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Published on 7/6/2009 in the Prospect News PIPE Daily.

International Stem Cell sells preferreds; NextWave wraps offering; ECOtality secures financing

By Stephanie N. Rotondo

Portland, Ore., July 6 - Monday's private placement marketplace was relatively full of deals, considering the holiday weekend, though no one sector - or type of financing - dominated.

International Stem Cell Corp. came to market with a $5 million deal. The company plans to sell preferred shares to raise the funds, which will be used to add financial strength to the balance sheet.

Meanwhile, NextWave Wireless Inc. said it took in $14.25 million through the sale of senior subordinated secured notes and warrants. The proceeds will be used for working capital.

ECOtality Inc. announced it received $2.5 million from the issuance of convertible debt. Of those investors that participated in the deal, the largest is also the renewable energy company's new joint venture partner.

In the biotechnology arena, Achillion Pharmaceuticals Inc. secured a standby equity distribution agreement, according to a press release. The deal calls for Achillion to sell up to $15 million principal amount at a discount.

Among mining issuers, Western Copper Corp. announced that it would sell flow-through equity units to raise C$4 million, while Ucore Uranium Inc. said it would place units to raise C$3 million.

International Stem Cell sells preferreds

Oceanside, Calif.-based International Stem Cell will take in $5 million via private placement of series E preferred stock, the company announced.

Under the deal inked June 30 with a biotechnology-focused fund, the company will sell the shares in multiple tranches. Warrants equal to 6.75 million common shares are also included.

The preferreds will pay an annual 10% dividend in the form of additional non-convertible preferred shares.

Additional pricing information was not available.

Proceeds will be used in part to advance the company's science.

"The flexibility of this financing will add greatly to our financial strength," commented Kenneth Aldrich, chief executive officer and chairman, in a statement. "We are pleased that we have secured a financing source that will be available to us at the time of our own choosing over the next year."

International Stem Cell's stock (OTCBB: ISCO) gained 2 pennies, or 2.35%, to $0.87. Market capitalization is $34.9 million.

NextWave settles notes placement

NextWave Wireless raised $14.25 million through a private placement of senior subordinated secured second-lien notes, according to a regulatory filing.

The company said that $15 million principal amount notes were sold at a discount on July 2. The notes come due Dec. 31, 2010.

Along with the notes, investors received warrants good for 7.5 million common shares at a strike price of $0.01 per share. The warrants expire June 29, 2012.

A company spokesperson said that the funds would be used for working capital purposes. The source, who declined to be identified, also said that the new notes are essentially a "second tranche" of the company's already existing second-lien facility.

"So this was a much more economical way to do the transaction," the source explained.

NextWave's shares (Nasdaq: WAVE) increased 2 cents, or 4.21%, to $0.49. Market capitalization is $49.4 million.

NextWave Wireless is a San Diego-based developer of wireless broadband products and technologies for mobile device and network manufacturers.

ECOTality gets financing

ECOtality, a renewable energy company, closed on $2.5 million raised through a private placement of convertible debentures on July 2.

The discounted secured notes carry an interest rate of 8% and mature Oct. 1, 2010. The notes are convertible into common stock at $0.06 per share.

Shenzhen Goch Investment Ltd. purchased $2 million of the converts. The investment is part of a $15 million financing the Shenzhen, China based investment holding company provided as part of a joint venture agreement.

Current investors of the company invested the remaining $500,000.

In a press release issued Monday, ECOtality said that it had signed a letter of intent to enter into a joint venture with Shenzen for the manufacturing and distribution of electric vehicle charging systems in China.

All told, Shenzen will contribute $15 million in funds, with $10 million going toward manufacturing and $5 million toward sales and distribution. Shenzen in return will receive exclusive sales and distribution rights of the charging systems.

