Amica arranges C$16.65 million private placement; oil may drive volume down

By Sheri Kasprzak

Atlanta, April 13 - Amica Mature Lifestyles Inc. led private placement news Wednesday with its C$16.65 million offering.

The company announced its plans to raise at least C$16.65 million in a private placement of stock.

The offering includes 3 million shares at C$5.55 each, a price that may be adjusted with C$5.55 being the floor.

Placement agents National Bank Financial and Canaccord Capital Corp. have an over-allotment option for up to 300,000 additional shares.

Based in Vancouver, B.C., Amica designs, develops, markets and manages housing and services for the elderly. The proceeds will be used for new development projects with joint-venture partners, debt repayment and general corporate purposes.

The company's stock closed up C$0.10 at C$5.55 Wednesday.

The Amica deal comes in a week marked by lower volume, a syndrome that may be short-term depending upon oil prices, according to some sell-siders.

"Unless oil goes down and down, I think it is temporary," one sell-sider in Canada said of private placement volume. "In addition, base metals have been weaker."

"Oil seems to be hurting the market in general because it affects more than just energy companies," said one U.S.-based sell-sider. "Other [types of] companies are losing money because of higher gas prices, which is directly affected by higher oil prices. So when I say oil prices are affecting issuance, it's not just among energy companies."

Oil prices continued to fall Wednesday, dropping $1.64 to close at $50.22 per barrel.

Even so, volume, according to some sell-siders, did pick up Wednesday after suffering a lull earlier this week.

"I think when it comes down to it, if an issuer has an urgent need for capital, they're going to get a deal out there and price it as best they can," said one market source.

"Ideally, they're going to look for structures that will benefit them if their stock is down. We did see some a slight improvement in volume today and I think this is probably the case.

"Issuers have held off and watched the market and the conditions really aren't ideal for these types of deals. But they're structuring them in a way that will ultimately benefit them. That would be the case with [convertibles]."

Syntroleum plans $10 million deal

Syntroleum Corp. will conduct a $10 million direct placement as part of its plans to acquire rights to stranded gas internationally.

The company will sell 1 million shares at $10 each to Dorset Group Corp.

The shares are being sold under Syntroleum's shelf registration.

The proceeds from the deal will be used to acquire the rights of the stranded gas reserves; conduct geologic, geophysical and reservoir analysis of potential investments; conduct oil and gas project development activities and acquire interests in oil and gas properties.

"We have identified a list of stranded gas and liquids fields around the world that we want to move quickly to acquire," said the company's chief financial officer officer Greg Jenkins in a statement. "We expect this venture to enable us to accelerate those efforts. This is an important step in funding our business development plans."

Based in Tulsa, Okla., Syntroleum converts natural gas into synthetic liquid hydrocarbons. The proceeds from the $10 million financing will be used to fund a portion of the costs associated with its share of the costs to drill two initial wells on Oil Mining Lease 113 in Nigeria, the acquisition of interests in and the drilling of other oil and gas properties, the costs of gas-processing plants it plans to use, research and development and general corporate purposes.

On Wednesday, Syntroleum's stock lost $0.20 to close at $11.90 and lost another penny in after-hours trading.

Last month, Syntroleum sold $70 million of stock in a direct placement to Legg Mason Opportunity Trust. The deal, made up of 7 million shares, was also priced at $10 each.

Radiant arranges C$10 million deal

Radiant Energy Corp. has cancelled its previously announced US$7 million private placement of convertible debentures and switched gears to a C$10 million offering of stock.

The company will now sell up to 57,142,857 shares at C$0.175 each.

The private placement was first announced Feb. 10 and was then comprised of US$7 million in zero-coupon series D convertible debentures with a conversion price of C$0.175 each.

According to a statement, the company decided to change the structure of the deal after receiving responses from several potential investors.

"The company probably realized that they could structure this differently and get more money out of it this way," said one market source who had seen the deal. "The conversion price is the same as the price of the shares they're offering now, so the investors will be happy, the company will be happy, everyone wins."

McFarlane Gordon Inc. and Brant Securities Ltd. are the placement agents in the deal.

Based in Port Colborne, Ont., Radiant develops and markets an infrared preflight aircraft deicing system. The company plans to use the proceeds from the amended private placement to complete the construction of its deicing service center in Oslo, build prospective deicing service centers and fund growth. The remainder will be used for working capital.

Radiant's stock dropped C$0.02 to close at C$0.18 on Wednesday.

Unigene wraps $3 million offering

Unigene Laboratories Inc. completed a private placement with Fusion Capital Fund II, LLC for $3 million.

The company sold 2,123,142 shares at $1.413.

Fusion also received warrants for up to 1,061,571 shares, exercisable at $1.77 each for five years.

Connected to the $3 million offering, Unigene terminated its stock purchase agreement with Fusion from Oct. 9, 2003. From Dec. 1, 2003 through April 7, 2005, the company sold 6,165,188 shares to Fusion for $6 million in proceeds.

"Fusion Capital, a long-standing investor in the company, has provided significant and timely financial support to Unigene in the past and we are pleased that they have decided to increase their ownership in Unigene,' said Warren Levy, the company's president and chief executive officer, in a statement.

"We believe that our future financial requirements primarily will be met through sales of our nasal calcitonin product, which is currently awaiting approval by the FDA, and milestones from agreements with pharmaceutical partners, including GlaxoSmithKline, Novartis and Upsher-Smith."

Based in Fairfield, N.J., Unigene manufactures injectable calcitonin products to prevent bone loss.

The company's stock closed up $0.10 at $1.73 on Wednesday.

Xenomics raises $2.95 million

Xenomics, Inc. closed a private placement of units for $2,954,998.

The company issued 1,515,384 units at $1.95 each.

The units are comprised of one share and one quarter-share warrant. The whole warrants provide for an additional share at $2.95 each for five years.

Axiom Capital Management was the placement agent.

"This funding will help us achieve the next round of milestones in the commercialization of our proprietary Transrenal DNA testing platform for medical and life science applications," said Randy White, the company's chief executive officer, in a statement. "We are developing highly effective, safe and inexpensive tests that have the potential to improve health care for millions of patients worldwide who are living with AIDS and other diseases, for pregnant women who need to learn about the health of their unborn children and for a range of other applications."

Based in New York, Xenomics develops medical DNA technologies. The proceeds from the deal will be used to continue and expand its program of non-invasive diagnostic tests for medical applications like prenatal screening and tests for HIV and tuberculosis.

Xenomics's stock gained $0.01 to close at $2.61 Wednesday.

Xenomics previously visited the PIPE market February, selling 1.47 million units of one share and one warrant at $1.95 each for total proceeds of $2.87 million. The warrants were for five years at $2.95.

Avanir's stock dips

A day after announcing it closed its $17,094,000 direct placement, Avanir Pharmaceuticals Inc.'s stock dropped.

The company's stock closed down $0.02 at $2.52 Wednesday.

On Tuesday, when the deal closed, the company's stock gained $0.07 to close at $2.54.

The company sold shares at $2.20 each.

Based in San Diego, Avanir is a pharmaceutical company focused on treatments of chronic illnesses.

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