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Published on 3/4/2010 in the Prospect News PIPE Daily.

OceanaGold wraps CDI sale; La Cortez raises $10 million; Verena deal done, greenshoe exercised

By Stephanie N. Rotondo

Portland, Ore., March 4 - Private placement issuers in the mining, energy and banking sectors were among those that completed PIPE transactions on Thursday though few issuers emerged with new offerings.

Oceana Gold Corp. wrapped a private placement of Chess Depositary Interests, taking in nearly A$24 million. The company also raised more than C$63 million in an offering of subscription receipts.

La Cortez Energy Inc. also closed a deal, raising $10 million. The company sold units to raise the funds and Avante Petroleum SA purchased $5 million.

Meanwhile, Verena Minerals Corp. raised C$5 million plus another C$1 million that was part of an over-allotment option. A company spokesperson said the new funding would give Verena "a good foundation to grow on."

Community Central Bank Corp. raised $4.23 million from a private placement of series B shares. The company said participating investors were from its local community.

And, Manhattan Pharmaceuticals Inc. wrapped a deal, pocketing $2.55 million. According to a source familiar with the matter, the funds had to be raised to meet certain requirements for a planned acquisition.

OceanaGold wraps CDI sale

OceanaGold, a Melbourne, Australia-based gold exploration company, settled a A$23.87 million private placement of Chess Depositary Interests, according to a press release.

The deal originally priced for up to A$78 million on Feb. 18.

The company issued a total of approximately 10.94 million interests at A$2.18 each.

Additionally, the company raised C$63.88 million via an offering of subscription receipts. The receipts are convertible into common shares.

The funds from the placement and offering will be used for the restructuring of OceanaGold's existing gold hedging facilities.

"We are very pleased with success of this equity offering," stated Paul Bibby, chief executive officer, in the release. "The offering will help to strengthen our balance sheet and we expect it to result in OceanaGold becoming a 100% unhedged gold producer in the near future. The equity offering was strongly supported by both new and current shareholders from around the globe which has further diversified our shareholder base."

OceanaGold's equity (Australia: OGC) closed at A$2.52.

La Cortez raises $10 million

La Cortez Energy pocketed $10 million from a private placement of units, the company announced.

The Bogota-based company previously took in $2.5 million on Dec. 29 and another $1 million in January. Avante Petroleum SA subscribed for $5 million of the units.

The units were sold at $1.75 each and consisted of one common share and one half-share warrant. Whole warrants are exercisable at $3.00 for three years.

The financing comes as the company closed its acquisition of Avante Colombia S.a.r.l. The proceeds raised in the transaction could be used for the development of that property.

The placement provides the company with "a platform for growth in Colombia, which we have long identified as a geographic priority given the country's substantial undeveloped hydrocarbon potential and attractive fiscal and regulatory framework," principal shareholder Marcel van Poecke said in a statement. Poecke is chairman of Avante Oranje-Nassau Energie BV.

Andres Gutierrez, president and CEO of La Cortez, noted that the company has begun executing plans to continue development of the Avante Colombia assets.

"We are very enthusiastic about the potential of these blocks," Gutierrez said.

La Cortez's shares (OTCBB: LCTZ) gained 4 cents, or 1.45%, to $2.79.

Verena greenshoe exercised

Verena Minerals wrapped a C$6 million private placement of units, including a fully exercised C$1 million greenshoe.

The deal originally priced at C$5 million on Feb. 19 and the C$1 million greenshoe was added March 1.

The company sold 24 million units at C$0.25 each. Of those, 4 million were part of the over-allotment option.

Each unit contained one common share and one warrant. The warrants are exercisable at C$0.50 for two years.

"We've got a whole new team coming into Brazil and Toronto and some money raised, so I think the company has a good foundation to grow on," said Stephen G. Roman, Verena's outgoing president and CEO. Roman will be replaced by Mark Eaton, according to a press release.

Roman said that investors "think the deal is good," as evidenced by an increase in the company's stock. He noted that the equity has been undervalued when compared with its potential resource output. "We've got a lot of upside," he said.

The proceeds from the financing will be used for exploration and development activities at Verena's Brazil properties, as well as for general corporate purposes.

Verena's stock (TSX Venture: VML) improved by a penny, or 2.94%, to C$0.35. Market capitalization is C$34.4 million.

Verena Minerals is a Toronto-based mineral exploration company.

CCB sells convertible preferreds

Community Central Bank raised $4.23 million from a private placement of series B convertible preferred stock, the company said in a press release.

The shares were sold to local investors, the release said.

"We are obviously very pleased and grateful that CCB was able to garner public support for this capital raise," said David A. Widlak, president and CEO, in the release. "It has been a very difficult task for Michigan community banks to raise capital in the current economic environment. We are very grateful to Leonard Capital Markets for introducing our bank to community-minded investors."

Said Dan B. French, Jr., president and CEO of Leonard & Co.: "Community Central Bank has created a strong presence here in the southeastern Michigan market and has a very strong, proven management team. The investors were very excited to be able to participate in this very attractive offering. I'm thrilled David Widlak gave us this opportunity."

Leonard & Co. acted as placement agent.

Community Central's shares (Nasdaq: CCBD) jumped 47 cents, or 32.4%, to $1.90. Market capitalization is $7.1 million.

Community Central Bank is a Mount Clemens, Mich.-based company.

Manhattan takes in $2.55 million

Manhattan Pharmaceuticals completed a $2.55 million private placement of units.

The New York-based company issued 102 units, with each unit containing 357,143 common shares and 535,714 warrants. The warrants are exercisable at $0.08.

According to someone close to the matter, the financing was a requirement to the company's planned acquisition of Ariston Pharmaceuticals Inc. The source also said that the company could raise more funds in the near term.

Company executives declined to comment on the transaction.

The merger is expected to close within the next two weeks.

Manhattan's stock (OTCBB: MHAN) ended unchanged at $0.065. Market capitalization is $4.59 million.


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