Xoma takes equity facility; H&R Block sells stock; Xinhua makes convertible deal; Enable sells debentures

By Kenneth Lim

Oct. 22 -Xoma Ltd. obtained a $60 million two-year equity financing facility from Azimuth Opportunity Ltd. to provide financial flexibility.

H&R Block, Inc. plans to sell $145.25 million of its common stock to selected institutional investors in a registered direct offering.

Xinhua Finance Media Ltd. negotiated an $80 million convertible facility to finance its expansion.

Enable Holdings, Inc. raised $2 million through a sale of debentures to three investors as a bridge loan.

Xoma secures $60 million option

Xoma negotiated a $60 million two-year committed equity financing facility with Azimuth.

Xoma may draw down on the facility until Nov. 1, 2010.

Each draw down is subject to limitations based on the price of the common shares and a limit of 2.5% of Xoma's market capitalization at the time of the draw down, provided, however, Azimuth will not be required to invest more than $16 million in any single draw down.

The per share purchase price for these shares equals the daily volume weighted average price of the common shares on each date during the draw down period on which shares are purchased, less a discount ranging from 2.65% to 6.65%.

Xoma common stock (Nasdaq: XOMA) closed unchanged Wednesday at $1.64.

Xoma is a Berkeley, Calif.-based pharmaceutical company.

"The agreement is an important addition to our financial options and provides added financial flexibility," Xoma chairman and chief executive Steven Engle said in a statement.

H&R Block plans placement

H&R Block plans to place $145.25 million of common shares in a registered direct offering to institutional investors.

The placement comprises about 8.3 million shares at $17.50 apiece. H&R Block common stock (NYSE: HRB) closed at $16.94, lower by 5.73% or $1.03 on Wednesday.

Proceeds will be used to enhance capital and maintain financial flexibility.

H&R Block is a provider of tax, financial, accounting and business consulting services and products based in Kansas City, Mo.

Xinhua closes Patriarch deal

Xinhua Finance Media said it may sell up to $80 million of convertibles with distressed private equity firm Patriarch Partners LLC.

The facility is for a term of four years, and is secured by a pledge of certain television assets of Xinhua Finance Media.

Amounts outstanding are convertible into shares after one year at a conversion price of $2.24 per American Depositary Share, a 100% premium to Xinhua Finance's Monday closing stock price of $1.21. The conversion price will increase to $2.74 per ADS after the second year, and to $3.24 per ADS after the third year that the facility is outstanding.

Xinhua Finance ADS (Nasdaq: XFML) closed at $1.17 on Wednesday, lower by 3.31% or $0.04.

Proceeds will be used to finance XFMedia's expansion in its broadcast business, with a focus on sports.

Xinhua Finance Media is a media company based in Beijing, China.

"We are very fortunate to be able to secure a facility for up to $80 million from our long-term seed investor Patriarch. This will allow us to continue pursuing our vision and taking advantage of the opportunities we are seeing in China," said Xinhua Finance chairperson and chief executive Fredy Bush in a statement.

"The broadcast area in China, and particularly sports, is a high margin business with significant growth potential. We are in a unique position to take advantage of that. We are delighted that Patriarch shares our vision and provides its continued support. The increased investment as well as its higher-than-market conversion price is a vote of confidence in both the fundamentals and future prospects of our company."

Patriarch chief executive Lynn Tilton added: "As a major shareholder of XFMedia, we are impressed with the fundamentals of the company and the consistent growth in earnings since last year's initial public offering. We believe the acquisitions and opportunities that management has identified will foster continued growth. We are especially excited about the new sports based strategy that we believe creates great synergistic potential for the entire platform and which we hope will be inelastic to the current economic turmoil."

Enable borrows $2 million

Enable completed a $2 million private placement of 18% senior secured debentures due Jan. 16, 2009 to three investors.

Existing investor Ted Deikel took $600,000 of the notes, while LaSalle Investments president Bob Geras and his wife, Dawn Geras, took $1.4 million.

The investors also received series A warrants for 10 million common shares, exercisable at $0.20 and series B warrants for 20 million common shares, exercisable at $0.10. The warrants are exercisable until Oct. 16, 2013.

The company used the proceeds to pay off the outstanding loan balance with Wells Fargo Bank and for working capital.

Based in Chicago, Enable operates an online marketplace.

"We are very proud to announce this new relationship with Mr. and Mrs. Geras," Enable chief executive Jeff Hoffman said in a statement. "Receiving the support of such respected and experienced investors, especially in these tough economic times, really solidifies our belief that we can become the leader in a fragmented industry. This financing puts us in a better position to do just that and also gives us time to complete additional financing projects."

Bob Geras also stated: "Dawn and I are very excited to now be a part of Enable Holdings. We see great untapped potential for this company, and feel it is at the right place at the right time in this tough economy. Excess inventories are going to be a growing problem, and Enable Holdings is uniquely well positioned to help connect sellers and buyers with its multiple channel distribution strategy."

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