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Published on 11/7/2007 in the Prospect News PIPE Daily.

Southern Pacific to raise C$60 million; MAG plans C$46.5 million; Hythiam negotiates $46 million

By LLuvia Mares

New York, Nov. 7 - Although the oil and gas sectors have been very active this month, one market insider said the mining sector is also seeing high activity.

"We had many mineral deals today," said the insider. The market can count on seeing a flow of offerings from the sector until the end of the year, he added.

Leading news in the mining sector Wednesday, Southern Pacific Corp. announced it plans to conduct a C$60 million private placement of stock.

The company will sell 27,323,000 common shares at C$1.83 per share for C$50 million and 4,525,000 flow-through common shares at C$2.21 apiece for C$10 million.

The company's stock (TSX Venture: STP) closed at C$1.92 on Wednesday, down C$0.23 from Tuesday's close of C$2.15.

Proceeds of the deal, which is expected to close Nov. 27, will be used for exploration, development and general corporate purposes.

Southern Pacific is a mineral exploration company based in Calgary, Alta.

MAG arranges C$46.5 million

Also making news in the mining department, MAG Silver Corp. said it entered into an agreement with a syndicate of underwriters led by Orion Securities Inc. for a C$46.5 million private placement of common shares.

The company will sell 3 million common shares at C$15.50 apiece.

MAG's stock (Toronto: MAG) closed at C$15.76 on Wednesday, down C$0.24 from Tuesday's C$16.00 close.

Closing is expected on Nov. 27.

Proceeds will be used for exploration and for working capital purposes.

Based in Vancouver, B.C., MAG holds various interests in certain mineral properties in Mexico.

Hythiam to raise $46 million

In the medical sector, Hythiam, Inc. announced plans to raise $46 million through a direct placement of stock.

The company will sell 9.6 million shares at $4.79 each, the company's stock closing price on Nov. 6, and warrants to purchase 2.4 million additional shares at $5.75 per share. The warrants expire in five years.

The total includes the conversion of $5 million in senior secured notes.

The company's stock (Nasdaq: HYTM) closed at $4.60 on Wednesday, down $0.19 from Tuesday's close of $4.79.

Rodman & Renshaw, LLC is the placement agent in the deal.

Proceeds will be used for working capital and other general corporate purposes.

Los Angeles-based Hythiam provides behavioral health management services to health plans

Colt negotiates C$5.5 million

Back to the mining sector, Colt Resources Inc. is looking to dig into some pockets after announcing Wednesday it will conduct a non-brokered private placement of units to raise between C$3 million and C$5.5 million.

"I believe we have very interesting projects in Portugal and Canada," said Bedo H. Kalpakian, company president and chief executive officer. "Both projects have the possibility of being developed fairly shortly and being placed into commercial production in a very short period of time which is not quite normal in this industry, it usually takes quite a while.

"We will also be looking into additional financing and into acquiring more property in Canada and Portugal. We like to stick to safe havens and don't like going to politically unstable areas."

The company will sell between C$2.5 million and C$5.2 million in units at C$0.25 apiece. Each unit consists of one common share and one half-share warrant. Each warrant is exercisable at C$0.35 for one year. It will also sell between C$300,000 and C$500,000 in flow-through common shares at C$0.35 per share.

Colt's stock (CNQ: COLT) closed at C$0.225 on Nov. 5, the last time the stock traded and did not see any activity Wednesday.

Closing is expected Nov. 30.

The securities will have a four-month hold period.

"Because we have a very promising gold project in Portugal and we also have a share interest in a very interesting gold property in British Columbia, we plan to spend the money from this financing on there," he said.

Colt Resources is a junior mineral exploration company based in Vancouver, B.C.

Alto wraps C$2.66 million final tranche

Money also found its way to Alto Ventures Ltd. on Wednesday after the company announced it settled C$1,659,460 in the second tranche of a previously announced non-brokered private placement of units and shares, raising a total of C$2,658,859.

"We have some high quality property and high quality people and we are in an area that is very active right now," said Mike Koziol, company president.

"It is in the same geographical area where Kodiak just announced a $40 million financing so it's going to be active for us for the next three or four years. The potential of the area is very high and it hasn't been explored in any significant way since the 1970s and people are just beginning to realize that."

The deal priced on Oct. 5 for C$2.2 million and was upsized Oct. 16 to C$2.65 million, with the first tranche closing on Oct. 26 for C$999,400. In this tranche, the company sold 3,738,846 shares and 10,667,364 units.

As previously reported, the units were sold at C$0.11 apiece and the flow-through shares were priced at C$0.13 per share. Each non-flow through unit consists of one common share and one warrant. Each warrant is exercisable at C$0.20 for one year.

