Minera Andes announces proposed financing



    /NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN
    THE U.S./

    TSX: MAI
    NASD-OTCBB: MNEAF

    SPOKANE, WA, Dec. 19 /CNW/ - Minera Andes Inc. (TSX: MAI and US OTC:
MNEAF) has set terms for a brokered private placement of units for gross
proceeds of up to Cdn$35.0 million, expected to close on December 21, 2007.
    Each unit, priced at Cdn$1.55, will consist of one common share and
one-half of one common share purchase warrant. One whole common share purchase
warrant will entitle the holder to purchase one additional common share at an
exercise price of Cdn$2.00 per share for a period of 24 months from the
closing date. The proposed private placement is subject to receiving all
necessary regulatory approvals and issued securities will be subject to a
four-month hold period. Scotia Capital Inc. ("Scotia") will be acting as agent
on the private placement in Canada while Shoreline Pacific LLC and Casimir
Capital L.P. will act in the U.S. (together the "Agents").
    The Agents will receive a 5% commission. The Agents will also receive
Agent's compensation options equal to 5% of the aggregate number of units sold
pursuant to the offering. Each Agent's compensation option upon exercise will
entitle the holder to acquire one unit at an exercise price of Cdn$1.70 per
unit for a period of 24 months from the date of issue. A total of 22,580,645
common shares may be issued pursuant to the private placement, and up to
11,290,322 common shares will be reserved for issuance on exercise of the
warrants and 1,129,032 units for issuance on the exercise of the agent's
compensation options.
    Minera Andes intends to use the proceeds from the offering to fund its
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.

    Minera Andes is a gold, silver and copper exploration company working in
Argentina. The Corporation holds about 410,000 acres of mineral exploration
land in Argentina including the co-owned San José silver/gold mine that has
started initial production. Minera Andes is also exploring the Los Azules
copper project in San Juan province, where an exploration program is underway
to define a resource. Other exploration properties, primarily silver and gold,
are being evaluated in southern Argentina. The Corporation presently has
167,094,267 shares issued and outstanding.
    This news is submitted by Allen V. Ambrose, President and Director of
Minera Andes Inc.
    For further information, please contact: Art Johnson at the Spokane
office, or Krister A. Kottmeier, investor relations - Canada, at the Vancouver
office. Visit our Web site: www.minandes.com.

    Caution Concerning Forward-Looking Statements:
    This press release contains certain "forward-looking statements",
including, but not limited to, the statements regarding the Company's
strategic plans, evolution of mineral resources and reserves, work programs,
development plans and exploration budgets at the Company's San José Project.
The forward-looking statements express, as at the date of this press release,
the Company's plans, estimates, forecasts, projections, expectations or
beliefs as to future events and results. Forward-looking statements involve a
number of risks and uncertainties, and there can be no assurance that such
statements will prove to be accurate. Therefore, actual results and future
events could differ materially from those anticipated in such statements. In
particular, there can be no assurance that commercial production at the San
José mine will be achieved on a timely basis, or at all, that production
capacity at the San José mine will be successfully increased, that resources
and reserves at the San José mine will be increased or that Minera Andes will
successfully raise the funds necessary to maintain its interest in the San
José mine. Risks and uncertainties that could cause results or future events
to differ materially from current expectations expressed or implied by the
forward-looking statements include, but are not limited to, factors associated
with fluctuations in the market price of precious metals, mining industry
risks, risks associated with foreign operations, the state of the capital
markets, environmental risks and hazards, uncertainty as to calculation of
mineral reserves and other risks. Reference is made to the risk factors and
uncertainties described in the Company's continuous disclosure record, a copy
of which is available under the Company's profile at www.sedar.com. In
addition, Minera Andes' joint venture partner, a subsidiary of Hochschild
Mining plc, and its affiliates do not accept responsibility for the use of
project data or the adequacy or accuracy of this release.

    Cautionary Note to U.S. Investors:
    The United States Securities and Exchange Commission (the "SEC") permits
mining companies, in their filings with the SEC, to disclose only those
mineral deposits with "mineral reserves" that a company can economically and
legally extract or produce. We use certain terms in this press release, such
as "mineral resources", that the SEC guidelines strictly prohibit us from
including in our filings with the SEC.




For further information:

For further information: Spokane Office, 111 East Magnesium Road; Ste.
A, Spokane, WA, 99208 USA, Phone: (509) 921-7322, E-mail: info@minandes.com;
Vancouver Office, 911-470 Granville Street, Vancouver, B.C., V6C 1V5, Phone:
(604) 689-7017, (877) 689-7018, E-mail: ircanada@minandes.com

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MINERA ANDES INC.

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