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Published on 2/26/2009 in the Prospect News PIPE Daily.

Clinical Data wraps $50 million convertible placement; Medusa raises A$24.56 million in direct sale

By Stephanie N. Rotondo

Portland, Ore., Feb. 26 - Clinical Data Inc. announced Thursday that it had completed a $50 million placement of convertible debt.

The 9.72% convertibles bear an eight-year maturity. Over 6 million convertibles were issued.

Medusa Mining Ltd. also wrapped a deal valued at A$24.56 million. The company sold 20.3 million shares at A$1.21 per share.

Meanwhile, ParkerVision Inc. said it was looking to raise $10.5 million through a direct offering of stock and warrants.

Across the pond, Berkeley Group Holdings plc announced plans to raise £50 million through the placement of stock. The company said that the new financing would allow it to purchase land for new development opportunities.

SeaBird Exploration Ltd. aims to raise between NOK 70 million and NOK 90 million in a stock sale. SeaBird said the shares would "be directed toward professional Norwegian and international investors."

Clinical Data raises $50 million

Clinical Data announced Thursday it had completed a $50 million placement of convertible debt.

The 9.72% convertibles mature in eight years and are convertible into 6.1 million new common shares at $8.1825 per share. The debt was sold to New River Management V, LP and another affiliate of Randal J. Kirk, the company's board chairman, according to a press release.

Two tranches of five-year warrants were also issued.

Proceeds from the debt raising will be used to advance the company's therapeutic programs.

"The terms of the financing demonstrate the continued support of a committed, long-term investor and provide us with essential funding for our two phase 3 clinical programs, which are approaching key milestones over the next three to six months," said Drew Fromkin, president and chief executive officer, in the release.

"These late-stage drug candidates address large, rapidly growing markets where new and clearly differentiated products are needed, and as such, we are devoting the majority of our resources toward realizing their full commercial potential. The increasing value of these assets is evidenced by the growing interest we continue to receive from potential partners both here and abroad.

"We have also been building a pipeline of targeted therapeutics and successful diagnostic products that offer multiple opportunities for partnerships and collaborations," Fromkin continued. "These include our highly selective adenosine compounds, the Familion cardiac testing business, which is growing at over 100% annually, and our Fc gamma program that is focused on developing predictive tests for response to IgG1 monoclonal antibodies. We anticipate closing several strategic business transactions related to some of these assets and others in the coming months."

In an interview with Prospect News, Theresa McNeely, vice president of corporate communications for the company, said that the decision to do a private placement over a public offering was due to a couple of factors, including the current state of the market and the company's current valuation.

"Given the market and our current valuation, we thought that this made sense for shareholders," she said.

McNeely stated that the company is "very near key milestones," and as such, there was "no sense in diluting the stock near term ahead of those objectives."

"You want to be strategic about what instrument you choose," she added.

Furthermore, she said that the company's chairman has been a "big supporter" of the company.

"That provides an opportunity to what is right for shareholders in general," she said.

"This is a long-term holder for us," she continued. "And we think that this is favorable."

Clinical's equity (Nasdaq: CLDA) gained 52 cents, or 6.40%, to close at $8.64. Market capitalization is $194 million.

Clinical Data is a Newton, Mass.-based biotechnology company.

Medusa raises A$24.56 million

Medusa Mining wrapped an A$24.56 million private placement of common stock, the company said in a press release.

The Perth, Australia-based gold producer sold 20.3 million shares at A$1.21 per share. Proceeds will be used for the phase 2 expansion of the company's Co-O underground gold mine, among other things.

"The company is very pleased to welcome new shareholders and acknowledges the invaluable support provided by existing shareholders, as this support has enabled the company to reach this pivotal point in its development," said Geoff Davis, managing director of Medusa, in a statement. "We are an unhedged, high margin gold producer with an exciting future as we grow our production this year. I believe the market is starting to recognize our potential."

Medusa's stock (Australia: MML) closed 3 cents, or 2.21%, better at $1.39.

ParkerVision's direct offering

ParkerVision, a Jacksonville, Fla.-based semiconductor producer, said in a regulatory filing that it is planning to raise $10.5 million in a direct placement of common stock.

The deal will come in three tranches. The first part includes nearly 3.5 million shares at $1.665 per share, while the second part consists of 2.1 million shares being sold at $1.875 per share. Warrants are included in both of those tranches for 431,320 shares. The warrants are exercisable at $1.875 per share until March 3, 2014.

The third part of the transaction includes the sale of 354,054 shares at $1.85 per share.

Proceeds will be used for working capital and general corporate purposes.

Paul Henning, manager of investor relations for ParkerVision, said that the company had filed a shelf registration in January. It was from the shelf that the shares came out of, but the current deal is less than was allotted in the shelf, giving the company "opportunities to do other things."

"Registered shares are the way to go in this market," Henning said.

As for pricing, Henning said that ParkerVision had to take what it could get.

"Given the market, it is what you get," he said. "Happy isn't the correct way to put it. You have to take what the market gives you."

ParkerVision's stock (Nasdaq: PRKR) dropped 20 cents, or 10.81%, to $1.65. Market capitalization is $48.2 million.

Berkeley to place £50 million units

Berkeley Group Holdings announced that it is planning on raising £50 million by privately placing 6 million units, about 5% of its existing ordinary share capital.

Each unit will consist of an ordinary share along with a 2010 B share. Pricing has not yet been decided.

The company's largest shareholder, Saad Investments Co. Ltd., has already committed to purchasing 1.8 million of the units.

Proceeds will be used "to reinforce Berkeley's balance sheet strength in line with current market conditions so that it can take advantage of more opportunities to invest in new land," according to a press release.

UBS Ltd. is the bookrunner and underwriter for the deal.

In its statement, Berkeley explained its rationale for the placement.

"The current market weakness presents exceptional value creation opportunities for strong businesses with a clear strategy and experienced management teams with a track record of delivery," the company said. "For Berkeley, this means acquiring land opportunities at the right prices and using its added value developer expertise to optimize these sites and so enhance value for shareholders."

Berkeley's stock (London: BKG) gained $51, or 6.02%, to end at $897.50.

Berkeley Group is a British homebuilder based in Cobham, England.

SeaBird plans NOK 90 million deal

SeaBird Exploration is looking to raise between NOK 70 million to NOK 90 million through a private placement of stock, according to a press release.

The company will issue 35 million to 45 million shares at NOK 2 per share. Proceeds will be used to finance the restructuring of the company's existing bond loan, which matures July 14.

SeaBird's equity (Oslo: SBX) increased by 15 cents, or 6.12%, to $2.60.

SeaBird provides marine seismic data and associated products and services to the oil and gas industry. It maintains offices in the British Virgin Islands, Dubai and Oslo.


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