Crew Gold raises $150 million from receipt offering; upcoming holiday fuels PIPE volume

By Sheri Kasprzak

New York, Nov. 21 - Crew Gold Corp. led a particularly active day for private placements ahead of the Thanksgiving holiday later this week.

Sellside sources said Monday that issuers are pricing as much as they can before the holiday so that deals will settle before the end of the year.

"It tends to pick up around this time of year every year," said one market source. "It's a short week, so a lot is getting pushed early. Expect it to look like this until Wednesday."

"Holiday," noted another market source when asked about the influx of new offerings. "Everyone wants to get things done before Thursday."

Heading up all that action was word that London's Crew Gold raised $150 million from the sale of 111,906,893 subscription receipts at $1.3404 each.

The receipts are exchangeable on a one-for-one basis for common stock once Crew wraps its acquisition of Guinor Gold Corp.

The proceeds will be used for the acquisition.

Pareto Securities Inc. was the bookrunner for the offering, and Sprott Securities Inc. was a placement agent.

Separately, Crew said it plans to raise another $50 million from its previously announced $150 million convertible bond offering. The company has also dropped the conversion price on the bonds to NOK 11.95 from NOK 12.16.

News of both the receipt offering and the intention to raise additional proceeds from the bond deal was released Monday afternoon and the company's stock gained a penny to end at $1.30.

As to its earnings, Crew reported a net income of $1,398,000 for the quarter ended Sept. 30 compared with a net loss of $476,000.

Crew is a gold exploration company.

Solexa's $65 million offering

Elsewhere in the PIPE market Monday, Solexa, Inc. announced it had sealed agreements with a group of institutional investors for a $65 million private placement.

The investors will buy 10 million shares at $6.50 each in two tranches, the first of which will close Nov. 22. Solexa will also issue warrants for 3.5 million shares, exercisable at $7.50 each.

After the offering was announced Monday morning, the company's stock dipped $1.00, or 11.24%, to finish at $7.90.

Based in Hayward, Calif., Solexa develops genetic analysis systems for diagnostic purposes.

Kintera prices $13.5 million deal

Moving to the tech sector, Kintera, Inc. announced its plans Monday to hit the private placement with a $13.5 million stock offering.

The offering is comprised of 4.5 million shares at $3.00 each and the investors will also receive warrants for 1.8 million shares. The warrants are exercisable at $3.50 each.

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

Based in San Diego, Kintera develops bookkeeping software used in the nonprofit sector.

Kintera's stock ended up 1 cent at $3.05 Monday.

Therma-Wave to raise $10.4 million

Therma-Wave, Inc. said it is gearing up to close a $10.4 million convertible preferred stock deal.

Two of the company's largest investors agreed to buy 10,400 series B convertible preferreds at $1,000 each.

The 6% preferreds are convertible into common shares at $1.55 each.

The investors will also receive warrants for 1.56 million shares, exercisable at $1.55 each for five years.

The deal is expected to close Nov. 23.

Needham & Co., LLC was the placement agent.

"We are pleased to receive this vote of confidence from two of our largest shareholders," said Boris Lipkin, the company's chief executive officer, in a statement. "With the proceeds of this financing, we will continue to advance our leading-edge metrology products and technology to the benefit of our customers worldwide.

Proceeds will be used for general corporate purposes.

Based in Fremont, Calif., Therma-Wave provides control and metrology systems to semiconductor manufacturers.

The company's stock gained 1 cent to end at $1.41 Monday.

Chamaelo leads slate of energy deals

In the energy sector, Chamaelo Exploration Ltd. priced a C$70.2 million offering, leading a number of deals from oil explorers Monday.

Chamaelo plans to sell 10.4 million subscription receipts at C$6.75 apiece as part of its acquisition of a private technology company and Tournament Energy Ltd.

Once the acquisition is complete, the receipts will be exchangeable for shares of the amalgamated company on the basis of 0.8928 common shares per receipt.

The offering is being completed through a syndicate of underwriters led by Orion Securities Inc. and Sprott Securities Inc. The underwriters have an over-allotment option for up to 2.6 million additional receipts.

Separately, Tournament plans to issue 800,000 flow-through special warrants at C$7.50 each.

The special warrants will be exchanged for common shares of the amalgamated company on the basis of 0.8928 common shares per warrant.

The conversion will result in the issuance of 714,240 common shares with an implied price C$8.40 each.

The offerings are set to close on Dec. 7, and the acquisition is expected to wrap up on Jan. 5.

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

The company's stock gained C$0.15, or 2.14%, to close at C$7.15 on Monday.

In the United States, Houston's Petro Resources Corp. completed a $5.2 million unit offering Monday, selling 5.2 million units.

The units include one share and one warrant. Each warrant allows for the purchase of another share at $2.00 each for five years.

Proceeds will be used for lease acquisitions, drilling and development and working capital.

Energy Capital Solutions, LP was the placement agent.

The company's stock remained unchanged at $1.75.

Another Calgary-based company, Buffalo Oil Corp., negotiated a C$2 million offering of flow-through stock on Monday.

That deal is comprised of 1,052,632 flow-through shares at C$1.90 each.

Northern Securities Inc. is the placement agent for the offering, which is expected to close Dec. 12.

Proceeds will be used for the company's capital expenditure program.

The stock gained C$0.06 to finish at C$1.55 on Monday.

Fleetwood stock makes slight gain

Fleetwood Enterprises, Inc. saw its stock rise slightly on Monday after announcing the imminent closing of a $70.7 million direct placement.

The company's stock gained a penny, or 0.09%, Monday to end at $10.82.

The shares in the offering will be sold under the company's shelf registration.

Riverside, Calif.-based Fleetwood makes recreational vehicles and manufactured housing.

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