AgCert secures $25 million and €14 million loans; Biosensors sells $15 million more of convertible notes

By Laura Lutz

Des Moines, Jan. 5 - AgCert International plc led PIPEs news on Friday with a $25 million senior secured loan from Laurus Master Fund Ltd. and a €14 million bridge financing with two of its major shareholders.

The loan from Laurus matures in May 2008.

Interest is indexed to the Prime rate. Of the principal amount, $10 million is convertible at an average price of 135% of the base price of 149p per share.

Laurus also received options for 4,228,872 ordinary shares exercisable until Dec. 29, 2011 at an average exercise price of 130% of the base price.

The bridge loan is to be repaid by the end of the first quarter of 2007. Detailed terms of that financing were not released.

The two deals constitute the first component of a planned €70 million debt funding program. The company said in a news release that discussions regarding the remainder of the program are continuing.

Based in Dublin, AgCert produces and sells greenhouse gas emissions offsets from agricultural sources.

The company's stock stayed nearly steady on Friday, closing down 1.00p, or 0.65%, at 153p.

No industry dominates

PIPEs activity was not solidly dominated by any industry as Friday saw deals from a wide variety of companies.

Biosensors International Group, Ltd. pocketed $15 million from the third and final tranche of a $45 million private placement of unsubordinated convertible notes.

The 3.95% notes were purchased by Three Arch Capital, LP, TAC Associates, LP, Three Arch Partners IV, LP and Three Arch Associates IV, LP.

The notes, due Nov. 29, 2009, are convertible into common shares at S$1.029 each. The conversion price is an 18.27% premium to the company's S$0.87 closing stock price Nov. 24.

The investors also received 4,371,903 warrants exercisable at S$1.029 each through Nov. 29, 2009.

The placement was originally announced on Nov. 27.

In the first tranche, the company sold $15 million of notes and 4,552,352 warrants to Granite Global Ventures on Nov. 29.

On Dec. 2, Evolution Master Fund Ltd. SPC, Segregated Portfolio M purchased $15 million of the notes and 4,451,055 warrants.

Proceeds will be used to accelerate the company's existing clinical trials and for research and development.

"This successful financing is an important milestone for Biosensors as we prepare for the launch of our flagship BioMatrix drug-eluting stent as well as accelerate our other ongoing research and development programs," Yoh-Chie Lu, chairman and chief executive, said in a news release.

"Biosensors has the technology and the opportunity to become a technology leader in the drug-eluting stent market, as its technologies continue to receive strong validation by leading cardiologists," Mark Wan of Three Arch Partners said in the Biosensors release.

"Three Arch Partners is very pleased to be a part of this exciting company and I look forward to be able to lend my expertise and the resources of our organization where possible."

In the same release, Lu announced that he is nominating Wan to the board of Biosensors.

Biosensors, based in Singapore, develops medical devices used in cardiology and critical care procedures, including stents used in open-heart surgery.

Biosensors closed unchanged at S$0.875 on Friday.

Resverlogix raises $17 million

In other biotech news, Canadian Resverlogix Corp. closed an upsized private placement of subordinated convertible promissory notes for $17 million.

The 8% notes are convertible into common stock at $12.07 per share.

The investors received warrants for 408,647 shares exercisable at $15.09 per share.

The deal priced on Jan. 2 as a $15 million offering.

When the placement was announced, the conversion price was expected to $10.40 per share and the warrant exercise price was expected to be $13.00.

Oppenheimer & Co. Inc. acted as placement agent with Caris & Co. as co-agent.

Based in Calgary, Alta., Resverlogix is a biotechnology company focused on therapies for cardiovascular disease.

The company's stock gained 85 cents, or 6.01%, to finish at C$15.00 on Friday. After the deal was announced on Tuesday, the company's stock had lost C$1.25, or 8.12%, to close at C$14.15 (Toronto: RVX).

Enexco wraps two placements

Moving to mineral resource companies, International Enexco Ltd. raised $12,115,250 from two private placements of units.

The company settled a non-brokered private placement for C$3.225 million and a brokered placement for C$8,890,250. The brokered deal included included a greenshoe for C$1,150,250.

The non-brokered deal consisted of 1.5 million units of one share and one half-share non-transferable warrant at C$2.15 per unit. Each whole warrant is exercisable at C$2.75 for one year.

In the brokered deal, the company sold 4.135 million units on the same terms, including 535,000 units for the greenshoe.

The brokered placement was conducted through a syndicate of agents led by Wellington West Capital Markets Inc. and including Toll Cross Securities Inc.

The deal priced on Dec. 1 as a C$10.75 million placement of 5 million units.

It was split on Dec. 6 into a C$3.225 million brokered offering of 1.5 million units and a C$7.525 million brokered offering of 3.5 million units with a greenshoe for 525,000 units.

Before closing, the brokered placement was upsized to 3.6 million units and the greenshoe was upsized to 535,000 units.

International Enexco is a Vancouver, B.C.-based mineral exploration company.

Proceeds will be used for exploration on the company's Contact copper project in Nevada and its Mann Lake uranium project in Saskatchewan as well as for working capital.

International Enexco's stock closed down 5 cents, or 2.22%, at C$2.20 on Friday.

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