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Published on 5/26/2009 in the Prospect News PIPE Daily.

Vical increases direct offering; Amarin inks deal; Forest Gate to sell units; Jackgreen settles

Portland, Ore., May 26 - After a long holiday weekend, the private placement market began the new week with a glut of deals coming to market on Tuesday - many of which came from the medical and mining sectors.

Vical Inc. announced it upsized a deal originally announced on May 22. The registered direct offering was increased to $20 million from $15.4 million with an additional investor jumping on board.

Meanwhile, Amarin Corp. plc said it signed a term sheet agreement for a private placement of convertible bridge loan notes. The company said it would use funds to advance its clinical trials.

Forest Gate Resources Inc. plans to raise up to C$2.5 million through a non-brokered placement, the company said. Funds will be used to further develop new properties.

Australia-based Jackgreen Ltd. will use funds from its completed financings to achieve its 2010 forecasts, the company said. The energy retailer raised A$2.5 million via a private placement and another A$1 million through an underwritten deal.

Elsewhere, Shoreham Resources Ltd. announced a C$3 million placement of units. The terms come at a discount to the company's current trading price.

Vical increases offering

Vical upsized a previously announced registered direct offering of units to $20 million.

The company said that an additional investor, Special Situations Fund, agreed to purchase $4.6 million of the units. That is in addition to the $15.4 million of units being sold to Federated Kaufmann Fund and a second unnamed institutional investor.

Alan R. Engbring, head of investor relations, said the company has "no complaints" about adding on to the deal announced May 22.

"Obviously when things are put together, you reach out to a number of potential investors to see if they are interested," Engbring told Prospect News. It was therefore no problem to "open the door" for Special Situations to participate.

Engbring added that the fund was an existing "good, solid long-term investor" in the company.

On Friday, Engbring said that the deal came about after the company's stock experienced "unusual trading" on Thursday. Engbring was not sure what had caused the spike in volume and price, but did note that it had released news regarding its work on a swine flu vaccine and had opened trading at Nasdaq - both of which might have brought attention to Vical.

Overall, Engbring said the company was very pleased with the deal's progress.

"$20 million is a nice number for us," he said. "It's a nice little cushion."

Settlement is expected within a few days, Engbring said.

Vical's shares (Nasdaq: VICL) gained 2 pennies, or 0.94%, to $2.15.

Vical is a San Diego-based developer of vaccines for infectious diseases and cancer.

Amarin plans term sheet deal

Dublin-based Amarin inked a term sheet private placement of $2.6 million convertible bridge loan notes, the company announced.

Under the terms of the proposal, Amarin will sell 8% convertible notes due June 30, 2009. Principal and interest are convertible into American Depository Shares upon closing of the company's next equity financing at a price equal to either 90% of the company's price per share in that deal or at the average volume-weighted average price of the company's ADSs on Nasdaq for the 30-trading-day period ending on the closing date of the bridge financing.

Also, investors in the deal will receive five-year warrants good for common stock equal to 50% of the conversion of the ADSs at a strike price equal to the per-share price paid in the next equity financing.

Settlement is expected by May 29. Proceeds will be used to fund operations through mid-2009.

"I am pleased that we have completed what is planned as the first phase of the program to finance our cardiovascular clinical trials for AMR101 in hypertriglyceridemia and mixed dyslipidemia," stated Thomas Lynch, chairman and chief executive officer, in a statement. "I am very grateful for the support of a number of long standing investors in this bridge financing."

Amarin's equity (Nasdaq: AMRN) dropped $0.1001, or 7.15%, to $1.2999. Market capitalization is $24.95 million.

Amarin is a clinical-stage biopharmaceutical company.

Forest Gate plans unit sale

Forest Gate Resources plans to raise C$500,000 to C$2.5 million via a non-brokered private placement of units, according to a press release.

Each unit will contain one common share and one warrant. Each warrant is exercisable at C$0.20 for two years.

Proceeds will be used in part to fund operations of the company's Texas properties in relation to its plan to acquire a 90% interest in Atlantis Deepwater Production Inc. and another 90% stake in Impact Exploration & Production LLC. The projects include a property called HI-98L.

"We believe reserves at HI-98L will be substantially expanded with our work," said Michael Judson, president and CEO, in the release. "We have plans for upgrading facilities and for the sidetracking of existing well-bores."

The financing is expected to close concurrently with the interest acquisitions, around June 5.

Forest Gate's stock (TSX Venture: FGT) ended unchanged at C$0.03.

Forest Gate Resources a Montreal-based oil and gas exploration and production company.

Jackgreen settles stock deal

Jackgreen, a Sydney, Australia-based energy retailer, wrapped a A$2.5 million private placement of 12% convertible notes, according to a press release.

The three-year notes are convertible into common stock at the lesser of A$0.12 cents or a 5% discount to the 30-day volume weighted average price at the time of conversion.

Furthermore, the company raised A$1 million from the underwriting of an outstanding debtor of the business.

Proceeds will be used as working capital as the company aims to meet its 2010 forecasts.

"We are now ahead of target for our 2010 sales forecasts and have sales per month right on track," said Andrew Randall, CEO, in the release. "The key variable drivers for the energy retailing business are all in place. Our forecast customer levels are being met, revenue per customer will have a significant positive impact with the announced price increases and wholesale energy prices have reduced.

"As a result of the successful implementation of its strategic plan, and with the key drivers in place, the company is set to achieve its forecast for 2010 of $150 million in revenue with an EBIT of $12-$15 million," he added.

Jackgreen's equity (Australia: JGL) closed at A$0.12. Market capitalization is A$24.24 million.

Shoreham to issue units

Shoreham Resources announced a C$3 million private placement of equity and warrant units.

The company will sell 12 million units containing one common share and one warrant at C$0.25 per unit. Each warrant is exercisable at C$0.30 for one year.

However, a source familiar with the deal noted that the terms represent a sharp discount to the company's current trading levels and added that there was room for negotiation.

Proceeds from the financing will be used in part to further explore the company's Marudi Mountain Project in Guyana.

Shoreham's shares (TSX Venture: SMH) fell 8 cents, or 20%, to $0.32.

Shoreham Resources is a Langley, B.C.-based explorer of advanced precious metal and polymetallic deposits.


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