13:37:35 EDT Tue 21 May 2024
Enter Symbol
or Name
USA
CA



Torq Resources Inc
Symbol TORQ
Shares Issued 110,368,130
Close 2024-01-04 C$ 0.235
Market Cap C$ 25,936,511
Recent Sedar Documents

Torq raises $5.33-million in concurrent offerings

2024-01-04 17:09 ET - News Release

Mr. Shawn Wallace reports

TORQ RAISES $5.3M IN CONCURRENT OFFERINGS

Torq Resources Inc. has completed its previously announced concurrent public and private offerings of equity securities. The company issued 23,206,860 units at a price of 23 cents per unit for gross proceeds of $5,337,577.80 including $1,305,999.80 in a concurrent private placement to Gold Fields Atacama Holdings Inc., a wholly owned affiliate of the international major mining company, Gold Fields Ltd. This brings Gold Fields ownership of Torq to 15.48 per cent, an increase from its initial position of 15.05 per cent.

The company has issued a total of 23,206,860 common shares, 23,206,860 investor warrants and 1,084,814 agents compensation warrants. The investor warrants have a three-year term to Jan. 4, 2027, the warrants issued to Gold Fields have up to an additional 24 months and the agents compensation warrants have a two-year term to Jan. 4, 2026. All investor warrants have an exercise price of 30 cents, and the agents compensation warrants have an exercise price of 23 cents. The units issued to Gold Fields, as well as the underlying warrants and shares and the agents compensation warrants issued in connection with the private offering, are subject to a four-month resale restricted period, while the other investor securities are not restricted for resale in Canada. The proposed use of proceeds from these financings is for exploration at Torq's Santa Cecilia gold-copper project in Chile and for general corporate and working capital purposes, as disclosed in the company's amended and restated prospectus supplement dated Dec. 22, 2023. Paradigm Capital Inc. and Red Cloud Securities Inc. acted as co-lead agents for the public offering, and Beacon Securities Ltd. acted as a member of the syndicate of agents. In connection with the offering, the company paid to the agents a cash fee of $249,507.17, in addition to the agents compensation warrants, together with a 4-per-cent fee to a third party adviser in connection with the Gold Fields portion.

Three directors of the company purchased an aggregate of 575,000 units in the offering for a total of $132,250. Their participation, together with the Gold Fields portion, collectively constitutes related party transactions as defined under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. Such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the fair market value of the securities acquired by the insiders was less than 25 per cent of the company's market capitalization.

About Torq Resources Inc.

Torq is a Vancouver-based copper and gold exploration company with premium mineral projects in Chile. The company is establishing itself as a leader of new exploration in prominent mining belts, guided by responsible, respectful and sustainable practices. The company was built by a management team with prior success in monetizing exploration assets and its specialized technical team is recognized for their extensive experience working with major mining companies, supported by robust safety standards and technical proficiency. The technical team includes Chile-based geologists with invaluable local expertise and a noteworthy record for major discovery in the country. Torq is committed to operating at the highest standards of applicable environmental, social and governance practices in the pursuit of a landmark discovery.

We seek Safe Harbor.

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