Triangle Petroleum raises $15 million in debenture sale; XsunX stock jumps on $5 million PIPE

By Sheri Kasprzak

New York, Dec. 12 - Triangle Petroleum Corp. led PIPE news to kick off the week, closing out a $15 million convertible debenture offering.

Cornell Capital Partners, LP bought the 5% debentures, which mature in three years, funding $5 million at closing.

After the offering was announced Monday morning, the company's stock rose 36 cents, or 5.83%, to close at $6.53.

As of Sept. 7, the company had 17,982,530 outstanding common shares.

The debenture is convertible into common shares at the lesser of $5.00 or 90% of the average of the three lowest daily volume weighted average prices for the 10 trading days before conversion.

Cornell will fund $5 million of the funds once a registration statement is filed and the rest once the statement is declared effective.

Proceeds will be used for exploration and general corporate purposes.

In the company's most recent earnings report, Triangle reported a net loss of $649,510 for the quarter ended July 31, compared with a net loss of $4,068 for the same quarter ended July 31, 2004.

Triangle, based in Calgary, Alta., is an oil and natural gas exploration company.

Elsewhere in private placements Monday, XsunX, Inc. closed out a $5 million convertible debenture offering that sent its stock up 16.5%.

Meanwhile, in the biopharmaceutical sector, Provectus Pharmaceuticals, Inc. settled its third private placement so far this month, raising $4,129,000.

In the XsunX offering, the company sold 10% debentures to Cornell Capital Partners, LP. The three-year debentures are convertible at the lesser of $0.38 or 95% of the lowest daily volume weighted average price of its stock for 30 trading days before conversion.

The offering was announced Monday afternoon, and the stock climbed 9 cents, or 16.5%, to end the day at $0.60.

Cornell also received warrants for 3,125,000 shares exercisable at $0.45 each for five years and for 1.25 million shares exercisable at $0.55 each for five years.

"Since the launch of our drive to commercialize innovative new types of solar cell designs and manufacturing processes, we have been fortunate in establishing strong relationships with world-class partners," said Tom Djokovich, chief executive officer of XsunX, in a statement. "With MVSystems, Inc., our technology development partner, we have made significant progress in product development and expanded our intellectual property assets.

"In June, we gained Cornell Capital as a strong partner in the area of finance and with Cornell's newly added $5 million commitment, we now have an opportunity to accelerate various aspects of our business plan in efforts to bring our technologies to market as soon as possible."

Based in Aliso Viejo, Calif., XsunX develops semitransparent technologies that allow glass windows to produce electricity from the sun.

Provectus wraps third PIPE of the month

Heading to the biopharmaceutical sector, Provectus Pharmaceuticals Inc. completed its third private placement in December, issuing 5,505,334 shares to 17 investors at $0.75 apiece through agent Chicago Investment Group, LLC.

Chicago Investment, along with Hunter Wise Securities, LLC, was also the agent on the $1.15 million private placement Provectus settled on Dec. 9. In that deal, the Knoxville, Tenn.-based pharmaceutical company sold 1,533,333 shares at the same price to six investors.

The company closed yet another private placement, this one comprised of 2,640,992 shares at $0.75 each to 30 investors, on Dec. 1.

Proceeds from all of the offerings, according to the company, will be used for general corporate purposes.

Based in Knoxville, Tenn., Provectus is a pharmaceutical company focused on over-the-counter drugs and medical devices.

On Monday, the company's stock slipped 4 cents to close at $0.91.

SuperCom raises $3.05 million

Looking to the tech sector, SuperCom, Ltd. wrapped a $3.05 million stock deal with a group of investors led by Special Situations Funds.

Special Situations Funds bought $2.5 million of the shares offered and is now the company's largest shareholder.

The full offering included 4,919,355 shares sold at $0.62 each.

The investors received warrants for 1,721,774 shares, exercisable at $0.60 each for five years. The warrants are callable if the company's stock trades above $1.20 for more than 20 consecutive trading days.

C.E. Unterberg, Towbin, LLC was the placement agent.

"These funds will enable us to fully leverage our growing momentum, especially in the cashless micro-payment and First Responder Homeland Security areas," said Eyal Tuchman, the company's chief financial officer, in a statement. "We believe the EZVend qualifications that we announced in September, our successful April deployment of the world's first municipal First Responder Disaster Site Management System, our growing number of pilot sites and field trials and the continually rising demand for e-ID solutions all position us for strong growth in 2006."

New York-based SuperCom develops smart-card and electronic identification technologies in the commercial and government sectors.

Dynasty Gaming leads Canadian deals

Dynasty Gaming Inc. headed up Canadian private placements on Monday, pricing a C$5.25 million unit deal.

The Montreal-based company plans to sell 15 million units at C$0.35 each. The units consist of one share and one half-share warrant. The whole warrants are exercisable at C$0.50 each for two years.

About 13.5 million of the units will be sold to U.S.-based investors and the rest will be sold to Canadian investors.

The deal is set to close on Dec. 30.

Proceeds will be used for the development and expansion of the company's Mahjong gaming software business. The rest will be used for working capital.

Montreal-based Dynasty is a gaming software developer.

The company's stock fell C$0.005 to close at C$0.405 on Monday.

New Gold plans C$4 million offering

Heading to the gold sector, Vancouver, B.C.-based gold explorer New Gold Inc. negotiated a C$4 million private placement Monday.

The non-brokered deal includes 500,000 flow-through shares at C$8.00 each, a 10% premium to the company's closing stock price of C$7.25 on Dec. 9.

Proceeds will be used for underground and surface exploration at the company's New Afton and Ajax copper-gold projects in Kamloops, B.C., in January.

"We have completed the underground excavation work at the New Afton project and will be completing the infill diamond drilling program shortly, and we are now moving into the feasibility study stage," said Chris Bradbrook, the company's CEO, in a statement. "Consequently at the start of 2006, we will be able to commence an aggressive program of underground and surface exploration at the project, in addition to a program of surface exploration at the nearby Ajax project ... This financing enables us to commence this exploration work with minimal dilution to our shareholders while maintaining a strong balance sheet, which fully funds the [feasibility study]."

Back in October, New Gold closed a C$3.01 million private placement of 430,000 flow-through shares at C$7.00 each.

The company's stock remained unchanged at C$7.25 Monday.

Icop stock closes down

Icop Digital, Inc.'s stock settled down on Monday after the company closed a $3,848,000 stock deal.

The company's stock dropped 16 cents, or 2.24%, to close at $6.97 Monday.

On Friday, when the deal closed, the company's stock dropped 5 cents, or 0.7%, to end at $7.13.

In the private placement, the Lenexa, Kan.-based company issued shares at $5.92 each to institutional investors.

Icop develops security, surveillance and communications products used in the public and private sectors.

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