Private placements hold steady; Northwest Biotherapeutics may raise $40 million

By Sheri Kasprzak

Atlanta, Nov. 16 - Private placement volume remained moderate Tuesday despite falling oil and a weak stock market.

"There is definitely a demand for PIPEs as far as investors are concerned," said one sell-side source. "So that's probably why these deals are getting done anyway."

Oil fell $0.76 Tuesday to end at $46.11 a barrel.

The Dow Jones Industrial Average dropped 62.59 to close at 10,487.65, Nasdaq was down 15.47 to end at 2,078.62 and the S&P dropped 8.38 to close at 1,175.43.

Canadian volume improved Tuesday.

Seven Canadian companies made announcements today about private placements, with a C$48 million deal from Silver Wheaton Corp. leading news.

"We've seen quite a few deals today," said one Canadian source. "Volume looks pretty good."

Heading up private placement action in the United States was a proposed deal from Northwest Biotherapeutics for $40 million.

The company said it might sell up to $40 million in convertible preferred stock, though the details in the deal haven't been worked out just yet.

The deal may be conducted in one or more closings over a year.

If the offering is conducted, the preferreds will be issued at a price per share equal to the lesser of $0.10 or a 35% discount to the average closing price of the company's common stock for 20 trading days before the closing of the financing. The deal has a floor of $0.04 per share.

Northwest is a Bothell, Wash.-based biotechnology company. The company's stock closed down $0.007 at $0.03 Tuesday.

Ferrellgas gets $40 million

Ferrellgas Partners LP said it received $40 million by selling units to a single investor for cash.

The company sold 2,098,623 units to Kayne Anders MLP Investment Co. for $19.06 each.

Ferrellgas is a Liberty, Mo.-based propane marketing company. The company plans to use the proceeds to pay down working capital borrowings.

On Tuesday, Ferrellgas's stock closed unchanged at $20.87.

MDU plans $15 million deal

MDU Communications International Inc. plans to raise $15 million in a private placement.

Full details on the offering were not available Tuesday, but the company said it plans to sell units of common stock and warrants to accredited investors.

MDU is a Totowa, N.J.-based digital satellite provider for multi-dwelling units. The company plans to use the proceeds from the financing for general corporate purposes, including supporting growth.

On Tuesday, the company's stock closed down $0.03 at $2.84.

Spectre receives $4.09 million

Spectre Gaming Inc. Tuesday said it received $4,091,073 from a private placement.

The company sold 1,636,429 units of one share and one warrant at $2.50. The warrants allow for the purchase an additional share at $3.75 for five years.

The company's management did not return several requests for additional details on the deal Tuesday.

Spectre is an El Cajon, Calif.-based casino games provider. The company's stock closed at $1.50 Nov. 15, its last trade.

Multiband wraps $2.1 million deal

Multiband Corp. said it will receive received $2.1 million for its convertible promissory notes and has also received $1.05 million through the sale of convertible preferred stock.

The notes pay interest at 6% per year and are convertible into common shares at $1 per share.

The company also sold $1.05 million in series H convertible preferred stock.

The preferreds pay a dividend of 6% per year and are convertible into common shares at $1 per share.

The investors of the series H shares will also receive warrants for an additional 3.15 million common shares at $1.25 each for five years.

H.C. Wainwright & Co. acted as placement agent in both the offerings.

Based in Minneapolis, Multiband is a voice, data and video systems provider to apartment buildings and time-share resorts. The company plans to use the proceeds from the financings to restructure existing short-term debt and for general working capital.

On Tuesday, the company's stock closed down $0.32 at $1.18.

PharmaFrontiers raises $1.415 million

PharmaFrontiers Corp. said Tuesday it has raised an additional $1,415,000 in convertible notes.

The company sold the 15% subordinated convertible notes, which mature Nov. 30, 2005. The notes are convertible at $3 per share.

Investors also received 141,500 shares, and upon the earlier of an equity financing or maturity of the note, investors will also get a one-year warrant exercisable at $3 per share.

The company, based in Tomball, Texas, is a stem cell research company. It stock closed at $9 Nov. 12, its last trade.

Lithium closes deal for $1.12 million

Lithium Technology Inc. wrapped up its $1.12 million private placement.

On Nov. 9, Lithium sold 1,120 units at $1,000 each.

The units consist of one series A convertible preferred share, one warrant for common stock to be issued upon conversion of the series A share to buy half a share of common stock at 125% of the conversion price of the series A shares, and one warrant to be issued upon conversion of the series A shares for half a common share at 150% of the conversion price of the series A shares.

The series A shares are convertible any time for three years at a price equal to 80% of the average closing price of the company's common stock on the over-the-counter bulletin board for 20 trading days preceding conversion notice.

Based in Plymouth Meeting, Pa., Lithium produces lithium batteries for cell phones and notebook computers.

Lithium's stock closed up $0.09 at $0.33 Tuesday.

Media Services plans placement of shares

Media Services Group Inc. said Tuesday it plans to sell 18,750 shares of series F convertible preferred shares.

The offering includes five-year warrants for the purchase of the number of common shares equal to 6% of the number of series F shares sold multiplied by the conversion rate of 24.61538 at an exercise price equal to the conversion price of the series F shares.

On Tuesday, the company also released details Tuesday on its previously announced $3 million private placement.

The company sold 9,375 shares of series F convertible preferred stock at $320 per share to strategic investors.

The series F shares are convertible into about 230,769 shares of common stock at $13 per share.

Warrants were also issued in the deal for 115,385 common shares at $16.25.

New York-based Media Services Group is a company focused on the homeland security, public safety and surveillance industries. The company's stock closed down $0.95 at $12.80 on Tuesday.

Silver Wheaton to raise C$48 million

Silver Wheaton Corp. said Tuesday it will raise C$48 million in a private placement, the company said Tuesday.

The offering was sold through an underwriting syndicate led by GMP Securities Ltd. The underwriters agreed to sell 64 million units of one share and one half-share warrant for C$0.75.

The whole warrants allow for the purchase of an additional share at C$1.10 for five years.

The underwriters have an option to well an additional 16 million units, exercisable until 48 hours before the deal closes for an additional C$12 million. The deal is expected to close Nov. 30.

"The deal was obviously priced at a large discount, C$0.75 per unit with the half warrant worth C$0.13 for a net of C$0.62 versus a close of C$0.87," said one source close to the deal. "The deal did represent about half of the free float."

Based in Vancouver, B.C., Silver Wheaton is a silver exploration company. It plans to use the proceeds from the private placement to fund the cash portion of the purchase price of all of the silver produced by Zinkgruvan Mining AB, a subsidiary of Lundin Mining Corp. The company will also use the funds for general corporate purposes.

On Tuesday, Silver Wheaton's stock closed down C$0.04 at C$0.82.

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