Private placement volume stalls on dismal stocks; Occam closes $5.27 million offering

By Sheri Kasprzak

Atlanta, Jan. 11 - Private placement volume trailed off Tuesday as the stock market took a dive, though some Canadian energy companies entered the market on slightly better oil prices.

"There's really not much to report today," said one sell-sider. "It's just very quiet. I think some issuers are probably waiting for stocks to look better."

The Dow Jones Industrial Average closed down 64.81 at 10,556.22, the Nasdaq composite lost 17.42 to end at 2,079.62 and the S&P 500 ended the day off 7.26 at 1,182.99.

"It is a very quiet day," said a Canadian sell-side source. "I've seen some small deals. There've been some oil companies in the market today because oil looks a bit better. But other than that, not much to report."

Oil prices rose $0.18 Tuesday to close at $45.51 per barrel.

Some Canadian energy companies like U.S. Oil and Gas Resources Inc. and Consolidated Odyssey Exploration Inc. headed to the private placement market Tuesday.

Meanwhile, in the United States, Occam Networks Inc. closed a $5,275,000 offering.

The deal included about 527,500 shares of series A-2 preferred stock at $10 each.

The preferreds are convertible into 90.9 common shares at $0.11 each.

Based in Santa Barbara, Calif., Occam provides Ethernet and IP-based loop carrier equipment to telecommunications companies.

On Tuesday, Occam's stock closed up $0.005 at $0.094.

IQ Biometrix closes deal

IQ Biometrix Inc. closed a private placement for $3.3 million.

The company issued 5% convertible debentures to nine investors.

The debentures mature on June 30, 2005 and are convertible into common shares at $2 each.

Warrants for 825,000 shares at $2.70 each for five years were also issued in the deal.

IQ Biometrix, based in Fremont, Calif., develops facial imagery technology for law enforcement officials.

The company's stock closed up $0.05 at $6.05 on Tuesday.

Pacificap wraps first tranche

Pacificap Entertainment Holdings Inc. raised $1.4 million after closing the first tranche of a $2.8 million private placement.

The offering was comprised of 10% secured convertible notes. The notes mature in two years.

The notes are convertible into common shares at the lesser of $0.02 each or 60% of the average three lowest intra-day trading prices for 20 days before conversion.

Warrants for 2.8 million shares at $0.02 each for five years were also included in the offering.

"This financial transaction will enable rapid execution of our business model and growth," said Pacificap's president Edward Litwak in a statement.

Based in Los Angeles, Pacificap finances and markets films and produces and distributes motion pictures. The proceeds from the deal will be used to develop the company's corporate infrastructure and to increase its activities and offerings in media and entertainment.

Pacificap's stock closed up $0.009 at $0.02 Tuesday.

GeneMedix raises £1,675,000

GeneMedix plc has closed a private placement of shares for £1,675,000.

The company issued to two investors 18,649,150 shares at 9p each.

The investors also received warrants for a total of 41,204 shares at 14.9p each through Oct. 31, 2009.

The shares were sold at a 10% discount to GeneMedix's closing price on Jan. 7. On Jan. 7, the company's stock closed at 9.30p.

Hunting Party Securities Ltd. was the placement agent in the offering.

"This additional funding is part of the ongoing effort to ensure that we can continue to provide the resources to progress our key programs," said GeneMedix's chief executive officer Paul Edwards in a statement.

Based in Suffolk, England, GeneMedix is a biopharmaceutical company. It plans to use the proceeds from the offering to fund existing and future programs, and develop its merger and acquisition strategy.

On Tuesday, the company's stock closed unchanged at $10.50.

IDC wraps $1.15 million deal

International Dispensing Corp. closed a private placement offering for $1.15 million.

The company sold shares to Wasserstein & Co. LP and other investors, though the exact details of the deal could not be obtained by press time Tuesday.

The company's chairman Greg Abbott, chief financial officer Jack Knott and Louis Simpson also participated in the offering and the company expects an additional $150,000 in future investments in the deal.

"We are pleased that a firm of Wasserstein's stature, after conducting an extensive six-month due diligence process, has chosen to invest in IDC," said Abbott in a statement. "This validates our technology and the work we've been doing. It brings IDC a strategic partner with financial expertise and credibility, as well as a number of potential customer contacts. We think this is an excellent fit for IDC as we build for the future."

International Dispensing is a Hanover, Md.-based research and development company focused on developing and manufacturing aseptic dispensing products for the food-service industry.

On Tuesday, the company's stock closed unchanged at $0.70.

Canadian offerings

Two Canadian oil companies announced their plans to conduct private placements Tuesday.

U.S. Oil and Gas Resources Inc. said its plans to raise C$1.1 million in a non-brokered offering.

The company plans to sell up to 5 million shares at C$0.22 each.

"I think it was really mostly about the timing of this deal," said one market source. "Oil is strong now and so this deal is priced right in line. Oil is a market where you can either be very much undervalued and be forced to price way low, or have deals like this that are priced without any significant discount."

U.S. Oil is a Vancouver, B.C.-based oil and gas exploration, development, financing and acquisition company.

The company's stock closed unchanged at C$0.23 on Tuesday.

Consolidated Odyssey's offering

Consolidated Odyssey Exploration Inc.'s C$1 million contribution to the private placement market includes 5 million units at C$0.20 each.

The units are comprised of one share and one warrant. The warrants allow for an additional share at C$0.25 each for one year.

Consolidated is a Vancouver, B.C.-based diamond exploration and development company. It plans to use the proceeds from the offering for exploration and development of its projects, and for general working capital.

On Tuesday, Consolidated's stock closed unchanged at C$0.25.

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