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Published on 3/22/2006 in the Prospect News PIPE Daily.

Equinox Minerals stock surges on $30 million PIPE; CardioVascular BioTherapeutics raises $20 million

By Sheri Kasprzak

New York, March 22 - Canada's Equinox Minerals Ltd. led PIPE activity Wednesday, sending its stock up more than 11% after negotiating a $30 million private placement with ZCCM Investments Holdings plc.

The stock gained 16 cents, or 11.43%, to end at C$1.56 (Toronto: EQN) Wednesday after the agreement was announced in the afternoon.

Under the terms of the agreement, ZCCM will buy $15 million in Equinox stock at a price equal to 1.2 times the volume weighted average price of Equinox's stock for the five trading days before March 31. ZCCM also agreed to buy $15 million in shares at 1.15 times the five-day volume weighted average price before the final subscription date - June 30.

Equinox said it plans to use the proceeds from the deal for the development of its Lumwana copper project in Zambia and for working capital.

Based in Toronto, Equinox is a mineral exploration company.

Another Canadian company announced it was raising funds in U.S. dollars through a private placement Wednesday. 180 Connect Inc., also based in Toronto, is getting ready to close a $10.7 million convertible debenture offering.

The five-year debentures bear interest at 9.33% annually and are convertible at $2.3821, a 36% premium to the company's closing stock price of $1.7475 on March 21. The investors will receive four-year warrants for 1.6 million shares, each of which is exercisable at $2.5986 each.

On Wednesday, the company's stock slipped 4 cents, or 1.96%, to finish the day at C$2.00 (Toronto: NCT).

Piper Jaffray & Co. was the placement agent.

Proceeds will be used for working capital.

180 Connect installs and integrates home entertainment, communication, security and other services.

CardioVascular's $20 million offering

In the biopharmaceutical sector, CardioVascular BioTherapeutics, Inc. pocketed $20 million from the sale of senior secured convertible notes due March 20, 2009.

The notes bear interest at Libor plus 700 basis points and are convertible into common shares at $12.00 - a staggering 67% premium to its closing stock price of $7.15 on March 20.

The notes were bought by HFTP Investment LLC; Gaia Offshore Master Fund, Ltd.; Caerus Fund Ltd.; and Leonardo LP. The investors received warrants for 705,882 shares, exercisable at $8.50 each for three years.

C.K. Cooper & Co. was the placement agent.

CardioVascular intends to use the proceeds to complete some clinical trials.

After the deal was announced Wednesday afternoon, CardioVascular's stock gained 10 cents, or 1.43%, to close at $7.10 (OTCBB: CVBT). On March 21, the stock lost 15 cents to settle at $7.00, and on March 20, the stock fell 5 cents to finish at $7.15.

"This funding should carry us through phase 2 of our 'no option' heart patient and phase 1 and 2 of our wound healing clinical trials, and reduce our need for additional capital," said Daniel Montano, the company's chief executive officer, in a statement.

No-option heart patients suffer from coronary artery disease so severe they do not qualify for bypass surgery or balloon angioplasty.

As to the company's latest earnings report, CardioVascular reported a net loss of $4,386,448 for the quarter ended Sept. 30, 2005, compared with a net loss of $2,342,037 for the same quarter of 2004.

Las Vegas-based CardioVascular develops protein-based treatments for cardiovascular disease.

Valentis raises $5.25 million

Elsewhere in the biopharmaceutical sector, Valentis, Inc. settled a $5.25 million unit placement Wednesday to finance a clinical trial for VLTS 934, the company's product candidate for peripheral arterial disease.

Valentis issued 2.1 million units of one share and one half-share warrant at $2.50 each, a 3% discount to the company's closing stock price of $2.43 on March 21. A group of investors led by Biotechnology Value Fund, LP bought the units.

The whole warrants associated with the deal are exercisable at $3.00 each for five years.

Valentis plans to use the proceeds to advance its VLTS 934 poloxamer products to phase 3 clinical testing once the results of the phase 2b clinical trial are released.

"Based on VLTS 934's prior safety data, the significant improvements from baseline in all efficacy measures prior to phase 2a trial and the favorable results observed in the phase 2b interim analysis, we believe the phase 2b trial will be successful," said Benjamin McGraw, the company's CEO, in a news release.

News of the placement sent Valentis's stock up 6.17%, or 15 cents, Wednesday to close at $2.58 (Nasdaq: VLTS).

Burlingame, Calif.-based Valentis develops a nonionic copolymer called poloxamer in the form of VLTS 934, used to treat peripheral arterial disease, as well as other treatments for cardiac disorders.

Versatile plans $4.5 million convertibles

Among other Canadian companies with U.S. dollar offerings Wednesday was Versatile Systems Inc., which priced a $4.5 million non-brokered offering of three-year convertible debentures.

The debentures, which bear interest at Prime rate plus 200 basis points, are structured so that the conversion premium is tiered over thirds of the offering with a 33% average conversion premium.

The first third of the debentures have a 5% premium, the second third a 20% premium and the final third a 75% premium.

A single U.S.-based investor has agreed to buy the debt and will receive warrants equal to 30% of its investment.

The strike price is equal to an average premium of 32% to the then-current market price on a tiered basis. There is a 10% premium to the market price with a three-year term for one-third of the warrants, a 20% premium to the market price with a three-year term for one-third of the warrants and a 65% premium to market with a five-year term for one-third.

"Our objective is to close this transaction in the next few weeks," said Fraser Atkinson, Versatile's chief financial officer, in a news release from Wednesday morning. "This will allow us to complete the final step in restructuring our current obligations in a manner that is not dilutive to our shareholders. In the process, we will also have secured a financial partner to support future growth initiatives."

Versatile's stock crept up 1 cent to end the day at C$0.32 (TSX Venture: VV).

Vancouver, B.C.-based Versatile is a software developer focused on marketing and distribution products.

Chemokine leads Canadian offerings

Moving to Canada, Chemokine Therapeutics Corp. led PIPE activity there, settling a C$5.8 million stock offering at a 14.5% discount to market.

Institutional investors bought 5,471,698 shares at C$1.06 each, compared with the company's C$1.24 closing stock price on March 21.

Proceeds will be used for preclinical and clinical development of the company's product candidates as well as for working capital and general corporate purposes.

Chemokine's stock remained unmoved on Wednesday at C$1.24 (Toronto: CTI).

Vancouver, B.C.-based Chemokine develops peptide-based therapies to treat cancer, blood disorders, cardiovascular ailments and infectious diseases.

Novavax stock falls 2.6%

Novavax, Inc.'s stock tumbled 2.6% Wednesday after the company announced its plans to close a $38 million direct placement of stock at a 12% discount to market.

The stock dropped 20 cents on Wednesday, or 2.59%, to end at $7.51 (Nasdaq: NVAX), losing an additional 13 cents in after-hours trading.

On Tuesday, when the deal was announced, the stock slipped 7.22%, or 60 cents, to close at $7.71.

Trading volume skyrocketed on Wednesday with 11,710,358 shares traded compared to the three-month running average of 4,752,590 shares traded.

In the placement, a group of institutional investors agreed to buy shares at $7.30 each, a 12% discount to the company's $8.31 closing stock price on March 20.

The shares will be offered under Novavax's shelf registration.

Rodman & Renshaw, LLC is the placement agent.

Based in Malvern, Pa., Novavax develops and commercializes drug-delivery and biological technologies, including virus-like particles-based vaccines.


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