Emisphere gears up to wrap $33.04 million stock sale; Vivus to settle $12 million direct offering

By Sheri Kasprzak

New York, May 10 - Emisphere Technologies, Inc.'s stock jumped on word that next week the company will seal up a much-needed financing for $33.04 million in proceeds.

The stock climbed 17.96%, or $1.48, on the day to settle at $9.72 (Nasdaq: EMIS).

Under the terms of the offering, Emisphere will sell 4 million shares at $8.26 each, just a slight premium to the company's $8.24 closing stock price on May 9.

ThinkEquity Partners, LLC is the bookrunner for the deal, scheduled to close May 15.

Elliot Maza, Emisphere's chief financial officer, said in an interview Wednesday afternoon that the company decided to go with a direct placement of registered shares because the deal could be completed at market price.

"The placement was a direct placement of registered shares, which allowed the investors to trade the shares after they were placed," said Maza. "We were able to execute the offering with no discount and no warrant coverage."

Maza said the capital infusion comes at a critical time for Emisphere.

"If you look at our 10-Q [from the Securities and Exchange Commission], we were starting to get to a critical point and needed to do a financing to develop our clinical programs," he said.

For the quarter ended March 31, 2006, Emisphere reported a net loss of $26,836,000, compared to a net income of $6,529,000 for the same quarter of 2005.

It had also warned it expected to run out of cash by mid-July.

Headquartered in Tarrytown, N.Y., Emisphere is a biopharmaceutical company focused on developing oral delivery of drugs that would otherwise only be delivered through injection.

Mosow CableCom agrees unit sale

In other PIPE activity Wednesday, Moscow CableCom Corp. entered into agreements for a $20,374,009 unit deal. The placement is slated to close May 18.

The company issued 2,462,860 units at $8.2725 each.

The units are composed of one share and one half-share warrant. Each whole warrant is exercisable at $9.852 each through May 5, 2008.

Renova Media Enterprises Ltd. agreed to buy 1,208,824 units.

"We are pleased to have the continued confidence of Renova Media and the other investors in this private placement," said Mikhail Smirnov, Moscow CableCom's chief executive officer, in a statement released Wednesday afternoon. "We intend to utilize these funds to accelerate the expansion of our hybrid fiber coaxial network in Moscow, continue our aggressive sales and marketing programs and improve and expand our administrative and operating infrastructure."

The stock fell 2.31%, or 20 cents, to end the day at $8.45 (Nasdaq: MOCC).

New York,-based Moscow CableCom provides broadband services to residential and commercial customers.

Vivus's $12 million stock deal

In the biotech sector Wednesday, Vivus, Inc. announced its plans to settle a $12 million direct placement of its stock.

After the placement was announced Wednesday morning, the stock climbed 31.1%, or $1.02, to close at $4.30, but lost 5 cents in after-hours activity (Nasdaq: VVUS).

The company agreed to sell 3,669,725 shares at $3.27 apiece on Wednesday to a group of investors led by OrbiMed Advisors, LLC.

The price per share represents only a slight discount to the company's May 9 $3.28 closing stock price.

The proceeds from the placement will be used for clinical trials including studies required before the initiation of the phase 3 clinical trial of Onexa, Vivus's product for obesity. The remainder will be used for general corporate purposes.

Headquartered in Mountain View, Calif., Vivus is a pharmaceutical company focused on treatments for obesity and sexual dysfunction.

Bronco Energy prices PIPE

As oil prices continued to climb for the second straight session, Bronco Energy Ltd. priced a C$28 million private placement it announced earlier this month.

The placement includes 6.25 million shares at C$4.00 apiece and up to 600,000 flow-through shares at C$5.00 each.

The deal is being placed through a syndicate of agents led by RBC Capital Markets and the agents have an over-allotment option for up to 500,000 non flow-through shares.

The deal is scheduled to wrap up on May 19.

Proceeds will be used for exploration, development and acquisition expenses, as well as for general corporate purposes.

On Wednesday, the company's stock advanced by 2.67%, or 13 cents, to end at C$5.00 (TSX Venture: BCF).

Bronco, located in Calgary, Alta., is an oil and natural gas exploration company.

Oil prices jumped $1.44 on Wednesday to close at $72.13 per barrel after gaining 92 cents to close at $70.69 per barrel on Tuesday.

Among the other oil offerings sparked by the higher oil prices as a C$19,725,000 stock deal priced by Celtic Exploration Ltd.

The offering includes up to 1.5 million shares at C$13.15 each.

A syndicate of underwriters led by FirstEnergy Capital Corp. has a greenshoe for up to 500,000 additional shares.

The placement is expected to close May 30.

Celtic's stock dipped 42 cents to close at C$13.78 (Toronto: CLT).

The proceeds will be used for ongoing development drilling at the Kaybob South project.

Calgary, Alta.-based Celtic is an oil and natural gas exploration and development company.

Canadian Sub-Surface plans C$17.5 million deal

Related to energy offerings was a C$17,499,997 PIPE planned by Canadian Sub-Surface Energy Services Corp. as part of its acquisition of the assets of Colter Production Services Inc.

Canadian Sub-Surface plans to sell 2,333,333 shares at C$7.50 apiece through a syndicate of underwriters led by Raymond James Ltd.

The underwriters have a greenshoe for up to 200,000 shares.

The proceeds will be used for a portion of the acquisition cost, as well as for working capital.

The placement is scheduled to close May 31.

Under the terms of the acquisition, Canadian Sub-Surface will buy all of the assets of Colter at C$29.85 million. Of that, C$16.3 million will be funded in cash and C$13.55 million through stock at C$7.37 per share.

The company's stock climbed 20 cents to end at C$8.00 (Toronto: CSE).

Calgary, Alta.-based Canadian Sub-Surface provides wireline, product testing and well optimization and swabbing services to the oil and natural gas exploration sector.

Nevsun to close C$10 million deal

Looking to the gold sector, Nevsun Resources Ltd. said it was gearing up to close a C$10 million private placement.

One investor intends to buy 2.5 million shares at C$4.00 apiece.

The non-brokered placement is scheduled to close May 12.

Proceeds will be used for working capital.

The company's stock slipped 11 cents, or 2.41%, to end at C$4.46 (Toronto: NSU).

Located in Vancouver, B.C., Nevsun is a gold and copper exploration company.

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