or investments in complementary businesses, products or technologies.

Of the $37 million in notes issued, Solar Integrated issued $4 million in principal to Crestview Capital in exchange for $4 million in unsecured convertible debentures bought by the investor on Sept. 30 and due on Dec. 31, 2005.

After the offering was announced on Monday morning, Solar Integrated's stock gained 7p to close at 172p.

Solar Integrated makes building integrated photovoltaic systems for commercial roofing and mobile power applications, enabling the production of solar electrical power.

Beacon Power's $15 million deal

Moving elsewhere in the energy sector, Beacon Power Corp. has entered into definitive agreements with 10 institutional investors for its $15 million stock deal.

By Tuesday, the company plans to issue 9,933,775 shares at $1.51 each.

The investors will receive warrants for up to 3 million shares, exercisable at $2.21 each.

"This investment is a clear indication of the confidence the financial community has in our business model, and we're grateful for their support," said Bill Capp, the company's chief executive officer, in a statement. "The funding will enable us to begin immediate development of our next-generation flywheel system - the Smart Energy 25. That system is the key component of our full-scale commercial Smart Energy Matrix, which is designed to provide frequency regulation services on the power grid."

Merriman Curhan Ford & Co. is the placement agent.

Based in Wilmington, Mass., Beacon Power designs energy storage and power conversion tools for the utility, renewable energy and distributed generation markets.

Clean Diesel raises $6.26 million

Clean Diesel Technologies Inc. settled its $6,258,560 private placement with a group of new and existing investors.

The Stamford, Conn.-based company sold 8.89 million shares at $0.704 each.

J.M. Finn & Co. was the placement agent.

The offering was announced Monday morning. By the end of the day, the company's stock had slipped 10.71%, or $0.15, to finish at $1.25.

"We are delighted by the confidence that is being shown in Clean Diesel by investors and management alike," said Bernhard Steiner, Clean Diesel's chief executive officer, in a statement. "The funds will enable us to continue the commercialization and development of our core products. Furthermore, we intend to enhance our international sales and marketing programs and put our first-class technologies in front of key potential customers."

According to the statement, Clean Diesel expects to benefit from U.S. and European emission initiatives, including a U.S. congressional bill that will provide $1 billion over the next five years to clean up 11 million U.S. diesel engines.

Clean Diesel develops chemical and technological advances to reduce emissions in car engines.

Marksmen leads Canadians

In Canada, oil and natural gas explorer Marksmen Resources Ltd. priced a C$4.5 million unit deal on Monday.

The deal is comprised of up to 7.5 million flow-through shares at C$0.40 apiece and up to 5 million units at C$0.30 each.

The units include one non flow-through share and one half-share warrant. The whole warrants allow for the purchase of another share at C$0.40 each through June 30, 2007.

Jennings Capital Inc. is the placement agent.

Proceeds will be used for drilling in southeast Saskatchewan and for exploration and development on new projects.

The Comox, B.C.-based company's stock dipped 20%, or C$0.07, to close at C$0.28 on Monday.

Introgen stock up 4.2%

Introgen Therapeutics Inc. saw its stock gain 4.2% on Monday after pricing a $20 million direct placement Friday.

The company's stock advanced $0.25 to close at $6.21 before losing $0.09 in after-hours trading.

On Friday, when the placement was announced, the company's stock gained $0.42, or 7.6%, to close at $5.96.

Under the terms of the placement, Introgen will sell shares under its shelf registration to Colgate-Palmolive Co. at $5.539 each as part of a collaboration agreement.

The company conducted a similar offering for $24.3 million in December 2004. In that transaction, the company sold shares at $6.94 each.

Based in Austin, Texas, Introgen develops treatments for cancer and other diseases.


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