Mr. Gerald Panneton reports

GOLD TERRA ANNOUNCES CLOSING OF OVERSUBSCRIBED C$4.6 MILLION PUBLIC OFFERING

Gold Terra Resource Corp. has closed its previously announced best-effort public offering for aggregate gross proceeds of $4,608,050 from the sale of 17.11 million common shares at a price of 10 cents per share and 25,191,739 flow-through common shares at a price of 11.5 cents per share (including on full exercise of the overallotment option).

The offering was made through a syndicate of agents led by Paradigm Capital Inc. and including Agentis Capital Markets Limited Partnership. The agents received a cash commission equal to 6 per cent of the gross proceeds of the offering.

The net proceeds from the sale of the common shares will be used to advance exploration at the company's Yellowknife project (YP) and mostly on the Con mine option property (CMO), for working capital, and for general corporate purposes.

The gross proceeds from the sale of the flow-through common shares will be used for expenditures that qualify as Canadian exploration expenses" (CEE) and flow-through mining expenditures, both within the meaning of the Income Tax Act (Canada). The company will renounce such CEE with an effective date of no later than Dec. 31, 2023.

The offering was completed by way of a prospectus supplement filed in each of the provinces and territories of Canada (other than Quebec) and certain common shares were sold outside of Canada on a private placement basis.

Gerald Panneton, chairman and chief executive officer, commented: "We are pleased to have completed a successful financing with the support of existing shareholders and new shareholders. This financing allows us to continue with our deep drilling program below the former Con mine workings, which produced six million ounces between 1938 and 2003 and where reported historic very high-grade gold values (16 to 20 grams per tonne gold) make drill testing the extension of the Con deposit so appealing."

Senior management and advisers to Gold Terra purchased an aggregate of 900,000 common shares pursuant to the offering.

Directors and officers of Gold Terra participated in the offering and were issued an aggregate of 500,000 common shares. Such participation in the offering constitutes a related party transaction as defined in Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The offering is exempt from the formal valuation and minority shareholder approval requirements of NI 61-101 as neither the fair market value of the securities issued to related parties nor the consideration for such securities exceeds 25 per cent of the company's market capitalization. The company did not file a material change report 21 days prior to closing of the offering as the participation of insiders of the company in the offering had not been confirmed at that time.

About Gold Terra Resource Corp.

The YP encompasses 800 square kilometres of contiguous land immediately north, south and east of the city of Yellowknife in the Northwest Territories. Through a series of acquisitions, Gold Terra controls one of the six major high-grade gold camps in Canada. Being within 20 kilometres of the city of Yellowknife, the YP is close to vital infrastructure, including all-season roads, air transportation, service providers, hydroelectric power and skilled tradespeople. Gold Terra is currently focusing its drilling on the prolific Campbell shear, where 14 million ounces of gold has been produced and most recently on the Con mine option property, where it produced six million ounces at a grade between 16 and 20 grams per tonne gold (1938 to 2003).

The YP and the CMO property lie on the prolific Yellowknife greenstone belt, covering nearly 70 kilometres of strike length along the main mineralized shear system that host the former-producing high-grade Con and Giant gold mines. The company's exploration programs have successfully identified significant zones of gold mineralization and multiple targets that remain to be tested which reinforces the company's objective of re-establishing Yellowknife as one of the premier gold mining districts in Canada.

We seek Safe Harbor.