AIMS Worldwide, Airbee Wireless get equity lines; volume sags on lower stocks, oil

By Sheri Kasprzak

Atlanta, April 28 - AIMS Worldwide, Inc. and Airbee Wirless, Inc. led private placement news Thursday, both announcing standby equity distribution agreements from Cornell Capital Partners, LP.

In the two-year AIMS agreement, the company may sell up to $35 million of shares at 99% of the lowest weighted average price of its stock for five days after the notice of a draw.

There is a $3.5 million limit on each advance. Cornell will retain 5% of each advance and will receive stock equal to $290,000 as a fee.

Sloan Securities Corp. was the placement agent in the transaction.

Based in Fairfax, Va., AIMS is a media and marketing acquisition company.

The company's stock closed unchanged at $0.70 Thursday.

In the Airbee agreement, the company may sell up to $20 million of shares at 97% of the lowest volume weighted average price of the company's stock for five days before notice of a draw.

There is a $300,000 per week limit on each advance and Cornell will retain 5% of each advance.

Airbee also announced that it closed the private placement of a $1 million promissory note to Montgomery Equity Partners, Ltd. The one-year note pays interest at 24%.

Based in Rockville, Md., Airbee produces connectivity software for wireless voice, data and video communications. On Thursday, the company's stock closed down $0.06 at $1.12.

Elsewhere in the private placement market, volume took a beating from lower stocks in the United States. In Canada, volume suffered from weaker natural resources stocks.

"Stocks were abysmal, just not a good day to get a deal out there," said one U.S.-based market source.

"Companies with deals are waiting it out," said another U.S.-based sell-sider. "Either that, or they're looking at creative ways of getting the deals out there, structures other than just a plain stock-for-cash deal."

The sell-sider said standby equity distribution agreements are among the ways issuers get around a dismal stock market in order to get the best pricing they can from an offering.

The Dow Jones Industrial Average closed down 128.43 at 10,070.37; the Nasdaq composite index lost 26.25 to end at 1,904.18 and the S&P 500 ended down 13.16 at 1,143.22.

Volume in Canada also stalled Thursday as natural resources stocks dipped.

"Oil prices are weak along with gold and base metal prices, which is most of the PIPE volume in Canada," said one sell-side source in Canada.

Oil prices did make a comeback Thursday after dropping below $50 per barrel over the course of the day. Oil gained $0.16 to close at $51.77 per barrel.

Amica downsizes deal

Amica Mature Lifestyles Inc. downsized its previously announced C$16.65 million private placement to C$10 million, dropping the number of shares offered and cutting the price of the shares involved.

The company will now sell 2 million shares at C$5 each.

The deal was first announced April 13 as being comprised of 3 million shares at C$5.55 each.

The greenshoe granted to placement agents National Bank Financial and Canaccord Capital Corp. has also been reduced. The agents originally had an over-allotment option for up to 300,000 additional shares, but will now have an option for up to 200,000 additional shares.

"I think when it comes down to it, the company decided to back off on the amount of this deal because it was hit with some losses in the third quarter," said one market source following the offering. "Cutting back was in their best interest."

Based in Vancouver, B.C., Amica designs, develops, markets and manages housing and services for the elderly. The proceeds will be used for new development projects with joint-venture partners, debt repayment and general corporate purposes.

On Thursday, the company's stock closed down $0.15 at $5.25.

Bancshares of Florida's $3.22 million deal

Bancshares of Florida, Inc. wrapped a private placement of stock for $3,225,000.

The company issued 215,000 shares at $15 each, a 5% discount to the company's closing stock price of $15.77 on April 25.

"Reasonable discount," said one market source familiar with the deal. "[Bancshares] had a pretty good performance for the first quarter."

The company's first-quarter report was released on Wednesday. Bancshares reported a net loss of $375,000, compared with $993,000 in net losses for the fourth quarter of 2004.

On April 11, the company raised $10.5 million in a similar offering.

Allen & Co. LLC was the placement agent for both offerings.

Based in Naples, Fla., Bancshares of Florida is a holding company for Bank of Florida.

On Thursday, Bancshares's stock closed down $0.15 at $15.62.

Enterra's stock slides again

A day after announcing the closing of its C$100 million equity line from Kingsbridge Capital Ltd., the company's stock dropped C$1.62 to close at C$25.30 on Thursday.

After the deal closed Wednesday, the company's stock lost C$1.13 to close at C$26.92.

Under the terms of the agreement, Enterra may sell trust units to Kingsbridge with a C$12 per trust ceiling.

Based in Calgary, Alta., Enterra is an oil and natural gas exploration and development company.

Advancis's stock closes up

Advancis Pharmaceuticals Corp.'s stock closed up Thursday after wrapping a $27,064,000 private placement earlier this week.

The company's stock closed up $0.24 at $3.97 Thursday.

On Tuesday, when the deal closed, the company's stock lost $0.11 to close at $3.87 and on Wednesday, the company's stock lost another $0.14 to close at $3.73.

Advancis Pharmaceuticals Corp. was the headliner in the private placement market Tuesday with word that it has closed a $27,064,000 offering of stock.

The company sold shares at $3.98 each to institutional investors.

Based in Germantown, Md., Advancis is a pharmaceutical company focused on developing anti-infective products.

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