Rentech to seal $55 million direct stock deal; BPZ secures $35.18 million from stock sale

By Sheri Kasprzak

New York, April 20 - Rentech, Inc. headed up private placement news to close the week on Friday with a $54,851,596 registered direct stock offering.

The offering was one of two energy-related deals announced Friday as oil prices jumped $1.55 to close at $63.38 per barrel.

The other offering, from BPZ Energy, Inc., was a $35.175 million non-brokered stock deal. The shares in that deal were sold at a whopping 30.4% discount to market, and news of the offering shoved the company's stock down by almost 11%.

In the Rentech deal, the company plans to issue 20,092,160 units of one share and one warrant for two-tenths of a share at $2.73 each. The whole warrants are exercisable at $3.28 each for five years.

The shares are being sold under two of the company's shelf registrations to a group of institutional investors.

Proceeds will be used to fund long lead-time expenditures and site preparation costs related to the conversion of its East Dubuque plant to use coal as feedstock. The rest will be used for research and development and for general corporate purposes.

The deal is set to close April 25.

Credit Suisse (USA) LLC is the placement agent.

Rentech stock got off to a rocky start, giving up 3.29%, or 9 cents, by 10 a.m. ET. The stock, in fact, ended down 9 cents to settle at $2.64 (Amex: RTK). In after-hours activity, the stock gained a penny.

Rentech last tapped the PIPE market in November 2005, selling $35 million in secured convertible debentures to M.A.G. Capital, Inc. and Pentagon Bernini Fund, Ltd. The three-year debentures are convertible at $3.50 each.

Rentech, based in Los Angeles, develops gas-to-liquid and coal-to-liquid synthetic fuels.

BPZ Energy's offering

In other energy-related deals, BPZ said it plans to sell 6.7 million shares for proceeds of $35.175 million.

The shares are being offered to 16 institutional and individual investors at $5.25 each, a 30.4% discount to the company's $7.55 closing stock price on Thursday.

The company's stock dropped by 10.8% on Friday after the offering was announced but gained 3 cents in after-hours trading (Amex: BZP). Volume was elevated with 563,800 shares traded compared with the average 125,062 shares.

The offering was not brokered.

Proceeds will be used for crude oil development.

"We are very pleased with the results of this private placement as it should allow us to accelerate the development of Corvina's crude oil discovery, which complements our gas-to-power and gas-exports strategy," said Manolo Zuniga, the company's chief executive officer, in a news release, referring to the completed production tests at the company's Corvina CX11-21XD well.

"Further, we are grateful for the trust and continued confidence of these investors, most of whom have also participated in prior company offerings."

BPZ currently has 54,497,869 shares outstanding and 68,154,869 fully diluted shares outstanding.

BPZ is also no stranger to the PIPE market, having closed a $19.5 million stock deal in December. In that deal, the company sold 6.5 million shares at $3.00 each to International Finance Corp.

Houston-based BPZ is an oil and natural gas exploration company.

Medical CV raises $10 million

Moving to the biotech sector, Medical CV, Inc. sealed a $10 million private placement of senior secured debt with warrants.

The company sold 11% notes with a three-year term to Whitebox Advisors, LLC.

The investor also received warrants for 1.2 million shares, exercisable at $4.00 each for five years.

So far, Medical CV has received $8 million of the investment and will receive the remainder within the next 45 days.

The stock closed unchanged at $4.00 on Friday (OTCBB: MCVI).

Located in Minneapolis, Medical CV manufactures medical devices used during cardiovascular surgery.

Red Back plans C$350 million PIPE

Moving to Canadian offerings, Red Back Mining Inc. is negotiating the terms of a C$350 million private placement of units.

The deal includes units of two-tenths of a special warrant and eight-tenths of a subscription receipt. The pricing of the units will be determined based upon the market.

The whole special warrants entitle the holders to one common share any time before the expiration date and the whole receipts entitle the investors to one share once the company completes its acquisition of the Tasiast gold project from Lundin Mining Corp.

The offering is being placed through a syndicate of agents led by GMP Securities LP and Cormark Securities Inc.

Proceeds will be used for the acquisition and for general corporate purposes.

The stock gained 4 cents to end at C$5.64 Friday (Toronto: RBI).

Vancouver, B.C.-based Red Back is a gold exploration company.

Castle Brands stock edges up

A day after announcing a $20.895 million private placement of stock, Castle Brands Inc.'s stock ended the day up more than 1%.

The stock gained 6 cents to close at $6.00 (Amex: ROX). On Thursday, the stock fell 3 cents to close at $5.94.

The company intends to sell shares to a group of institutional investors on May 4 at $5.97 each. The share price is on par with the company's $5.97 closing stock price on Wednesday.

Piper Jaffray & Co. is the placement agent.

New York-based Castle Brands markets brands of vodka, rum, whiskey and liqueurs.

LCC stock dives

LCC International, Inc.,, another company with an offering announced Thursday, watched its stock sink by 8.68% on Friday.

The company's stock gave up 35 cents to end at $3.68 Friday (Nasdaq: LCCI) but gained 3 cents in after-hours trading.

The stock had advanced by 3 cents on Thursday.

In the placement, the company issued class A shares at $3.35 each.

Punk, Ziegel & Co. and B. Riley & Co. were the placement agents.

Proceeds will be used for investing in the company's growth strategy, which includes investing in higher-growth elements of its core business, focusing on higher margin revenues, developing tools-based services and potential acquisitions.

Based in McLean, Va., LCC is a wireless voice and data networking services provider.

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