Terrane Metals Corp.
TSX VENTURE : TRX

Terrane Metals Corp.

March 25, 2010 15:37 ET

Terrane Announces $100,001,000 Financing with Goldcorp Participation

VANCOUVER, BRITISH COLUMBIA--(Marketwire - March 25, 2010) -

NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES.

Robert Pease, President and CEO of Terrane Metals Corp. ("Terrane" or the "Company") (TSX VENTURE:TRX), is pleased to announce that Terrane has entered into an agreement with a syndicate of underwriters with respect to a $70,000,700 bought-deal financing and has agreed to terms with Goldcorp Inc. ("Goldcorp") on a $30,000,300 non-brokered private placement financing. In addition, Terrane and Goldcorp have agreed to work towards extending the Goldcorp-guaranteed $40,000,000 credit facility for another year (see press releases dated July 9, 2008 and January 8, 2010). The Company intends to use the proceeds to fund the 2010 construction program at the Mt. Milligan Project and for working capital purposes.

A syndicate of underwriters led by National Bank Financial Inc. and including Scotia Capital Inc., BMO Capital Markets and Sandfire Securities Inc. (collectively the "Underwriters") have agreed to purchase 63,637,000 units (the "Units") from Terrane on a bought-deal basis and sell them to the public at a price of $1.10 per Unit for gross proceeds of $70,000,700 (the "Public Offering"). Each Unit will consist of one common share and one-half common share purchase warrant. Each whole warrant will entitle the holder to purchase one additional common share of the Company at a price of $1.50 for a period of 12 months from closing.

Concurrent with the Public Offering, 27,273,000 additional Units will be issued at the same price on a non-brokered private placement basis (the "Private Placement") to Goldcorp for gross proceeds of $30,000,300. 

Terrane has also granted to the Underwriters an over-allotment option to purchase an additional 9,545,550 Units at the same price, exercisable in whole or in part, for a period of 30 days on or following the closing date. If the over-allotment option is exercised in full, the gross proceeds to the Company from the Public Offering and the Private Placement will be $110,501,105. The Units in the Public Offering will be offered by way of a short-form prospectus in all the provinces of Canada except Quebec, and in the United States on a private placement basis pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended, as well as in other jurisdictions as may be determined by Terrane and the Underwriters. Both financings are expected to close on or about April 16, 2010.

About Terrane Metals Corp.

Terrane is an exploration and mine development company focused on the development of the Mt. Milligan gold-copper Project in British Columbia, Canada. 

TERRANE METALS CORP.

Robert Pease, P.Geo, FGAC, President and CEO

Cautionary Note Regarding Forward Looking Statements

Except for the statements of historical fact contained herein, the information presented in this News Release constitutes "forward-looking statements" as such term is used in applicable Canadian laws. These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management. In particular, statements concerning Mineral Resource and Mineral Reserve estimates should be viewed as forward-looking statements to the extent that they involve estimates of the mineralization that will be encountered if the property is developed. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as "expects" or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans, "estimates" or "intends", or stating that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved) are not statements of historical fact and should be viewed as "forward-looking statements". Such forward looking statements, including but not limited to, those with respect to the price of metals, the amount of estimated mineralization and of contained metals and the timing of and possible outcome of pending economic evaluations and other factors and events described in this News Release, involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such risks and other factors include, among others, the actual results of exploration activities; variations in the underlying assumptions associated with the estimation or realization of Mineral Resources and Mineral Reserves, the conclusions of economic evaluations and possible variations in ore grade or recovery rates; costs and timing of the development of new deposits; availability of capital to fund programs and the resulting dilution caused by the raising of capital through the sale of shares; accidents, labour disputes and other risks of the mining industry including without limitation those associated with the environment, delays in obtaining governmental approvals, permits or financing or in the completion of development or construction activities, title disputes or claims limitations on insurance coverage. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements contained in this News Release and in any document referred to in this News Release.

Forward looking statements are made based on management's beliefs, estimates and opinions on the date the statements are made and the Company undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change, except as required by applicable law.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

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