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Published on 7/11/2007 in the Prospect News PIPE Daily.

Forum pockets another $3.5 million from stock sale; Zagg wraps $1.3 million PIPE

By Sheri Kasprzak

New York, July 11 - Forum National Investments Ltd. sealed another $3.5 million private placement of stock. Meanwhile, stocks rebounded as oil prices fell by 25 cents to end at $72.56 per barrel.

The Dow Jones Industrial Average gained 76.17 to end at 13,577.87, and the Nasdaq composite index closed up 12.63 to end at 2,651.79. The Standard & Poor's 500 composite index ended up 8.64 at 1,518.76 on Wednesday.

In the Forum offering, the company issued 3.5 million shares to Aliya Life Settlement International, LLC.

The stock remained unmoved at $3.52 on Wednesday (Pink Sheets: FMNLF).

"We are extremely excited about our long-term investment in Forum and the potential growth of the life settlement industry," said Aliya managing director Robert Benson in a statement.

"Aliya intends to assist and support Forum in its effort to become a significant force in the life settlement industry."

"We welcome Aliya as a shareholder and partner in our efforts to build our life settlement business," said Dan Clozza, Forum's chief executive officer, in a news release.

"Aliya's financial and management resources will prove to be a substantial catalyst toward building our business."

Aliya bought $2.75 million in shares at $0.50 each on Thursday. In that offering, Teeny Acquisitions LLC also bought $2.75 million in shares. When the Thursday deal closed, the company's stock closed at $0.99.

Proceeds from both deals will be used for the company's entry into the life settlement sector by creating a life settlement division.

In other news, Forum announced its stock option plan. The plan includes 2.835 million shares, exercisable at $1.00 each for five years and is geared toward certain directors, officers, employees and consultants.

Vancouver, B.C.-based Forum National is an insurance company.

Zagg's $1.3 million deal

Elsewhere in the PIPE market, Zagg Inc. completed a $1.3 million offering of stock.

A group of institutional investors bought 1.3 million shares and received warrants for 650,000 shares, each exercisable at $1.30 for five years.

Empire Financial Group was the placement agent.

As part of the offering, the investors have the right to participate in any subsequent financing for the next year.

Based in Salt Lake City, Zagg develops iPod accessories.

Seadrill stock falls

After Seadrill Ltd. sealed its previously announced NOK 899 million private placement, the company's stock fell on Wednesday.

The stock gave up NOK 0.25 on Wednesday to settle at NOK 126.25 (Oslo: SDRL).

The company issued 7 million shares at NOK 127.00 each.

Following the deal, the company now has 399,133,216 outstanding common shares.

Carnegie ASA, Fearnley Fonds ASA and Dahlman Rose & Co. were the agents.

Proceeds will be used for newbuild deepwater units to be available for new assignments by 2010.

Based in Hamilton, Bermuda, Seadrill is an offshore drilling contractor.

Deepwell stock slips

Elsewhere in oil-related offerings, Deepwell Energy Services Trust's stock dipped on Wednesday, a day after the company closed a C$3.5 million placement of trust units.

The stock fell 13 cents, or 1.97%, to end at $6.47 (Toronto: DWL). The stock climbed by 20 cents, or 3.12%, to settle at $6.60 on Tuesday.

The company sold the trust units at C$6.01 each.

Proceeds from the offering, as well as from a rights offering, will be used for a C$9 million construction project of an oilfield waste management facility near Claresholm, Alta.

Based in Calgary, Alta., Deepwell provides oilfield disposal services and other oilfield services.

SpatiaLight de-listed from Nasdaq

SpatiaLight, Inc. was de-listed Wednesday from the Nasdaq Capital Market because the company did not meet the stock market's minimum common stock value necessary to continue trading.

According to an 8-K filed Wednesday with the Securities and Exchange Commission, SpatiaLight's stock will now trade on Pink Sheets under the HDTV symbol.

Since the company's stock is no longer traded on Nasdaq, the company's senior secured convertible notes due Nov. 30, 2007 became redeemable at 115% of the principal amount plus interest and late charges. If the company fails to redeem any of the senior convertible notes within five days after demand, the conversion price will be reset to the lowest weighted average price for the common shares between the date a noteholder demands redemption and the date that the demand is withdraw. The original conversion price was $9.72.

"HDTV - wow - now can be bought for a nickel a share," said one sellside analyst. "Can't figure out why someone would loan this company so much money. [They] got financing of $15.4 million in April. [The] current market cap is $2.75 million. Looks like they are in a 'death spiral convertible situation.'"

The $15.4 million is in the form of an 18-month equity line funded by Southridge Partners, LP; Southshore Capital Fund Ltd.; Pierce Diversified Strategy Master Fund LLC, ENA; Enable Opportunity Partners, LP; Enable Growth Partners LP; and Iroquois Master Fund, Ltd.

The first $3.7 million will be sold at market value on the dates of sale. The rest will be sold at 95% of the market value on the dates of sale.

On Wednesday, the company's stock fell by four-tenths of a share to close at $0.052 (OTCBB: HDTV).

Based in Novato, Calif., SpatiaLight makes liquid crystal on silicon microdisplays for high-definition televisions.

Ronda Fears contributed to this report.


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