SouthGobi to raise C$80 million; Pharmos wraps $4 million; Romios sells C$5.39 million

By LLuvia Mares

New York, Jan. 7 - SouthGobi Energy Resources Ltd. plans to further develop projects after it settles a C$80 million private placement of shares.

"It's pretty much a normal routine for us to do a private placement with deals like this, a lot of companies like SouthGobi find it easier to do," said Steven Feldman, company investor relations director. "The company has proceeded to develop itself and with this financing it will go further in its developments and projects."

The company will sell 10 million common shares at C$8.00 each.

SouthGobi's stock (TSX Venture: SGQ) closed at C$9.50 on Jan. 4 and held steady at that level Monday.

Proceeds will be used to finance initial development of an open-pit coal mine at SouthGobi's Ovoot Tolgoi coal project in southern Mongolia, for exploration, development, general corporate and administrative purposes.

Based in Vancouver, B.C., SouthGobi Energy Resources explores and develops its Permian-age metallurgical and thermal coal deposits in Mongolia's South Gobi region to supply coal products and electricity to markets in Mongolia and China.

Pharmos wraps $4 million

In the pharmaceuticals sector, Pharmos Corp. led news after it raised $4 million from the first tranche of an $8 million private placement of convertible debentures

Venrock Associates; New Enterprise Associates; Lloyd I. Miller, III; and Robert Johnston were the investors in the first tranche.

The note matures on Nov. 1, 2012 and bears interest at 10% per year. It is convertible into common stock at $0.70 per share.

Interest is payable semi-annually.

The second tranche is expected to close within 45 days. If additional investors do not subscribe for at least $500,000 in the second tranche, three of the investors in the first tranche will invest an additional $500,000.

The company's stock (Nasdaq: PARS) closed at $0.37 on Monday, down $0.02 from Friday's $0.39 close.

Pharmos is a biopharmaceutical company based in Iselin, N.J.

Romios sells C$5.39 million

In the mining sector, Romios Gold Resources Inc. said it was pleased with its new partnership, after completing two private placements of shares, raising C$5.39 million. The deals priced for C$5.75 million on Dec. 21.

"We are very pleased with the new investment by the MineralFields Group and very happy about the interest shown from Trinity Woods Mining and frontierAlt," said Tom Drivas, company president and chief executive officer, in a press release.

"This is an important milestone in the growth of the corporation and we look forward to working with MineralFields Group as we develop our holdings in British Columbia and Ontario."

The company sold 10,361,800 flow-through common shares at C$0.50 each for C$5.18 million. Six million of the shares were placed with the MineralFields Group for C$3 million. Insiders bought 544,000 of the shares. The company originally planned to sell up to 10.5 million flow-through shares at that price for C$5.25 million.

The company also sold 525,000 common shares at C$0.40 each for C$210,000. Of these shares, 500,000 were placed with frontierAlt for C$200,000. The remainder of the shares were bought by an insider. At pricing, the company intended to sell up to 1.25 million common shares for C$500,000.

Romios' stock (TSX Venture: RG) closed at C$0.4550 Monday, unchanged on the session.

Proceeds from the placement will be used for exploration and working capital.

Romios is a precious metal exploration company based in Toronto.

Energroup negotiates $17 million

Another company also reaping the benefits of a fat bank account on Monday was Energroup Holdings Corp. after raising $17 million in a private placement of stock.

"We are pleased to have completed this financing with a lead investor of Pinnacle's stature," said Huashan Shi, company president and chief executive officer, in a press release.

"The proceeds will be utilized for working capital, to expand our production capabilities to meet growing market demand, and to broaden our distribution footprint to include cities surrounding our primary hub of Dalian City located in the province of Liaoning, where to date we have achieved a 50% market share in the fresh pork market."

The company sold 3,863,636 common shares on Dec. 31.

Pinnacle China Fund, LP was the lead investor.

Energroup also said it acquired all of the issued and outstanding capital stock of Precious Sheen Investments Ltd., the parent company of China-based Dalian Chuming, a pork processing company, on Dec. 31. The acquisition was accomplished through a share exchange in which the former Precious Sheen Investments shareholders were issued a controlling stake in Energroup.

The company's stock (OTCBB: ENHD) closed at $7.50 on Aug. 20, the last time the stock was traded.

Based in Argyle, Texas, Energroup does not have significant operations.

Tower Tech to sell $17.23 million

Also in the technology sector, Tower Tech Holdings Inc. plans to raise $17.23 million in a private placement of stock.

Tontine Partners, LP; and Tontine 25 Overseas Master Fund, LP are the investors.

Tower Tech plans to sell 2,031,250 common shares at $8.48 apiece.

Tower's stock (OTCBB: TWRT) closed at $12.40 on Monday, down $0.35 from Friday's $12.75 close.

Proceeds will be used for a planned acquisition of Energy Maintenance Service, LLC. The placement is expected to close alongside the acquisition.

Before the placement, Tontine owned about 38% of Tower Tech's outstanding stock.

Based in Manitowoc, Wis., Tower Tech produces wind tower-support structures for the wind turbine industry.

NuVista to close C$84 million

In other news, NuVista Energy Ltd. also announced plans to raise up to C$84 million in a private placement of units.

The company will sell 6 million units at C$14.00 apiece to the Ontario Teachers' Pension Plan. Each unit consists of one common share and a half-share warrant. The warrants are exercisable at C$15.50 for one year.

NuVista's stock (Toronto: NVA) closed at C$13.30 on Monday, down C$1.03 from Friday's C$14.33 close.

Settlement is expected in mid-March.

Proceeds will be used to reduce debt.

Calgary, Alta.-based NuVista is an oil and natural gas exploration, development and production company with properties located in east central Alberta and west central Saskatchewan.

EGPI gets $2.1 million

EGPI Firecreek, Inc. raised $2.1 million from a private placement of debentures and stock with Dutchess Private Equities Fund, Ltd. which it plans to use to build its oil and gas revenues.

"We are extremely excited about the future outlook for EGPI/Firecreek," said Dennis Alexander, company chairman and chief financial officer, in a press release.

"A tremendous effort has taken place in an effort to initiate our plans for fiscal 2008 and the company's long term future. We are now aggressively taking steps in an effort to build on the company's domestic growth for oil and gas revenues and cash flow."

EGPI issued a convertible debenture with principal amount of $2.1 million, 700 million shares of common stock and 20 million shares of series C preferred stock to Dutchess Private Equities

EGPI also issued a non-convertible debenture with principal amount of $500,000 to Dutchess Advisors LLC.

The convertible debenture matures on Dec. 26, 2014 and bears interest at 12% per year. Interest will be payable monthly. It is convertible into common stock at the lesser of $0.005 and 75% of the lowest closing bid price of the stock during the 20 trading days before a conversion notice.

As long as it is outstanding, EGPI will be required to make monthly principal payments equal to a fixed percentage of the sum of the company's revenues from activities other than oil and gas production and its revenues from oil and gas production related to its Tubb property, its Fant property and its Ten Mile Draw project. That percentage will be 40% for the first three years and 30% thereafter.

EGPI will also be required to make quarterly payments equal to 20% of the amount by which its EBITDA exceeds $450,000.

The nonconvertible debenture matures on Dec. 26, 2014 and bears interest at 12% per year.

Following the placement, Dutchess owns about 85% of the outstanding common stock of EGPI.

The company's stock (OTCBB: EFCR) closed at $0.0058 on Monday, up $0.0023 from Friday's $0.0035 close.

EGPI is an oil production company based in Scottsdale, Ariz.

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