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Published on 12/24/2007 in the Prospect News PIPE Daily.

Merrill plans $6.2 billion; Triple Plate sells £1.94 million; Metanor wraps C$3.67 million

By LLuvia Mares

New York, Dec. 26 - Leading PIPE news, Merrill Lynch arranged a private placement of common stock with Temasek Holdings and Davis Selected Advisors for up to $6.2 billion.

"Merrill Lynch is a leading global financial institution, with strong franchises in wealth management, global markets and investment banking," said Manish Kejriwal, Temasek senior managing director of investment, in a press release. "We believe it has an excellent platform with strong growth potential under John [Thain]'s leadership. This capital raising will enable Merrill's management to focus on the execution of its business strategy and deliver shareholder value.

"Our participation in this capital-raising exercise is a vote of confidence for the management team, and the underlying strengths of Merrill Lynch's franchise."

Merrill Lynch has agreed to sell $4.4 billion of shares to Temasek for $48.00 per share, according to a term sheet for the deal.

Temasek also has an option to buy $600 million more of stock by March 28. If that option is exercised before the earlier of two weeks after regulatory approval and Jan. 31, the additional shares will be priced at $48.00. Otherwise, they will be priced at the greater of $48.00 and 90% of the then-current market price.

Temasek's stake in Merrill Lynch will remain less than 10%.

Davis as agreed to make a $1.2 billion long-term investment of common equity.

Settlement of both deals is expected by mid-January.

Triple Plate sells £1.94 million

Triple Plate Junction plc said it will raise £1.94 million in a private placement of shares.

The company sold 10.5 million shares at 18.5p apiece to Vietnam Resource Investments (Holdings) Ltd.

"With the solid progress made in Vietnam to date we feel that the timing was perfect for VRI to take a substantial interest in the Company," Bill Howell, company exploration director. "Both [Triple Plate] and VRI are committed to project development in Vietnam and our Pu Sam Cap prospect has potential to be a sector leader."

The company's stock (London: TPJ) closed at £18.75 on Friday and did not see any activity on Monday.

Proceeds will be used for exploration and operating costs.

Based in London, Triple Plate is a gold, copper-gold and other mineral exploration company.

Metanor wraps C$3.67 million

In the mining sector, Metanor Resources Inc. raised C$3.67 million from the first tranche of its C$5 million private placement of shares.

The first tranche included 4,587,469 flow-through shares at C$0.80 apiece. In total, the company plans to sell 6.25 million flow-through shares.

Raymond James Ltd., the lead agent, has a greenshoe for 1.25 million shares.

Metanor's stock (TSX Venture: MTO) closed at C$0.70 on Monday, up C$0.05 from Friday's C$0.65 close.

Proceeds will be used for exploration.

Metanor is a mining exploration company based in Val d'Or, Quebec.

Tarsis sells C$2.38 million

Tarsis Capital Corp. plans to use proceeds from a newly settled C$2.38 million private placement of units and stock to continue exploration and for other general purposes.

The deal priced on Nov. 8 for C$3.2 million and was increased to C$4.38 million on Nov. 15. The company took in C$1,581,822.90 on the units' portion on Dec. 12.

In the final tranche, Tarsis sold 888,223 flow-through shares for C$799,400. The company planned to sell up to 3 million shares at C$0.90 per share for C$2.7 million. The discrepancy was due, the company said in a press release, to one party electing not to complete its portion of the financing.

As previously reported, on Dec. 12, Tarsis sold 2,259,747 units at C$0.70 apiece for C$1,581,822.90. When the deal priced, it said it would sell 750,000 units for C$525,000, then increased the amount of units to 2.4 million units at that price for C$1.68 million.

Each unit consists of one common share and one half-share warrant, with each warrant exercisable at C$1.00 for 18 months.

Proceeds will be used for exploration and general working capital.

The company's stock (TSX Venture: TCC) closed at C$0.65 on Dec. 19 and has not been traded since.

Based in Vancouver, B.C., Tarsis is a capital pool company.

Phoenix closes C$1.1 million

Back in the mining sector, Phoenix Matachewan Mines Inc. completed a C$1.1 million private placement of flow-through units with MineralFields.

The company sold 10 million units at C$0.11 apiece. Each unit consists of one flow-through share and one warrant.

The warrants are each exercisable for one flow-through share at C$0.20 until Dec. 21, 2009.

Phoenix's stock (TSX Venture: PMM) closed at C$0.0850 on Monday, up C$0.0050 from Friday's C$0.08 close.

Phoenix Matachewan is an Orleans, Ont.-based mineral exploration company focused on gold and base metals.

Minera wraps C$21.52 million

Minera Andes Inc. said it has raised C$21.52 million in the first tranche of a C$35 million private placement of units. The deal priced Dec. 19.

In this tranche, Minera sold 13,880,645 units. It plans to sell a total of 22,580,645 units at C$1.55 apiece in multiple tranches.

Each unit consists of one common share and a half-share warrant. The whole warrants are exercisable at C$2.00 for two years.

Scotia Capital Inc. will be the agent in Canada while Shoreline Pacific LLC and Casimir Capital LP will be the agents in the United States.

The company's stock (Toronto: MAI) closed at C$1.60 on Friday and did not see any activity on Monday.

Proceeds will be used to fund the company's share of the costs at the San José project in southern Argentina, as well as for exploration drilling and completing a scoping study at Los Azules and for general corporate purposes.

Spokane, Wash.-based Minera Andes is a gold, silver and copper exploration company.


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