The warrants will expire sooner if the company's shares have an average closing price of C$0.30 for 20 consecutive trading days. All of the securities will have a four month hold period.

Alto's stock (TSX Venture: ATV) closed at C$0.24on Wednesday, down C$0.2 from Tuesday's close of C$0.26.

Koziol said as far as additional financing goes the company is set until the new year. "We have some warrants that we will be exercising within the next couple of months," he said.

The company will also continue to look into acquisitions.

Proceeds will be used for exploration and for general working capital.

Based in Vancouver, B.C., Alto Ventures is a gold exploration and development company.

Arianne exercises greenshoe

Arianne Resources came into extra funds Wednesday after upsizing to C$2.9 million from C$2 million a private placement of units, led by Northern Securities Inc.

As previously reported, the company plans to sell up to C$900,000 in common share units at C$0.125 apiece. Each unit consists of one common share and one warrant. Each warrant is exercisable at C$0.15 for two years.

Arianne also will sell up to C$2 million in flow-through units at C$0.15 apiece. Each flow-through unit consists of one flow-through common share and one half-share warrant. Each whole warrant is exercisable at C$0.18 for two years.

There is a greenshoe for 35%.

The company's stock (TSX Venture: DAR) closed at C$.145, down C$0.5 from Tuesday's C$0.15 close.

Arianne is a gold and uranium exploration company based in Saguenay, Quebec.

Titan pockets $3 million tranche

In other news, Titan Energy Worldwide raised $3 million in the first tranche of a previously announced private placement of units. On Oct. 3, the company said it planned to raise between $1 million and $10 million in this deal.

"We are excited that many of our investors in the previous bridge financings elected to convert into this offering," said John Tastad, company chief executive officer, in a press release.

"We believe this is an affirmation of the general level of confidence in the company shared by our investor base. This first close on our current offering combined with the conversion of other liabilities to stock in the company has allowed us to retire more than $3.8 million or nearly 90% of the debt on our balance sheet and provide working capital for the company."

In this tranche, Titan Energy sold 300 units. It plans to sell 100 to 1,000 units total of preferred series D stock at $10,000 apiece. Each unit is convertible into 10,000 common shares.

Subscribers will also receive one type A warrant, exercisable at $1.20, and one type B warrant, exercisable at $1.40, for every three shares they convert.

Titan's stock (OTCBB: TEWI) closed at $1.45 on Wednesday, up $0.5 from Tuesday's $1.40 close.

The offering closes on Dec. 31.

Based in Cardiff, Calif., Titan Energy, formerly known as Safe Travel Care, Inc., is a manufacturer, distributor and service provider for generators, emergency power equipment and specialized mobile utility systems.

Conister negotiates £7.09 million

In the technology sector, Conister Trust plc led news with plans to raise £7,086,328 private placement of shares.

The company will sell 8,336,857 ordinary shares at 85p per share to Helvetica Strategic Holdings.

"We believe that Conister Trust represents an exceptional opportunity for long-term growth within a well-regulated and tax-efficient jurisdiction," said Oliver Hare, Helvetica's chief executive officer, in a press release. "We look forward to working together with Conister Trust in the development of wealth management products and services. In addition, we are extremely impressed with the prepaid cards and other payment solutions developed by TransSend, Conister Trust's global payment solutions subsidiary."

The company's stock (London: CTU) closed at 85p on Nov. 6, the last time it was traded and did not see any activity Wednesday.

Proceeds will be used to fund the development costs of the company's prepaid card business, new banking initiatives and to strengthen its balance sheet.

Based in Isle of Man, Great Britain, Conister Trust is engaged in e-commerce, the provision of installment credit finance, premium finance and litigation funding finance.

CGX settles C$35 million

In the mining department, CGX Energy also struck it lucky Wednesday after closing a previously announced private placement of shares, raising $35 million. The deal priced on Oct. 16 for $30 million, with a $5 million greenshoe.

"We're pleased that the underwriters have closed this financing and exercised their option to subscribe for an additional 2.5 million shares," said Kerry Sully, company president and chief executive officer, in a press release. "It will give us added flexibility to continue the exploration on our three offshore Guyana licenses and for general corporate purposes."

The company sold 17.5 million shares at $2.00 each, which includes the 2.5 million shares from the greenshoe.

CGX's stock (TSX Venture: OYL.U) closed at $3.31 on Wednesday, up $0.13 from Tuesday's close at $3.18.

The deal was conducted by a syndicate of underwriters led by Cormark Securities Inc. and including Fraser MacKenzie Ltd., Jennings Capital Inc., Brant Securities Ltd. and Toll Cross Securities Inc. The underwriters received a cash commission of $2.1 million.

CGX is a Toronto-based oil and gas exploration company. Proceeds will be used for exploration of its concessions offshore of Guyana and for general corporate purposes.


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