Raser leads private placements with $20 million offering; Access gets equity line

By Sheri Kasprzak

Atlanta, April 4 - Raser Technologies, Inc. led private placement news to kick off the week with its plans to raise $20 million.

The offering includes series C preferred shares, convertible into common shares at $24 each. The conversion price is a 9% discount to the average closing price for 10 days ending March 31.

The preferreds do not pay dividends and automatically convert into common shares 60 days after a registration statement is effective.

The investors will also receive warrants equal to 20% of the shares issued upon conversion at $24 each, exercisable for up to 90 days after the registration statement if effective.

According to a source who had seen the deal, the conversion price is at a reasonable discount.

"I think it will go well for them," the source said.

Even so, Raser's stock closed down $0.45 Monday at $32.95 after the deal was announced Monday morning.

The offering is expected to close April 6.

Based in Provo, Utah, Raser develops technologies for electric motors, controllers, alternators and generators.

Access gets equity line

Access Pharmaceuticals, Inc. received a standby equity distribution agreement for up to $15 million and wrapped a private placement of secured convertible debentures for $2,633,000.

Under the terms of the equity line, Access will sell shares to Cornell Capital Partners LP at 98% of the volume weighted average price over a predetermined amount of time. The line has a two-year term.

There is a $1 million limit on each draw.

Newbridge Securities Corp. was the placement agent for the equity line.

The company also sold secured convertible debentures to Cornell Capital and Highgate House Funds.

The debentures bear interest at 7%, mature in one year and are convertible into common shares at $4 each.

"The SEDA and secured convertible debenture sale give us flexibility to raise capital if and when needed," said Kerry Gray, the company's president and chief executive officer, in a statement.

"These facilities are an integral part of our overall financing strategy for the company. With this financing structure now in place, we have the opportunity to finance the company at times when we believe the appropriate value is reflected in our stock price, as development and commercial milestones are achieved or when additional liquidity is necessary.

"The cost of capital and share-price discounts associated with the SEDA are less than what the company has historically paid in PIPE transactions. Access has flexibility under the terms of the SEDA to raise capital outside the SEDA in transactions such as PIPEs if we feel it is beneficial to do so. The SEDA together with this ability to raise capital in alternate transactions allows us to make financing decisions that we believe will be in the best interest of Access and its shareholders."

Based in Dallas, Access is a pharmaceutical company focused on the development of novel low-development risk product candidates and longer-term products, including a treatment for cancer.

On Monday, the company's stock closed down $0.06 at $2.22.

MedicalCV closes $13.6 million deal

MedicalCV, Inc. completed a $13.6 million private placement.

The company issued 13,600 series A convertible preferred shares at $1,000 each.

The preferreds are convertible into common shares at $0.50 each and pay annual dividends of 5%.

The investors also received warrants equal to 75% of the common shares issuable upon conversion. The warrants are exercisable at $0.50 each for five years.

After the closing was announced Monday morning, the company's stock gained $0.31, or 34.83%, to close at $1.20.

J. Giordano Securities Group was the placement agent in the offering.

"I believe the company was very happy with our efforts," said Jimmy Giordano, president and chief executive officer of J. Giordano Securities, in an interview Monday. "We look for overlooked, undervalued and special-situations companies with emerging dynamics. We are excited about our continued success in our investment-banking efforts and look forward to assisting other companies in their needs."

Based in Minneapolis, MedicalCV designs and manufactures cardiac valve prostheses. The company plans to use the proceeds from the offering to fund the development of its Atrilaze Surgical Ablation System and to repay $500,000 in convertible notes issued in February and March.

Clearant wraps $11 million offering

Bliss Essentials Corp. completed its merger of Clearant Inc. and wrapped an $11.08 million private placement of stock, causing its stock increase by 122.22%.

The company sold 3,693,333 shares at $3 each.

The offering was conducted as part of Bliss Essentials's acquisition of Clearant. Under the terms of the acquisition, Bliss issued 25 million shares in exchange for all of Clearant's shares.

On Monday, after the closing and the acquisition were announced, Bliss's stock gained $1.65 to close at $3.

"It's obviously wonderful for them," said one market source. "I think it probably is a combination of both the merger and the private placement that bumped their stock, but I'd lean more towards the merger for such a huge jump."

Clearant, based in Los Angeles, develops and markets a pathogen inactivation technology. It plans to use $2.8 million from the private placement to repay debt. The remainder will be used for working capital and general corporate purposes.

Atlantis raises C$5 million

Atlantis Systems Corp. closed the private placement of a debenture for C$3 million and stocks for C$2 million.

The company sold a three-year subordinated secured convertible debenture to Aquilon Capital Corp.

The debenture is convertible into a total of 5,454,545 common shares at C$0.55 each.

The investors also received warrants for 5,454,545 shares, exercisable at C$0.60 each for two years.

The company also sold 3,333,333 units at C$0.60 each to Wingate Investment Management Corp.

The units are comprised of one share and one half-share warrant. The full warrants allow for an additional share at C$0.80 each through Sept. 30, 2005 and at C$1 each through March 31, 2007.

"We began this process more than a month ago, as we felt it was prudent to initiate discussions in anticipation of the CFTS (Ltd.) contract," said Andrew Day, the company's president and chief executive officer, in a statement. "These funds provide Atlantis with a solid working capital foundation and financial flexibility as we ramp up to deliver products and services under the CFTS contract and pursue other new contracts in the military and commercial markets.

Based in Toronto, Atlantis develops simulation-based training systems primarily for military and commercial aircraft uses.

The company's stock closed down C$0.03 at C$0.70 on Monday.

Rentcash's stock drops

After announcing its plans to raise C$24.65 million in a private placement of subscription receipts, Rentcash Inc.'s stock dropped Monday.

The company's stock lost C$0.20 to close at C$15.

On Friday, when the offering was first announced, Rentcash's stock gained C$0.40 to close at C$15.20.

The company plans to sell the subscription receipts, which are exchangeable for common shares once an intra-industry acquisition is completed, at C$14.50 each.

Based in Edmonton, Alta., Rentcash is a cash advance company.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.