Genius Products settles $32 million stock offering; GTC raises $16.65 million from direct placement

By Sheri Kasprzak

New York, Dec. 8 - Genius Products, Inc. led PIPE news Thursday, wrapping up a $32 million deal.

The Solana Beach, Calif.-based company's gained 10% after the offering was announced Thursday morning, advancing $0.20 to settle at $2.20.

The CD and DVD development and distribution company sold 1.6 million shares to a group of institutional investors.

The investors also received warrants for 4.8 million shares. The warrants are exercisable at $2.40 each for five years.

As of Nov. 2, the company had 43,559,275 outstanding common shares.

Roth Capital Partners, LLC was the placement agent and proceeds from the deal will be used for content acquisitions and working capital.

For the quarter ended Sept. 30, the company reported a net loss of $3,487,410 compared to a net loss of $917,377 for the same quarter of 2004.

Elsewhere, GTC Biotherapeutics, Inc. said it is gearing up to close a $16,648,000 direct placement.

Institutional investors agreed to buy 9.1 million shares at $1.78 each. The investors also received 3.6 million warrants and will pay $0.125 for each warrant at closing on Dec. 13.

The warrants are exercisable for five years at $2.05 each.

The company's stock slipped 10.56%, or $0.19, to close at $1.61 Thursday.

SG Cowen & Co., LLC is the placement agent.

GTC, based in Framingham, Mass., is a biotechnology company focused on developing therapeutic proteins through transgenic animal technology.

Oil prices send stocks down

Moving to the broader PIPE market, a surge in oil prices and a drop in stocks may impact volume as the week winds down, one market source said.

Oil prices jumped $1.45 to end at $60.66 per barrel, knocking the major stock indexes down.

"It's the end of the week anyway and with oil up and stocks down, there probably won't be much going on tomorrow," he said.

The Dow Jones Industrial Average fell 55.79 to close at 10,755.12; the Nasdaq composite index slipped 5.55 to end at 2,246.49 and the Standard & Poor's 500 composite index edged down 1.53 to settle at 1,255.84.

Canadian Superior's $10 million unit deal

Moving to the energy sector, Canadian Superior Energy Inc. intends to sell 100,000 units of 10 shares of 5% redeemable convertible preferred stock to West Coast Asset Management, Inc. on Dec. 29.

The offering includes 800,000 warrants. Each warrant is exercisable for another share at $3.00 each for 30 months.

Every preferred is initially convertible into 40 common shares at $2.50 each.

Proceeds will be used for drilling and development on the company's properties offshore Trinidad and Tobago.

Calgary, Alta.-based Canadian Superior is an oil and natural gas exploration company.

The company's stock remained unchanged at $2.18 Thursday.

Lpath settles $6 million deal

Lpath Therapeutics, Inc. wrapped a $6 million offering of 3.75 million units Thursday.

The units of two shares and one warrant were sold at $1.60 each to a group of investors led by Roaring Fork Capital SBIC, LP.

Lpath currently has 23.5 million outstanding common shares.

The warrants allow for another share at $1.50 each for 58 months.

The offering was completed as part of its merger with Neighborhood Connections, Inc. The merger was completed on Nov. 30. Under the merger terms, each outstanding share of Lpath was converted into one class A share of Neighborhood Connections.

The company's name was changed to Lpath Inc.

"With the proceeds from our completed private placement, we will move forward towards an IND filing of our lead product candidate Sphingomab in preparation for a phase I cancer trial, and we will further our understanding of Sphingomab's theranostics capability," said Scott Pancoast, the company's chief executive officer, in a statement.

"We also hope to complete the development of our second product candidate, which also has cancer-theranostics applications. Further, we plan to broaden our pipeline by leveraging our unique ability to develop monoclonal antibodies against bioactive lipids and by capitalizing on our deep understanding of lysolipid-signaling pathways."

San Diego-based Lpath is a biopharmaceutical company focused on treatments for cardiovascular disorders, cancer and other disorders.

Stoneham leads Canadians

Heading up Canadian offerings, Calgary-based Stoneham Drilling Trust settled a C$42,000,750 private placement of 1,866,700 trust units.

The trust units were sold at C$22.50 each.

The deal was placed through a syndicate of underwriters led by FirstEnergy Capital Corp.

Proceeds from the deal will be used for working capital for its operating subsidiary Stoneham Drilling LP and for the construction of five new drilling rigs.

Stoneham provides drilling services to oil and natural gas exploration and development companies.

Its stock closed unchanged at C$24.74 Thursday.

Whiterock REIT prices C$28 million deal

Elsewhere in Canada, Toronto's Whiterock Real Estate Investment Trust arranged a C$28 million offering of up to C$16 million in trust units, C$9 million in series B convertible debentures and C$3 million in series C convertible debentures.

The offering includes up to 6.4 million trust units at C$2.50 each through a syndicate of underwriters led by Blackmont Capital Inc.

The series B debentures mature in three years, bear interest at 9% annually and are convertible into common shares at C$3.00 each before the first anniversary.

The series C debentures mature in five years, bear interest at 9% annually and are convertible into common shares at C$3.00 each.

The units and series B debenture offerings are slated to close on Dec. 14 and the series C debentures deal is expected to close Dec. 20.

Proceeds will be used to pay the cash portion of property acquisitions completed in November. The rest will be used for general corporate purposes.

Whiterock is a real estate investment trust focused on commercial and industrial assets.

The company's stock slipped C$0.05 to end at C$2.45 Thursday.

Coach Industries' stock falls 5%

A day after completing a $2.2 million stock offering, Coach Industries Group, Inc.'s stock dropped Thursday.

The company's stock closed down $0.02, or 5%, to settle at $0.30 Thursday.

On Wednesday, when the deal closed, the company's stock closed unchanged at $0.40.

In the private placement, Coach sold shares at $0.30 each to a group of institutional investors.

Coach, based in Kansas City, Mo., provides financial services, as well as limousine and other vehicles to commercial fleet operators.

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