04:58:26 EDT Fri 29 Mar 2024
Enter Symbol
or Name
USA
CA



Terreno Resources Corp (2)
Symbol TNO
Shares Issued 11,235,506
Close 2017-02-07 C$ 0.04
Market Cap C$ 449,420
Recent Sedar Documents

Terreno Resources closes $150,000 private placement

2017-02-10 16:39 ET - News Release

Mr. Richard Patricio reports

TERRENO ANNOUNCES CLOSING OF PRIVATE PLACEMENT

Terreno Resources Corp. has closed its previously announced non-brokered private placement of three million units at a price of five cents per unit for aggregate gross proceeds of $150,000. Each unit comprises one common share of the company and one common share purchase warrant. Each warrant entitles the holder thereof to purchase one common share for a period of 12 months from the closing of the offering at a price of five cents per common share. The proceeds of the offering will be used to satisfy accounts payables and for general working capital purposes.

Closing of the offering is subject to receipt of all necessary corporate and regulatory approvals, including the approval of the NEX. All securities issued in connection with the offering will be subject to a hold period of four months plus a day from the date of issuance and the resale rules of applicable securities legislation.

Totus Inc., a company controlled by Richard Patricio, a director and officer of the company, subscribed for 500,000 units of the company. Prior to the completion of the offering, Mr. Patricio, owned, directly and indirectly, 1,513,200 common shares of the company, representing approximately 13.5 per cent of the issued and outstanding common shares of the company. Upon completion of the offering, Mr. Patricio will own, directly and indirectly, 2,013,200 common shares of the company, representing approximately 14.1 per cent of the company's issued and outstanding common shares on a non-diluted basis. If Mr. Patricio were to exercise all of his convertible securities he would own, directly and indirectly, 2,723,200 common shares, representing approximately 18.2 per cent of the company's then outstanding common shares, on a partially diluted basis. Depending on market and other conditions, or as future circumstances may dictate, Mr. Patricio may from time to time increase or decrease his holdings of common shares or other securities of the company. This portion of the news release is issued pursuant to National Instrument 62-103, the early warning system and related takeover bid and insider reporting issues, of the Canadian Securities Administrators, which also requires an early warning report to be filed with the applicable securities regulators containing additional information with respect to the foregoing matters. A copy of Mr. Patricio's early warning report will be available on the company's issuer profile on SEDAR.

The offering constituted a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 as an insider of the company subscribed for 500,000 units. The company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as the fair market value of the participation in the offering by insiders does not exceed 25 per cent of the market capitalization of the company, as determined in accordance with MI 61-101. The company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the offering, which the company deems reasonable in the circumstances so as to be able to avail itself of potential financing opportunities and complete the offering in an expeditious manner.

We seek Safe Harbor.

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