International Fight League to settle $12.66 million PIPE; Boo Koo raises $7.5 million

By Sheri Kasprzak

New York, Aug. 2 - International Fight League, Inc. led PIPE news on Thursday with a $12.665 million offering it plans to complete.

The deal comes as stocks in the broader market made their way back up after a week of serious declines.

"Obviously, we're very happy stocks are back up," said one sellsider on Thursday afternoon. "I do believe it makes a difference. No one wants to sell their stock when stocks are down."

The Dow Jones Industrial Average gained 100.96 to close at 13,463.33 while the Nasdaq composite index climbed 22.11 to end at 2,575.98. The Standard & Poor's 500 composite index increased 6.39 to settle at 1,472.20 on Thursday.

In the International Fight League deal, the company agreed to sell 25.33 million shares at $0.50 each and issue warrants for 12.665 million shares, exercisable at $1.05 each for five years.

"We are pleased to welcome this new group of quality investors into our company," said International Fight League chief executive officer Gareb Shamus in a statement.

"This financing serves as another example of the support, not only for our company and its management team, but for the sport of mixed martial arts. The proceeds from this financing will assist us in funding our continued growth."

New York-based International Fight League operates a mixed-martial arts sports league.

Boo Koo's PIPE

In other PIPE news, Boo Koo Beverages, Inc. concluded a private placement of shares for $7,503,114, selling 6,252,595 shares.

News of the deal sent the company's stock up 150%. The stock gained $3.00 to close at $5.00 on Thursday (OTCBB: CPFG).

The shares were sold at $1.20 each.

The investors have the option to buy up to $5 million in additional shares at the same price for 45 days from the closing date.

Connected to the offering, one of the company's shareholders agreed to convert $875,000 in principal plus interest in common shares at $1.20 each on the 30th day after the financing closes.

Roth Capital Partners, LLC and Aspen Equity Partner, LLC were the placement agents.

Proceeds will be used for marketing support, debt repayment, working capital and general corporate purposes.

The offering was conducted as part of Boo Koo's merger with Captech Financial Group. Following the merger, Boo Koo will change its name to Boo Koo Holdings, Inc. and will trade on the Over-the-Counter Bulletin Board under the Captech Financial Group, Inc. name under the symbol CPFG.

In the merger, Captech issued 24,711,070 of its common shares in exchange for all of the outstanding common shares of Boo Koo.

Following the merger, Captech named Dan Lee, former president of Boo Koo, its new president and chief executive officer, and Steve Ruffini, former chief financial officer, was appointed its new CFO. Also, Boo Koo appointed four new members to Captech's board of directors and accepted the resignation of two members of Captech's board before the merger.

"We are excited to complete the merger with Captech, allowing us to become a publicly traded company," said Lee in a statement.

"Boo Koo has already shown success in the rapidly growing energy drink category, and the completion of the private placement will enable us to accelerate our growth with our expanding portfolio of distributors and consumers. As a publicly traded company, our objective is to continue to increase our profile with consumers and the investment community by offering what we believe are the best-tasting energy drinks available."

Located in Addison, Texas, Boo Koo develops and distributes a line of energy drinks.

Local.com stock dips

A day after Local.com Corp. closed a $12,962,950 offering of stock, the company's stock fell by 1%.

The company's stock lost 6 cents to end the day at $5.95 (Nasdaq: LOCM). The stock fell by 12.39%, or 85 cents, to settle at $6.01 on Wednesday.

Two institutional investors bought shares at $5.50 each, a 19.8% discount to the company's $6.86 closing stock price from Tuesday.

The investors also received warrants for 471,386 shares, exercisable at $7.89 each for five years, and warrants for 471,386 shares, exercisable at $9.26 each for six years. Both sets of warrants become exercisable on Feb. 1, 2008.

Proceeds will be used for acquisitions, the expansion of direct sales channel development, the protection of the company's intellectual property portfolio and working capital.

Irvine, Calif.-based Local.com is a local internet search engine.

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