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Published on 8/30/2006 in the Prospect News PIPE Daily.

Commonwealth Business Bank concludes $16.5 million PIPE; Buffalo Gold prices $15 million offering

By Sheri Kasprzak

New York, Aug. 30 - PIPE activity Wednesday was led by news of a $16.5 million private placement from Commonwealth Business Bank.

The company sold 767,442 shares at $21.50 each, an 8.5% discount to the company's $23.50 closing stock price on Tuesday.

The company's stock remained unchanged Wednesday at $23.50 (OTCBB: CWBB).

The offering had originally included up to 697,675 shares. The company received agreements for 986,046 shares for proceeds of $21.2 million. Commonwealth elected to sell 767,442 shares.

Hoefer & Arnett, Inc. was the placement agent.

Proceeds will be used to provide secured and unsecured loans up to $9.8 million and $5.9 million, respectively.

At closing, Commonwealth had 3,007,442 outstanding common shares.

"I am very pleased with the success of the offering," said Wun Hwa Choi, the company's chief executive officer, in a news release Wednesday morning. "Most noteworthy is the fact that we have received such an enthusiastic response despite the short history of the bank, indicating the subscribers' confidence in the bank's board, management and progress so far."

The bank opened in March 2005.

For the quarter ended June 30, Commonwealth reported a net income of $156,000, compared with a net loss of $1.77 million for the corresponding 2005 quarter.

Los Angeles-based Commonwealth is a holding company for a chain of commercial banks in the Los Angeles area.

In the broader market Wednesday, volume remained light ahead of the Labor Day weekend.

"I think a lot of issuers are waiting around to see how this hurricane [Ernesto] will affect stocks and oil," said one sellside market source.

Stocks closed mixed with the Dow Jones Industrial Average gaining 12.97 to close at 11,382.91 and the Nasdaq composite index climbing 13.43 to settle at 2,185.73. The Standard & Poor's 500 composite index fell by 0.01 to end at 1,304.27.

Meanwhile, oil prices crept back up above $70 per barrel. Oil gained 32 cents to end the day at $70.03 per barrel.

Buffalo Gold's $15 million deal

Heading to the resources sector, Buffalo Gold Ltd. priced $15,000,125 in a private placement.

The deal includes up to 8,571,000 units at $1.75 each. The units consist of one share and one half-share warrant with each whole warrant exercisable at $2.25 each for two years.

A syndicate of agents led by Canaccord Adams Inc. has a greenshoe for up to 2,857,200 units.

Proceeds will be used for exploration and a feasibility study on the Mt. Kare property in Papua New Guinea.

After the offering was announced Wednesday evening, the stock slipped by 12.24%, or 29 cents, to close at C$2.08 (TSX Venture: BUF).

Buffalo, based in Vancouver, B.C., is a gold, uranium and nickel/copper/platinum group metals exploration company.

NeoMedia stock climbs

NeoMedia Technologies, Inc. announced a $5 million private placement with Cornell Capital Partners, LP, sending the company's stock up almost 5%.

The stock edged up a penny, or 4.9%, to settle at $0.15 (OTCBB: NEOM). The volume of shares traded Wednesday also climbed, with 2,170,517 shares traded compared to the average 1,916,980 shares.

In the placement, Cornell agreed to buy 10% secured convertible notes due Aug. 24, 2008. The debentures are convertible at 90% of the lowest closing bid price for the 30 trading days before conversion.

The investor will receive warrants for 125 million shares. Of the warrants, 25 million are exercisable at $0.15 each for five years; 50 million are exercisable at $0.25 each for five years; and 50 million are exercisable at $0.20 each for five years.

Connected to the deal, the company reduced the strike prices of 85 million existing warrants held by Cornell to prices ranging from $0.10 to $0.15 from $0.25 to $0.50.

Separately, NeoMedia announced Wednesday that it had terminated its agreement to acquire HipCricket, Inc., a Connecticut-based mobile marketing company.

According to NeoMedia CEO Charles Jensen, in a statement, NeoMedia terminated the agreement because the two companies were unable to agree to terms set in the letter of intent signed in February.

Based in Fort Myers, Fla., NeoMedia, operating under the PaperClick brand name, develops technologies used to link information to the internet.

Geoinformatics' C$10 million loan

Looking to Canadian offerings, Geoinformatics Exploration Inc. received a C$10 million short-term loan facility, increased from the previously announced C$4.5 million amount with Geologic Resources Partners LLC.

The maturity of the 6% loan is dependent upon the drawing of the first tranche of an existing loan - the previously announced US$20 million convertible loan facility. The short-term loan will be due Dec. 31, 2006 or upon the drawing of the first tranche of US$20 million convertible facility.

Geoinformatics must draw the first tranche of US$10 million before Jan. 15, 2007 and the second tranche must be drawn after Feb. 28, 2007.

Proceeds will be used for ongoing exploration and for working capital.

The existing 5% convertible facility, entered into Feb. 14, is due Aug. 28, 2009 and is convertible at US$0.25 for the first two years and at US$0.275 each for the third year.

On Wednesday, the company's stock remained unchanged at C$0.225 (TSX Venture: GXL).

Toronto-based Geoinformatics is a mineral exploration company.

Cano stock dips

A day after announcing the pending completion of an $80,917,913 private placement of convertible preferreds and common stock, Cano Petroleum, Inc.'s stock slipped by 1.4% on Wednesday.

The stock fell by 7 cents to close the session at $4.92 (Amex: CFW). The volume of shares traded remained elevated at 105,400 shares, compared with the average 95,690 shares. On Tuesday, when the deal was announced, the volume jumped to 201,300 shares traded, compared with the average 94,040 shares.

After the Cano offering was announced Tuesday morning, the company's stock advanced by 4.18%, or 20 cents, to end at $4.99.

Cano agreed to sell convertible preferreds at $1,000 each and common shares at $4.83 each to a group of institutional investors.

The preferreds are convertible into common shares at $5.75 each, a 22.3% premium to the company's closing stock price on Monday.

The price per common share is equal to the three-day average closing price before Aug. 25.

Proceeds will be used to retire $69 million in debt. The remainder will be used for working capital and general corporate purposes.

Cano, based in Fort Worth, Texas, is an oil and natural gas exploration and production company.


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