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Published on 12/9/2004 in the Prospect News PIPE Daily.

New Issue: Metanor Resources plans private placement of units for C$5 million

By Sheri Kasprzak

Atlanta, Dec. 9 - Metanor Resources Inc. said Thursday it will raise up to C$5 million in a private placement.

The company plans to issue a maximum of 3,000 A units, 1,000 B units and 1,000 C units at C$1,000 each.

Each A unit includes 750 flow-through common shares, 375 common shares and 375 common-share warrants. The warrants in the A units allow for an additional share at C$1.25 each for two years.

The B units consist of 750 flow-through shares, 375 common shares and 375 common-share warrants. The B unit warrants allow for an additional share at C$1.25 each for two years.

Each C unit is comprised of 1,333 common shares and 1,333 common-share warrants. The warrants associated with the C units allow for an additional share at C$1.25 for two years.

The offering, which is being placed through agent Canaccord Capital Corp., is expected to close Dec. 31.

Based in Val-D'or, Quebec, Metanor is a diamond exploration company. The company will use the proceeds from the A units for Canadian exploration expenses on its properties before Dec. 31, 2005. The funds from the B units will be used for Canadian exploration expenses before Dec. 31, 2005. The proceeds from the C units will be used for working capital.

Issuer:Metanor Resources Inc.
Issue:A units of 750 flow-through shares, 375 common shares and 375 warrants; B units 750 flow-through shares, 375 common shares and 375 warrants; and C units of 1,333 common shares and 1,333 warrants
Amount:C$5 million
Shares:3,000 A units; 1,000 B units; 1,000 C units
Price:C$1,000 per unit
Warrants:375 warrants in A and B units; 1,333 warrants in C units
Warrant expiration:Two years
Warrant strike price:C$1.25
Placement agent:Canaccord Capital Corp.
Announcement date:Dec. 9
Settlement date:Dec. 31
Stock price:C$0.78 at close Dec. 9

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