TerraX Minerals Inc. (TSX.V: TXR; Frankfurt: TX0; OTC Pink: TRXXF – https://www.commodity-tv.net/c/search_adv/?v=298857) (“TerraX” or the “Company”) is pleased to announce that the Company has entered into an amended agreement with PI Financial Corp. on behalf of a syndicate of underwriters (the “Underwriters”) to increase the size of the previously announced bought deal offering to raise aggregate gross proceeds of approximately C$3 million (the “Offering”).
Under the terms of the Offering, the Underwriters have agreed to purchase 1,550,000 common shares of the Company (the “Shares”) at a price of $0.36 per Share, 2,300,000 flow-through common shares of the Company (the “FT Shares”) at a price of $0.41 per FT Share and 3,000,000 charity flow-through common shares of the Company (the “Charity FT Shares”) at a price of $0.50 per Charity FT Share. The FT Shares and the Charity FT Shares will qualify as “flow-through shares” as defined in the Income Tax Act (Canada). The Shares, FT Shares and Charity FT Shares shall collectively be referred to herein as the “Securities”.
The Company has also granted the Underwriters an option (the “Underwriters’ 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% of the Offering on the same terms as the Offering.
The gross proceeds from the sale of the FT Shares and Charity FT 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 (the “Closing Date”) 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 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.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
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