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Published on 5/30/2006 in the Prospect News PIPE Daily.

New Issue: Millennium Cell raises $1.25 million from sale of convertibles

By Sheri Kasprzak

New York, May 30 - Millennium Cell Inc. concluded a $1.25 million private placement of series B-1 convertible preferreds.

The Dow Chemical Co. purchased 71,429 shares of the preferreds at $17.50 each.

The preferreds are convertible into a total of 714,290 common shares and pay annual dividends at 6%.

The investors also received warrants for 178,571 shares, exercisable at $2.10 each, and 138,150 shares of series A2-1 preferred stock, convertible into a total of 1,381,500 common shares.

The shares of preferred stock were issued as an option upon the completion of the first milestone with Dow as part of a joint development agreement the two entered into in February 2005. The two companies will jointly develop Millennium's hydrogen-on-demand technology coupled with a fuel cell.

Located in Eatontown, N.J., Millennium Cell develops hydrogen battery technology through a chemical process that stores and delivers hydrogen energy to power portable devices.

Issuer:Millennium Cell Inc.
Issue:Series B-1 convertible preferreds
Amount:$1.25 million
Shares:71,429
Price:$17.50
Dividends:6%
Conversion ratio:Into 714,290 common shares
Warrants:For 178,571 shares
Warrant strike price:$2.10
Investor:The Dow Chemical Co.
Settlement date:May 30
Stock symbol:Nasdaq: MCEL
Stock price:$1.5583 at close May 30

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