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Published on 3/30/2009 in the Prospect News PIPE Daily.

Consolidated to raise $240 million; Ocwen plans $60 million equity sale; Lecere to issue shares

By Stephanie N. Rotondo

Portland, Ore., March 30 - Several deals coming to market on Monday came from the mining sector, which has been dominating the private placement market of late.

Additionally, a couple big deals were announced, including a $240 million deal from Consolidated Thompson Iron Mines Ltd. and a $60.19 million deal from Ocwen Financial Corp.

Consolidated is planning to issue nearly 30 million shares to one investor, the company said in a press release. That investor will also have rights to gain an interest in a subsidiary that will be created to run one of Consolidated's properties.

Meanwhile, Ocwen plans to sell almost 5.5 million shares in its private placement.

Software company Lecere Corp. is looking to raise $7.05 million through a stock sale. The company's top executive said the financing would provide "great competitive advantage" for its clients.

Ross J. Beaty, a well-known investor and entrepreneur in the mining industry, as well as chairman of Pan American Silver Corp., is reportedly making two investments in two separate companies. First, Ventana Gold Corp. will sell 4.3 million units to Lumina Capital LP for about C$6 million. Lumina's principal shareholder is Beaty.

Second, Augusta Resource Corp. will sell 3.35 million units to Beaty for a total of about C$5 million.

Cleveland BioLabs Inc. completed a $3.73 million convertible preferreds sale. The deal came in two tranches and was originally announced on March 20.

Consolidated to raise $240 million

Consolidated Thompson Iron Mines will sell 29.75 million common shares in its effort to raise $240 million, according to a press release.

The shares will be sold to Wuhan Iron and Steel (Group) Corp. The stock sale will increase Wuhan's holdings in Consolidated to 19.9%.

Furthermore, under the terms of the strategic investment, Wisco will receive not less than 25% interest in a new incorporated company that will be established to operate the Bloom Lake mine. Wisco will also receive other long-term rights associated with that property, according to the release.

"In addition to providing necessary capital towards the completion of construction at Bloom Lake, we view this investment as a key strategic step in developing a long-term partnership with an important consumer of iron ore that is one of China's largest and most technologically advanced integrated steel groups," said Richard Quesnel, president and chief executive officer of Consolidated Thompson, in the release. "This partnership will also strengthen Consolidated Thompson's potential to expand from the current mine plan of 8 million tons per year to 16 million tons of annual production of iron ore, which would position Consolidated Thompson as a significant iron ore producer with quality, low cost assets in Quebec."

"In this time of global economic uncertainty, China remains one of the strongest and most dynamic economies of the world," added Brian Tobin, co-chairman of Consolidated Thompson. "CLM is delighted to build this new partnership with Wisco, one of China's most important steel groups."

Consolidated's equity (Toronto: CLM) gained C$0.31 to close at C$2.60.

Consolidated Thompson is a Toronto-based mining company.

Ocwen aims for $60 million

West Palm Beach, Fla.-based Ocwen Financial plans to conduct a $60.19 million equity private placement, the company said in a press release.

The company will issue 5.47 million common shares at $11.00 per share, according to the release.

"We are pleased to have entered into this significant PIPE transaction, which will enhance the company's liquidity position and ability to execute on strategic undertakings," said Ronald M. Faris, president of Ocwen, in a statement. "This meaningful additional investment by certain existing institutional shareholders is a vote of confidence in our prospects and strategy, and will strengthen key strategic relationships that we anticipate will facilitate the growth of our core businesses."

O'Melveny & Myers LLP advised Ocwen on the transaction, while Greenberg Taurig LLP advised the purchasers.

A company representative declined to give further details of the offering to Prospect News.

Ocwen's stock (NYSE: OCN) dropped 24 cents, or 2.07%, to $11.37. Market capitalization is $725 million.

Ocwen Financial leading asset manager and business process solutions provider specializing in loan servicing, special servicing and mortgage services.

Lecere plans stock sale

Software producer Lecere announced a $7.05 million private placement of stock on Monday.

The Rochester, Minn.-based company plans to sell 47 million shares at $0.15 per share, according to a press release.

