Lancashire plans $48.93 million offering; BioSante seals $18.3 million PIPE

By Sheri Kasprzak

New York, June 14 - Lancashire Holdings Ltd. led PIPE news on Thursday with its planned $48.93 million stock offering.

The offering is a contingent equity arrangement made with a major financial institution, according to a statement released Thursday morning by Lancashire. The deal includes up to 9.786 million shares at $5.00 each.

The placement is set to close on Nov. 30.

"This arrangement provides a committed source of equity capital at a guaranteed floor price, which the company, at its discretion, can access," said chief financial officer Neil McConachie in the company's statement.

"While we have no current plans to exercise the option, the transaction reinforces our strategy to actively and prudently manage capital through the cycle."

The stock held steady on both the London Stock Exchange and on Pink Sheets Thursday. The stock closed at 333p (London: LRE) and at $6.61 (Pink Sheets: LCSHF).

Lancashire, based in Hamilton, Bermuda, is a specialty insurance provider.

In the broader market, earnings season may be slowing activity down, according to one sellside market source.

"Earnings are making an impact," he said. "I don't know if things will pick up after earnings season, to be honest with you, because the market has slowed down this summer substantially anyway. It will be interesting to see."

BioSante raises $18.33 million

Moving to the biotech sector, BioSante Pharmaceuticals, Inc. wrapped a previously announced offering for more than originally planned.

The company raised $18,392,994 from its originally announced $16,529,994 offering of stock.

The company sold 3,054,999 shares at $6.00 each and issued warrants for 763,750 shares. Each warrant is exercisable at $8.00.

Rodman & Renshaw, LLC was the lead agent.

On Thursday, BioSante's stock edged up by 3 cents to close at $6.88 (Amex: BPA).

Proceeds will be used to expand the company's phase 3 clinical program for its LibiGel product.

"This placement provides us with additional capital to continue moving our hormone therapy programs forward," said Stephen M. Sims, the company's chief executive officer, in a news release.

"We are pleased that we had an opportunity to add a significant amount of cash to our balance sheet while still limiting dilution to our stockholders."

The offering priced May 25 as a $16,529,994 offering of 2,754,999 shares under the same terms.

Lincolnshire, Ill.-based BioSante develops hormone therapies.

BPO secures $14 million

In other PIPE news Thursday, BPO Management Services, Inc. is gearing up to close a $14 million private placement of convertible preferred stock.

The offering includes preferreds that are convertible into about 23.3 million shares. The preferreds will be purchased by Vision Opportunity Capital Management, LLC; Heller Capital Investments; four funds managed by RENN Capital Group and BridgePointe Master Fund Ltd.; and funds managed by Roswell Capital Partners, LLC.

The investors also received warrants for 35 million shares, exercisable at $1.14 each.

The investors also have an option to buy up to $21 million in additional convertible preferreds for up to one year.

C.E. Unterberg, Towbin, LLC was the placement agent.

Proceeds will be used for acquisitions, growth and working capital.

"Consistent with our growth plan, this capital will enable us to complete our previously announced acquisitions, DocuCom and HRMS, allowing us to continue to build out our full-service BPO [business process outsourcing] capability," said CEO Patrick Dolan in a statement.

"By consolidating the best technologies and business processes in what is currently a very fragmented marketplace, we continue to position ourselves to become the leading provider of end-to-end back office outsourcing solutions for middle-market enterprises."

On Thursday, the company's stock fell by 3 cents, or 2.86%, to end at $1.02 (OTCBB: BPOM).

Based in Anaheim, Calif., BPO is a business process outsourcing provider focused on on-demand human resources, information technology, enterprise content management and finance support.

RoomLinX closes offering

In the tech sector, RoomLinX, Inc. concluded a $2.25 million portion of a planned $3.5 million private placement of 6% convertible debentures.

The debentures, due May 2012, are initially convertible into series B preferred stock.

The preferreds are not convertible into common shares until the company has sufficient shares to cover the conversion. The ultimate conversion price into common shares will be $0.02.

In other news, RoomLinX reached agreements with its debt holders to repay and cancel all prior existing debt, other than bank debt, at a 50% discount to the outstanding principal amount of the debt. The total outstanding principal amount before the cancellation was $1.4 million.

"I am very proud of my team," said Mike Wasik, the company's CEO, in a statement. "Within 18 months, we have been able to get this company to sustained cash flow positive, eliminate approximately $3 million in short- and long-term debt and secure working capital to execute our business strategy.

"With the right team in place, our strengthened balance sheet and strong financial partners, I look forward to taking this company to the next level."

The stock remained unchanged at $0.028 on Thursday (Pink Sheets: RMLX).

Denver-based RoomLinX provides wireless and wired internet solutions to the hospitality industry.

Osisko plans C$25 million deal

In Canadian offerings, Osisko Exploration Ltd. negotiated the terms of a C$25 million placement of flow-through shares.

The deal includes up to 1,666,667 shares at C$15.00 apiece to two funds, accredited investors and insiders of the company.

The non-brokered placement is set to close on July 10.

Proceeds will be used for exploration on the company's gold properties.

"Due to the recent successes on the exploration front, Osisko now plans to aggressively pursue additional drilling on targets outside the main deposit area," said Sean Roosen, the company's CEO, in a news release.

"This new financing will help us to increase the pace of activity on the exploration front while we continue toward our goal of establishing Osisko as a mid-tier Canadian gold producer."

On Thursday, the company's stock gained 18 cents, or 1.58%, to close at $11.55 (TSX Venture: OSK).

Montreal-based Osisko is a gold exploration company.

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