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Published on 12/19/2008 in the Prospect News PIPE Daily.

Bridge Capital gives preferreds voting rights; Energy Composites, Triton wrap deals; SQI plans stock sale

By Kenneth Lim

Boston, Dec. 19 - Bridge Capital Holdings added voting rights to its convertible preferreds as it wrapped up the $30 million private placement.

Energy Composites Corp. raised $6.37 million in a private placement of convertible debenture and warrant units.

SQI Diagnostics Inc. plans to sell C$5 million of its common stock through a private non-brokered offering to raise working capital.

Triton Energy Corp. wrapped up a flow-through capital raise for C$2.95 million.

Bridge settles deal, adds voting rights

Bridge Capital settled its $30 million private placement of 10% convertible preferred stock, but amended the terms to give the preferreds voting rights.

The company originally planned to sell 300,000 series B mandatory convertible cumulative preferred stock, each convertible into 10 common shares at $10 per common share.

Under the new terms, the company sold 131,901 shares of the series B preferred and 168,099 shares of a new series B-1 mandatory convertible cumulative perpetual preferred. The initial conversion price is the same for both series.

Bridge common stock (Nasdaq: BBNK) slipped 2.27% or $0.10 to close at $4.30 on Friday. The company has a market capitalization of $28.37 million.

Bridge is seeking shareholder approval for to grant both series of preferreds voting rights of 10 votes per preferred share. If shareholders do not approve the voting rights, the series B preferreds will have the right to vote with the common at 10 votes per preferred share and be convertible into common stock, while the series B-1 preferreds will have not voting rights and will not be convertible.

Carpenter Fund Manager GP, LLC was the investor.

Carpenter will also be allowed to nominate one director to Bridge's board. Carpenter general partner Howard Gould has been appointed as a director of Bridge.

Proceeds will be used to strengthen the company's balance sheet and for general corporate purposes.

San Jose, Calif.-based Bridge Capital Holdings is the holding company for Bridge Bank, NA.

Energy Composites raises $6.37 million

Energy Composites sold $6.37 million of convertible debenture and warrant units through a private offering.

The company sold units of one three-year, 6% convertible a number of warrants exercisable into a number of common shares equal to the number of shares issuable upon conversion of the principal amount of debenture, or about 2.55 million warrants total.

The debenture is initially convertible at $2.50 per share. The company may prepay the debentures, in whole or in part, after one year under certain conditions. Each whole warrant is exercisable at $5 for three years.

Energy Composites common stock (OTCBB: ENCC) closed at $3.70 on Friday, lower by 7.27% or $0.29.

The units were placed with 75 investors.

Energy Composites is a Wisconsin Rapids, Wis.-based engineering and manufacturing company that is focused on the alternative energy, water management and environmental compliance sectors.

SQI plans non-brokered deal

SQI Diagnostics plans to sell C$5 million of its common stock through a non-brokered private placement.

The company is offering 4 million common shares at C$1.25 apiece. SQI common stock (TSX: SQD) closed at C$1.25 on Friday, up by 3.31% or C$0.04. The company's market capitalization was C$27.77 million.

Proceeds will be used for general working capital purposes.

SQI is a Toronto-based medical systems automation company.

Triton settles placement

Triton Energy closed a C$2.95 million private placement of flow-through common shares. The deal priced for C$2.5 million with an additional C$1.25 million over-allotment option.

The company sold about 7.86 million common shares altogether on a flow-through basis at C$0.375 per share on a bought-deal basis. Triton common stock (TSX: TEZ) closed unchanged at C$0.25 on Friday. The company's market capitalization was C$8.68 million

Proceeds will go toward funding qualifying expenditures on the company's petroleum and natural gas properties.

Triton is an oil and natural gas company based in Calgary, Alta.


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