The company also said that it "has received indications from potential investors that it will satisfy the placement." Proceeds from the deal will be used to fund the company's business and development activities, among other things.

"The acquisition of this capital will accelerate our software as a service deployment at key customers," said Jim Morris, Lecere's chairman and CEO, in the release. "We also look forward to further developing our next generation services that enable greater competitive advantage for our customers in this challenging economy."

Lecere's stock (Pink Sheets: LCRE) fell $0.0005, or 16.67%, to $0.0025.

Lecere provides hospitality-associated business with resource management software.

Investor takes part in two PIPEs

Ross J. Beaty, a well-known investor and entrepreneur in the mining industry, took part in two separate deals that came to market Monday.

First, Ventana Gold said it intends to raise C$6.02 via a placement of units.

Under the terms of the non-brokered deal, Ventana will issue 4.3 million units consisting of one common share and one non-transferable warrant. The units will be sold at C$1.40 per unit to Lumina Capital LP - which is principally held by Beaty, according to the release. The warrants are exercisable at 42.00 for two years.

"Lumina has been a strong supporter of Ventana in the past and we are pleased to see their interest increase to 8.5%, or 12.2% on a fully diluted basis," said Richard Warke, Ventana's president and CEO, in the release. "Their additional investment shows their confidence in our company and the exciting potential of the La Bodega property."

According to the company's web site, ventanagold.com, La Bodega is one of three properties the company holds rights to in Colombia. Considered the company's flagship property, "La Bodega is a high sulfidation gold deposit situated astride a major, northeast trending, mineralized fault zone several hundreds of meters wide," according to the web site. Ventana initiated a new drill program at the site earlier this year to test strike and dip extensions. Currently, there are three working rigs at the site.

Proceeds from the financing will be used for general corporate purposes.

Ventana's equity (Toronto: VEN) gained C$0.06, or 4%, to C$1.56.

Second, Vancouver, B.C.-based mineral explorer Augusta Resource is aiming to raise C$5.03 million in a non-brokered private placement of units.

According to the terms of the deal, Augusta will sell 3.35 million units consisting of one common share and one non-transferable warrant at C$1.50 per unit. The warrants are exercisable at C$2.30 for one year, according to a news release.

"We are pleased to have Mr. Beaty increase his position in Augusta, which now stands at 12.3%," said Gil Clausen, Augusta's president and CEO, in the release. "He is a knowledgeable mining investor who appreciates the value of our Rosemont project development plans."

Augusta also said that it is focused on advancing the Rosemont project, which is located near Tucson. "Rosemont currently hosts a large copper/molybdenum reserve that may account for about 10% of U.S. copper output once in production in late 2011," the release stated.

Augusta's equity (Toronto: AZC) held steady at C$1.35.

Calls seeking comment from Beaty were not immediately returned on Monday.

Cleveland wraps deal

Cleveland BioLabs wrapped a $3.73 million placement of preferreds, the company announced.

The Cleveland-based biopharmaceutical company originally announced the deal on March 20. Under the terms of the transaction, the company sold two tranches of series D convertible preferred stock at $10,000 each. The initial tranche included 293.76 preferreds, while the second included 78.9 shares.

The preferred shares are convertible into common stock at $1.40 per share and must be redeemed by Feb. 13, 2012.

About 2.7 million warrants were also issued. The warrants are exercisable at $1.60 for seven years.

"The company has prepared itself to weather the economic downturn currently experienced in the capital markets by adding to our coffers and streamlining our development programs," said Michael Fonstein, Ph.D., president and chief executive officer of Cleveland BioLabs, in the statement. "With capital resources anticipated to be sufficient to see Protectan CBLB502 through to submission for FDA approval and potential commercialization for defense applications, and a rich pipeline of additional compounds at or nearing critical valuation inflection points, we believe the company is positioned to achieve success in these challenging times and continue to deliver value to all of our stakeholders."

Cleveland's stock (Nasdaq: CBLI) slipped 11 cents, or 4.68%, to $2.24. Market capitalization is $30.81 million.


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