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Published on 10/26/2009 in the Prospect News PIPE Daily.

West Coast secures $155 million; Rockhopper plans equity placement; Cadiz wraps unit offering

By Stephanie N. Rotondo

Portland, Ore, Oct. 26 - Many deals, both large and small, came to the PIPEs market Monday.

West Coast Bancorp brought one of the day's largest deals. The company announced it had raised $155 million from the sale of convertible preferred stock. Of those proceeds, about $134 million was directed to the company's West Coast bank unit.

Rockhopper Exploration plc also announced a big deal. The English oil and gas company said it was looking to raise £50 million from a private placement of equity.

Meanwhile, Cadiz Inc. took in $6.3 million from a private placement of units. According to a company spokesperson, the time was right for such a financing.

Also, Nextraction Energy Corp. settled a C$6 million private placement of units. The company's top executive said he was "confident" that investors would be pleased with the deal.

Among other completed financings, Summit Hotel Properties Inc. pocketed more than $3 million from a private placement of membership interest units.

West Coast raises $155 million

West Coast Bancorp pocketed $155 million from a private placement of convertible preferred shares, the company announced.

The company sold 1.43 million series A mandatorily convertible participating preferreds. The shares are convertible into 71.4 million common shares at $2.00 per share.

In addition, the company sold 120,000 series B convertible participating preferreds. Those shares are convertible into common stock, also at $2.00 per share.

Both series of preferreds carry a dividend rate of 15%.

Also, certain investors received class C warrants, which are convertible into series B preferreds. Those preferreds are then mandatorily convertible into a total of 12 million common shares at $2.00 for seven years.

All investors received class D warrant, which are exercisable into convertible preferreds. The preferreds can then be converted to common stock at $0.50 per underlying share for seven years.

Investors participating in the financing include MFP Partners, LP, Castle Creek Capital and GF Financial, LLC.

"The capital raise enhances West Coast Bank's capital position and increases its pro forma total risk-based capital ratio to 17.01%, considerably above the level required by bank regulators," said Robert D. Sznewajs, president and chief executive officer, in a press release.

"This capital raise will also strengthen our liquidity position and is an important reflection of the confidence that our new investors have in West Coast Bank, its management and business plan. Enhancing West Coast Bank's capital and liquidity positions has been a key priority over the past year as we continue to work through the challenges presented by the prolonged economic downturn in our market areas.

"Additionally, the capital raise will allow West Coast Bank to address future impacts of the weak economy and will support the borrowing needs of our communities during these tough economic times."

West Coast's stock (Nasdaq: WCBO) gained 17 cents, or 6.72%, to $2.70. Market capitalization is $41.5 million.

West Coast Bancorp is a Lake Oswego, Ore.-based financial holding company.

Rockhopper plans equity sale

Rockhopper Exploration negotiated a £50 million private placement of stock, the company said in a press release.

The Salisbury, England-based oil and gas company will sell approximately 92.59 million ordinary shares at 54p per share.

"The placing will provide the company with the necessary funds to finance the drilling in 2010 of two wells on its North Falkland basin prospects and to meet its financial commitments under its 7.5% interest farm-in agreement with Desire [Petroleum Plc] in respect of three wells that are to be drilled by Desire in 2010," the release read.

Rockhopper's shares (London: RKH) closed down $3.50, or 5.43%, to £61.00. Market capitalization is £51.9 million.

Cadiz wraps unit offering

Cadiz, a Los Angeles-based developer of water-related land and agriculture assets, sealed a $6.3 million private placement of equity units, according to a regulatory filing.

The deal settled Oct. 23.

The company issued 200,000 units at $31.50 per unit. Each unit held three common shares and one warrant. The warrant is exercisable at $15.00 until Oct. 30, 2012. However, the warrants are callable after Nov. 1 if the company's common stock trades above $22.50 for 10 consecutive trading days.

Proceeds will be used for development.

"It was a good time for us to work on this," said Courtney Degener, investor relations manager for Cadiz. "We had a loan and some working capital, but we needed to fund some additional activities for the next year or so. We were able to find some interested investors who wanted to work with us."

Degener noted that it was too early to tell if investors would be pleased with the fundraising, but added "we believe that they will be pleased."

Cadiz's stock (Nasdaq: CDZI) fell 3 cents, or 0.27%, to $11.15. Market capitalization is $141 million.

Nextraction seeks C$6 million

Nextraction Energy will conduct a C$6 million non-brokered private placement of units, the company said in a press release.

Nextraction will sell 8 million units at C$0.75 per unit. Each unit will contain one common share and one half-share warrant. Whole warrants are exercisable at C$0.95 for one year.

When asked if he was pleased with the negotiated terms, Mark S. Dolar, president and chief executive officer, responded "very much so."

"We have several companies we believe will be participating in the project with us," he said. "We're very confident."

Dolar told Prospect News that the proceeds would be used for "two projects that are prepared and ready to drill."

"Drill costs are lower because of the economic downturn," he explained. "So we think we can recover better net interests and revenues over the long haul."

Specifically, Dolar said the funds would go toward Nextraction's Pinedale Anticline field in Wyoming, which he touted as the "second largest gas field in America." The proceeds would also go toward its Devonian Shale project in Kentucky.

"Those shales are the hottest plate going on right now in North America," he said.

Dolar said the deal was expected to close by the end of the week.

Nextraction's equity (TSX Venture: NE) ended unchanged at C$0.80. Market capitalization is C$6.47 million.

Nextraction Energy is a Vancouver, B.C.-based junior oil and gas company.

Summit seals $3.42 million

Summit Hotel Properties took in $3.42 million from a private placement of units on Oct. 20, the company announced in a regulatory filing.

The company sold 68.3 million class A-1 membership interest units.

A company spokesperson declined to comment.

Summit Hotel Properties is a Sioux Falls, S.D.-based privately-held developer, owner and manager of hotels.


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