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Published on 11/26/2007 in the Prospect News PIPE Daily.

Network CN plans $50 million; Avalon pockets C$16.88 million; Advanced raises C$6.79 million

By LLuvia Mares

New York, Nov. 26 - Network CN Inc. and subsidiary Shanghai Quo Advertising Co. Ltd. said they are confident about expanding their business after announcing the arrangement of a $50 million private placement of convertible notes and warrants.

"We are pleased to receive this financing from Och-Ziff, which we believe will mark the start of a constructive and synergistic relationship," said Godfrey Hui, company chief executive officer, in a press release.

"This fresh money enhances our plans for aggressive expansion of our operations with significant financial support and market-wise counseling. It will accelerate our project at the new Beijing International Airport Terminal 3.

"We are confident of becoming the market leader of outdoor digital media network in China. Provided Network CN achieves its business plan, Och-Ziff is prepared to inject an additional $100 million with the exercise of the warrants. This financing deal, negotiated and concluded in about a month, is a strong vote of confidence on Network CN," he said.

The senior secured convertible notes will mature on June 30, 2011 and bear interest at 3% per year. They will be convertible into common stock at $1.65 per share.

Affiliated investment funds of Och-Ziff Capital Management Group will buy the notes, along with warrants for 34,285,715 shares, in three tranches:

• The first tranche will include $6 million of notes, warrants for 2.4 million shares exercisable at $2.50 and warrants for 1,714,285 shares exercisable at $3.50.

• The second tranche will include $9 million of notes, warrants for 3.6 million shares exercisable at $2.50 and warrants for 2,571,430 shares exercisable at $3.50.

• The third tranche will include $35 million of notes, warrants for 14 million shares exercisable at $2.50 and warrants for 10 million shares exercisable at $3.50.

Network CN's stock (OTCBB: NWCN) closed at $2.81on Monday, down $0.09 from Friday's $2.90 close.

All of the warrants will be exercisable until June 30, 2011.

If Network CN fails to meet annual earnings-per-share targets, the conversion price and warrant strike prices will be lowered.

Proceeds will be used for the company's planned expansion of its operations.

Network CN is a Chinese media and travel network company with headquarters in New York.

Avalon pockets C$16.88 million

Another company a little richer Monday was Avalon Ventures Ltd., which raised C$16,883,000 in a private placement of units and shares that settled on Nov. 23.

The deal priced on Oct. 24 for C$15 million with a C$2.225 million greenshoe.

The company sold 7.61 million units of one common share and one half-share warrant at C$1.55 apiece for C$11,795,500. Each whole warrant will be exercisable for one common share at C$2.00 for 18 months.

Avalon also sold 2.75 million flow-through shares at C$1.85 per share for C$5,087,500.

Avalon's stock (TSX Venture: AVL) closed at C$1.88 on Monday, up C$0.01 from Friday's C$1.87 close.

Research Capital Corp. led a syndicate of agents which also included TD Securities Inc.

Proceeds will be used for exploration and development projects, for working capital and other general corporate purposes.

Avalon Ventures is a Toronto-based junior mineral exploration and development company, with a primary focus on rare metals and minerals with high technology applications or offering environmental benefits.

Advanced raises C$6.79 million

After raising C$6.79 million in a non-brokered private placement of units Wednesday, Advanced Explorations Inc. announced it will begin to look into broadening its horizons.

"With this financing the company has a strong balance sheet from which to aggressively accelerate our technical program," John Gingerich, company president and chief executive officer, said in a press release.

"Over the next few months we will continue to pursue new business opportunities and working relationships such as with the First China Capital Group which helped establish our China off-take agreement. The key objective of our current business development strategy is to enhance the project economics while reducing project risk."

The deal priced for C$6.79 million on Oct. 30 and was increased to C$9.622 million on Nov. 5.

The company sold 2.4 million flow-through units, down from its planned 3.4 million units, at C$2.83 each.

As previously reported, each unit consists of one flow-through common share and one half share warrant. Each whole warrant is exercisable for one non flow-through share at C$3.88 for two years.

The company's stock (TSX Venture: AXI) closed at C$2.56 on Monday, up C$0.01 from Friday's C$2.55 close.

Advanced Explorations is a Toronto-based petroleum and mineral exploration company.

