Mr. David Suda reports
TERRAX ANNOUNCES $2.5 MILLION FINANCING
Terrax Minerals Inc. has entered into an agreement with a syndicate of underwriters led by PI Financial Corp. pursuant to which the underwriters will purchase, on a bought deal basis, 1.39 million common shares of the company at a price of 36 cents per share, 1.22 million flow-through common shares of the company at a price of 41 cents per flow-through share and three million charity flow-through common shares of the company at a price of 50 cents per charity flow-through share to raise aggregate gross proceeds of up to approximately $2.5-million. The flow-through shares and the charity flow-through shares will qualify as flow-through shares as defined in the Income Tax Act (Canada). The shares, flow-through shares and charity flow-through shares shall collectively be referred to herein as the "securities."
The company has also granted the underwriters an option, exercisable in whole or in part at any time up to two days prior to closing of the offering, which will allow the underwriters to purchase up to an additional number of securities equal to 15 per cent of the offering on the same terms as the offering. The company has agreed to pay the underwriters a cash commission of 6 per cent of the gross proceeds of the offering other than from president's list purchasers and 3 per cent of the gross proceeds of the offering from purchasers identified by the company to the underwriters, including proceeds received from the exercise of the underwriters' option. In addition, the company will issue, on the closing of the offering to the underwriters, compensation warrants entitling the underwriters to purchase, at 36 cents per common share, that number of common shares equal to 6 per cent of the aggregate number of securities issued by the company under the offering other than to president's list purchasers and 3 per cent of the aggregate number of securities issued by the company under the offering to president's list purchasers, including upon exercise of the underwriters' option, for a period of 24 months from closing.
The gross proceeds from the sale of the flow-through shares and charity flow-through shares will be used for exploration expenditures at the company's Yellowknife City gold project located in the Northwest Territories. The net proceeds of the sale of the shares will be used for working capital purposes. The closing of the offering is anticipated to occur on or around June 26, 2019, and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals, including the acceptance of the TSX Venture Exchange.
The securities will be offered by way of a private placement pursuant to exemptions from the prospectus requirements to residents of the provinces of British Columbia, Alberta, Ontario and such other Canadian jurisdictions as may be agreed to by the company and the underwriters. All securities issued under the offering will be subject to a statutory hold period in Canada expiring four months and one day from the closing date.
About the Yellowknife City gold project
The Yellowknife City gold project encompasses 783 square kilometres of contiguous land immediately north, south and east of the city of Yellowknife in the Northwest Territories. Through a series of acquisitions, Terrax controls one of the six major high-grade gold camps in Canada. Being within 10 km of the city of Yellowknife, the YCG project is close to vital infrastructure, including all-season roads, air transportation, service providers, hydroelectric power and skilled tradespeople.
The YCG project lies on the prolific Yellowknife greenstone belt, covering 70 km of strike length along the main mineralized break in the Yellowknife gold district, including the southern and northern extensions of the shear system that hosted the high-grade Con and Giant gold mines. The project area contains multiple shears that are the recognized hosts for gold deposits in the Yellowknife gold district, with innumerable gold showings and recent high-grade drill results that serve to indicate the project's potential as a world-class gold district.
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