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Published on 11/9/2007 in the Prospect News PIPE Daily.

Lev wraps $20 million; Tyhee plans C$12.5 million; Derma wraps $6 million; Titan closes $5 million

By LLuvia Mares

New York, Nov. 9 - Lev Pharmaceuticals chose to go with a senior secured term loan facility as a less expensive way of raising capital than a straight equity sale. The company settled a $20 million term loan facility with Mast Capital Management.

"As part of the manufacturing process we need to procure plasma for the production of our lead product candidate Cinryze," said Jason Tuthill, company director of investor relations. "Management just felt it was too expensive to use equity to pay for these raw goods and so what the term loan does is it provides us with the flexibility to make additional plasma purchases without having to use equity to pay for it.

"The co-founders of the company are large shareholders and are very sensitive to dilution and so that was one of the other reason why we chose the term loan. Just because we didn't want to materially dilute shareholders further."

In connection with the loan, Mast received warrants for 900,000 shares. The warrants are exercisable at $1.6576 for three years.

The loan matures on Nov. 1, 2010 and bears interest at 13.5% per year.

Lev received $10 million at closing on Nov. 2.

Lev will have the option to request up to $10 million of additional borrowings during the following year.

Lev's stock (OTCBB: LEVP) closed at $1.80 on Friday, up $0.10 from Thursday's close of $1.79.

The company may only request additional loans if it maintains a borrowing base in excess of the outstanding total loan amount.

Lev is a New York-based biopharmaceutical company focused on treatments for inflammatory diseases.

Tyhee plans C$12.5 million

In order to fetch a higher price from investors, Tyhee Development Corp. issued flow-through shares in a C$12.5 million private placement of stock. The flow-through shares will provide investors a tax-break.

"Flow-through shares are tax advantaged and allows us to sell our equity at a premium to the market," said David Webb, company president and chief executive officer.

"The investors in Canada get a 130% write-off on their income tax against all other forms of income, so if they invest C$100 they raise C$130 on their income tax. So we squeeze that 30% premium a little bit by offering it at a 6% or 8% premium to market."

The company will sell up to 7,692,307 common shares at C$0.65 per share for C$5 million and 10 million flow-through common shares at C$0.75 apiece for C$7.5 million.

"We will likely end up being at least a C$150 million mining complex and this will just advance the project. It doesn't finance it to completion," Webb said regarding the transaction.

Proceeds of the deal, which is expected to close Dec. 4, will be used for exploration, development and other corporate purposes.

Tyhee's principal focus is the development of its Yellowknife Gold Project.

The company's stock (TSX Venture: TDC) closed at C$0.68 on Friday, down C$0.4 from Thursday's C$0.72 close.

Tyhee is a gold exploration company based in Vancouver, B.C.

Derma wraps $6 million;

The expansion Derma Sciences, Inc. has been planning will finally get to see the light after the company announced Friday it settled a $6 million private placement of stock.

"We're pleased to have obtained additional capital to further our strategic growth plan through the advancement of differentiated internal programs and the acquisition of synergistic businesses," said Edward J. Quilty, company chief executive officer, in a press release.

"The additional capital will help finance the recent acquisitions of the first aid division of NutraMax and the Angiotensin Analog technology license from USC. These transactions significantly expand our private label capabilities and position us to capitalize on a potentially major pharmaceutical treatment for wounds and scars."

The company sold 8.6 million shares at $0.7 per share to Lehman Brothers and Panacea Fund, LLC, which is managed by William Harris Investors. Warrants to purchase 2.1 million shares exercisable at $0.77 per share were also issued in the deal.

Oppenheimer & Co. Inc. was the placement agent.

The private placement was a part of two separate financing transactions totaling up to $20 million. Merrill Lynch Capital also provided a $6 million term loan and made available an additional $8 million under a revolving line of credit.

Derma's stock (OTCBB: DSCI) closed at $0.70 on Friday, up $0.40 from Thursday's $0.66 close.

Proceeds will be used to finance the company's growth plans, which include acquisitions, ongoing research, development and working capital for general corporate purposes.

Princeton, N.J.-based Derma manufactures and markets advanced wound care products.

Titan closes $5 million

In the technology sector, Titan Global Holdings completed a $5 million private placement of stock with investor YA Global Investments, LP.

"We were delighted to complete this equity raise with YA Global at $2 per share, which is above today's market value," said Bryan Chance, company president and chief executive officer, in a press release.

"This capital will be leveraged to further strengthen our balance sheet and provide us the necessary funds to exploit several already-identified organic and strategic opportunities. We also believe that this will support our pending application for admission to Nasdaq as we continue to expand the institutional ownership of our company."

Titan sold 2.5 million shares at $2.00 each. The placement was non-brokered.

The company's stock (OTCBB: TTGL) closed at $1.95 on Friday, up $0.13 from Thursday's $1.82 close.

Proceeds will be used for working capital, future acquisitions and investments.

Titan is a holding company with subsidiaries in telecommunications, electronics and homeland security, consumer products and energy.

Trilogy negotiates C$20 million

In the mining sector, Trilogy Metals plans a C$20 million private placement of subscription receipts.

The company will sell subscription receipts at C$0.75 apiece and up to C$15 million in flow-through subscription receipts at C$0.85 apiece.

Each subscription receipt is exchangeable for one common share and one half-share warrant, at no additional cost, upon completion of Trilogy's planned acquisition of NWest Energy Inc. Each whole warrant is exercisable at C$1.00 for two years.

Trilogy's stock (TSX Venture: TRI.H) closed at C$0.91 on Thursday and did not see any activity on Friday.

Each flow-through receipt is exchangeable for one flow through common share upon completion of the acquisition.

If the acquisition does not happen, the receipts will be automatically redeemed by Trilogy and the funds will be returned to investors.

The deal is being conducted by GMP Securities L.P.

Trilogy is based in Vancouver, B.C.


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