Knight sells C$3.7 million

In other news, Knight Resources Ltd. also pocketed some cash Friday, after closing C$3.7 million in a private placement of units.

The company sold 9.25 million flow-through units at C$0.40 per unit. It planned to sell 10 million units at that price. Each unit consists of one flow-through common share and one warrant. Each warrant will be exercisable at C$0.55 for one year.

The company's stock (TSX Venture: KNP) closed at C$0.3450 on Monday, up C$0.200 from Friday's C$0.325 close.

Proceeds will be used for exploration.

Knight Resources Ltd. is a Vancouver, B.C.-based, exploration-stage company engaged in the acquisition and exploration of natural resource properties with potential for nickel, copper, cobalt, platinum and palladium deposits.

Silverjet negotiates £22 million

Silverjet plc announced it felt confident in its plan to raise £22 million from a private placement of shares and a convertible loan, after seeing a 38% increase in business.

"I am delighted with Silverjet's achievements in our first full six months of trading with our first New York service generating in excess of £12m of revenue in the period," said Lawrence Hunt, company chief executive, in a press release.

"We are experiencing an incredible customer response on both our New York and Dubai routes and achieved a load factor of 80% on our New York route in August. We had 6,782 revenue seats in October, an increase of 38% on September."

The share placement will consist of 20 million ordinary shares at 60p apiece. Directors of the company plan to subscribe for £500,000 of shares.

Silverjet also plans to borrow £10 million from TFB (Mortgages) Ltd. The loan will be convertible into 18,333,333 ordinary shares until Feb. 11, 2008. TFB will be required to pay Silverject another £1 million within six months of conversion.

Sliverjet's stock (London: SIL) closed at £ 69.00, down £1.00 from Friday's £70.00 close.

If the loan is not converted by Feb. 11, 2008, it will be repayable by Dec. 17, 2008.

The loan bears interest at Libor plus 200 basis points. Interest will be payable at maturity, only if the loan is not converted.

Silverjet is an airline with headquarters in Luton, England. The company will use the proceeds for improvements at Luton and Newark, to place collateral deposits under sale and leasing arrangements for a Boeing 767 aircraft and to strengthen its balance sheet to develop new routes.

Adriana Resources gets C$20 million

Adriana Resources Inc. dug into some pockets and managed to pull out C$20 million from the first non-brokered tranche of a C$30 million private placement of stock. The deal priced on Nov. 15.

In the first tranche, the company sold 18,181,817 common shares at C$1.10 apiece to five strategic investors, including WorldLink (Canada) Resources Ltd.

In the second tranche, led by GMP Securities LP, the company will sell 9.1 million common shares at C$1.10 apiece for C$10 million. This tranche is expected to settle on Nov. 29.

Adriana's stock (TSX Venture: ADI) closed at C$1.21 on Monday, up C$0.03 from Friday's C$1.18 close.

Proceeds will be used to make the C$18 million final payment on the Brazil port site acquisition held by the company's subsidiary, Brazore Holdings Ltd. Proceeds also will be used for advanced engineering and design of the iron ore port facility, procurement of equipment and vessels, property investigation for iron ore sources in Brazil and general working capital.

Adriana is a mineral exploration and development company based in Vancouver, B.C.

Sinchao raises C$4 million

Another company that made out with some money after the Thanksgiving holidays was Sinchao Metals Corp., which settled the first tranche of a C$6 million private placement of units, raising C$4 million.

"This successful financing will provide the additional capital to advance our exploration and drilling activities," said Andrew Gourlay, company president in a press release.

"In particular, we look forward to providing further drill results as they are received and moving towards identifying inferred resources on the property."

The company intends to sell up to 15 million units of one share and one half-share warrant at C$0.40 per unit. Each whole warrant will be exercisable at C$0.60 for two years. In this tranche, Sinchao sold 10 million units.

Expiry of the warrants may be accelerated to 30 days if the daily volume-weighted average price of Sinchao's shares exceeds C$1.50 on each of 20 consecutive trading days at any time more than four months after issuance.

The company's stock (TSX Venture: SMZ) closed at C$0.80 on Monday.

PI Financial Corp. is the agent.

The second tranche will be non-brokered with Andean American Mining Corp. investing for 5 million units for C$2 million.

Proceeds will be used for exploration and working capital.

Sinchao is an exploration and development company based in Vancouver, B.C.


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