"Shenzhen Goch Investment is a strong strategic partner that provides the knowledge and financial resources for ECOtality to successfully enter into the largest potential market for [electric vehicles] and their supporting infrastructure - China," stated Jonathan Read, president and CEO of ECOtality, in the release. "As we prepare for the commercial launch of grid-connected vehicles, the direct investment and joint venture with Shenzhen Goch Investment allows us to strengthen and expand our U.S. operations by internationally extending the reach of our technology leadership."

"As electric vehicles are one of the most viable solutions for China's energy and environmental concerns, we are working with multiple local governments and strategic partners in China to establish a robust charging network that will foster the public adoption of electric vehicles," said Dongsheng Gong, founder and chairman of Shenzhen Goch Investment. "With ECOtality's advanced fast-charging technology and industry-leading experience in electric vehicle infrastructure, this partnership will provide cost-effective charging systems that will enable clean electric transportation in China and globally expand the accessibility of electric vehicle technologies."

ECOTality's equity (OTCBB: ETLY) closed unchanged at $0.11. Market capitalization is $19.4 million.

ECOtality is based in Scottsdale, Ariz.

Achillion secures SEDA

Achillion Pharmaceuticals arranged a $15 million three-year standby equity distribution agreement with YA Global Master Fund SPV Ltd., the company said.

Achillion will sell shares to YA Global in $300,000 tranches at a 5% discount to the volume-weighted average price.

"We have entered a period of increased activity in our HCV programs, and the SEDA provides us with financial flexibility to explore multiple program options," said Mary Kay Fenton, chief financial officer of Achillion Pharmaceuticals, in a statement. "We currently have sufficient cash resources for the coming year and have no immediate intention to draw on this equity facility. Yet, as we continue partnering discussions for several of our programs, we expect that access to this form of capital should strengthen our financial and negotiating position."

"We provide innovative financing tools for publicly traded growth companies," added Michael J. Nowak, head of the health care group and managing director at Yorkville, who led YA's commitment to Achillion. "With Achillion's pipeline of exciting HCV compounds and with the milestones those compounds may achieve over the term of this agreement, we're especially delighted to be able to work with Achillion."

Achillion's shares (Nasdaq: ACHN) ended unchanged at $1.68. Market capitalization is $44.1 million.

Achillion is a New haven, Conn.-based biopharmaceutical company that develops treatments for infectious diseases.

Western Copper plans unit sale

Western Copper orchestrated a C$4 million placement of equity units, according to a press release.

The company will issue 4 million units holding one flow-through common share and one half-share warrant. Each unit will sell at C$1.00, and each whole warrant is exercisable at C$1.25 for three years.

Proceeds will go toward funding exploration, primarily at Western Copper's "world class" Casino project in the Yukon.

"The Casino project has NI 43-101 compliant reserve of 8 million [ounces] of gold, 4.4 billion lbs. of copper, and 475 million lbs. of molybdenum, contained in approximately 1 billion tons of ore," the company said in the release. "A positive pre-feasibility study was completed in June 2008, projecting a 30-year mine life with a 20.4% pre-tax IRR, C$1.8 billion NPV (8%) and a 3.8 year payback period."

Settlement is expected by July 10.

Western Copper's stock (TSX Venture: WRN) improved by 9 cents, or 11.84%, to C$0.85. Market capitalization is C$54.6 million.

Western Copper is a Vancouver, B.C.-based mineral exploration company.

Ucore to raise C$3 million

Elsewhere in the mining sector, Ucore Uranium announced a C$3 million non-brokered private placement of units.

According to the release, 15 million units will be sold at C$0.20, with each unit containing one common share and one half-share warrant. A whole two-year warrant is exercisable at C$0.30.

Funds raised will help to pay for exploration on the company's properties, with a focus on the Bokan Mountain property. Settlement is expected by July 17.

Ucore's shares (TSX Venture: UCU) fell 3 cents, or 11.54%, to C$0.23. Market capitalization is C$14.6 million.

Ucore Uranium is a Halifax, N.S.-based uranium exploration company.


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