Boart Longyear to recapitalize; ArthroCare eyes $75 million deal; Atlas Pipeline offers units

By Stephanie N. Rotondo

Portland, Ore., Aug. 17 - Boart Longyear Ltd. announced a recapitalization plan Monday that included a A$350 million private placement of shares.

The deal also included an A$406 million entitlement offer. The company plans to use proceeds to pay down its debt.

Meanwhile, ArthroCare Corp. said it would take in $75 million from a private placement of convertible preferred shares. A single investor participated in the deal.

Atlas Pipeline Partners LP arranged a $17 million sale of units. Funds will be used to reduce debt.

In settled deals, U.S. Geothermal Inc. raised C$10.93 million in a private placement of subscription receipts. The subscriptions were automatically convertible into equity units.

Also, Leisure Canada Inc. said it pocketed nearly C$15 million in its unit placement. The deal originally included C$5 million units, with a C$15 million greenshoe.

Among existing deals still in the market, Advanced Explorations Inc. increased a private placement of units by nearly C$1 million.

Boart intends to recapitalize

Boart Longyear is looking to recapitalize its balance sheet with the help of a A$350 million private placement of ordinary stock. The company also is planning an A$406 million one-for-one entitlement offer.

Under the terms of the plan, Boart will sell its ordinary shares at A$0.27 per share. Of the placed shares, A$120 million will settle unconditionally, while the remaining A$230 million must be approved by shareholders.

"The initiatives will significantly improve Boart Longyear's financial flexibility with no material debt refinancing required for over two years," the company said in a press release. "Following the offer, pro-forma net debt as at June 30, 2009 is expected to be US$166 million. The net proceeds of the offer will be used to repay existing debt."

Boart's shares (Australia: BLY) closed at A$0.44.

Boart Longyear is a South Jordan, Utah-based provider of drilling services and equipment.

ArthroCare arranges $75 million deal

ArthroCare orchestrated a $75 million private placement of convertible preferred shares, according to a filing with the Securities and Exchange Commission and a subsequent press release.

The Austin, Texas-based company sold 75,000 of the 3% series A preferreds on Aug. 14, the company said. Each share sold at $1,000. The shares are convertible into 66.667 common shares per each $1,000 principal amount, a conversion value of $15.00. Dividends are payable quarterly until Oct. 1, 2014.

The shares were sold to a single investor, One Equity Partners. One Equity Partners is the global private equity investment arm of JPMorgan Chase & Co.

"We are pleased to have the support of a prestigious investor such as One Equity Partners," remarked David Fitzgerald, ArthroCare's acting president and chief executive officer, in the release. "This investment attests to the strength of our underlying business.

"This financing will provide ArthroCare with the resources to repay our debt and also give us additional financial flexibility to continue pursuing our plans. We look forward to working with One Equity Partners to create long-term shareholder value."

ArthroCare's equity (Pink Sheets: ARTC) gained 52 cents, or 3.59%, to $15.00.

ArthroCare is a designer, manufacturer and developer of medical devices for use in soft-tissue surgeries.

Atlas Pipeline to sell units

Atlas Pipeline Partners will conduct a $17 million private sale of common units, the company announced.

Atlas will issue 2.7 million units at $6.35 per unit, according to a press release. The release did not indicate what the units would contain, and a company spokesperson was unavailable for comment on Monday.

In addition, investors will receive warrants to purchase an additional 2.7 million units - also at $6.35 - for two years.

The company plans to use the funds to repay existing debt, as well as to terminate certain legacy natural gas derivative positions.

Atlas' shares (NYSE: APL) dropped 80 cents, or 10.96%, to $6.50. Market capitalization is $320 million.

Atlas Pipeline Partners is a Moon Township, Pa.-based natural gas pipeline operating company.

U.S. Geothermal wraps deal

Among settled transactions, U.S. Geothermal said it closed on an approximately C$10.94 million placement of subscription receipts.

The company sold the subscriptions at C$1.35 each. The subscriptions were automatically exchangeable for units containing one common share and one half-share warrant. Each whole warrant is exercisable at US$1.75 for two years.

Proceeds will be used for drilling purposes at the company's Neal Hot Springs project in Eastern Oregon.

Calls made to the company seeking comment went unreturned Monday.

U.S. Geothermal's stock (TSX: GTH) fell 7 cents, or 3.93%, to C$1.71.

U.S. Geothermal is a Boise, Idaho-based renewable energy development company.

Leisure Canada takes in C$14.32 million

Leisure Canada also completed a deal, bringing in C$14.32 million via a private placement of equity units.

The deal originally priced at C$5 million with a C$15 million greenshoe on July 13.

The Vancouver, B.C.-based Cuban hotel operator sold 71.58 million units containing one common share and one half-share warrant at C$0.20 per unit. Each whole warrant is exercisable at C$0.25 until Dec. 31, 2010.

Funds raised will go toward advancing the company's real estate opportunities in Cuba and for general corporate purposes.

Concurrently with the financing, Leisure Canada said Walter H. Berukoff is resigning his post as president and chief executive. Robin Conners, who joined the company's board of directors on July 2, will replace him. Berukoff will retain his position as executive chairman.

Leisure Canada's shares (TSX Venture: LCN) slipped a penny, or 3.33%, to C$0.29. Market capitalization is C$17.8 million.

Advanced Explorations lifts placement

Advanced Explorations upsized a private placement of units to C$2.5 million from C$1.8 million, according to a news release.

The deal originally priced Aug. 10. The company raised C$1.4 million in the first tranche of the deal, which settled Aug. 14.

All told, the company will issue 13.89 million units holding one flow-through share and one warrant. Each unit will sell at C$0.18, and each one-year warrant is exercisable at C$0.15.

About 7.77 million of the units were sold Aug. 14.

Proceeds will be used for exploration.

Advanced Explorations' stock (TSX Venture: AXI) closed steady at C$0.185. Market capitalization is C$9.98 million.

Advanced Explorations is a Toronto-based petroleum and mineral exploration company.

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