ATAC Resources Ltd.

TSX VENTURE : ATC


ATAC Resources Ltd.

March 13, 2014 09:11 ET

ATAC Resources Ltd. Announces Flow-Through Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - March 13, 2014) -

NOT FOR DISSEMINATION OR DISTRIBUTION IN THE UNITED STATES AND NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES

ATAC Resources Ltd. ("ATAC" or the "Company") (TSX VENTURE:ATC) is pleased to announce a flow-through private placement of 3,333,333 flow-through units at a price of $1.80 per flow-through unit (a "Unit") for aggregate gross proceeds of approximately $6,000,000 (the "Offering"). Each Unit will consist of one flow-through common share and one-half (1/2) of one non-flow-through common share purchase warrant, with each whole warrant to entitle the holder to purchase one common share at a price of $2.70 for a period of 12 months from the closing of the private placement. Each warrant will be subject to an acceleration clause that will require their exercise within 30 calendar days of notice from the Company in the event that the Company's shares as traded on the TSX Venture Exchange close at a price of higher than $3.75 per share for a period of 10 consecutive trading days subsequent to the expiry of the applicable four month hold period.

The Offering will be conducted on a private placement basis by a syndicate of agents (the "Agents") led by Macquarie Capital Markets Canada Ltd. and including Raymond James Ltd. and Axemen Resource Capital Ltd. In connection with the Offering, ATAC will pay the Agents a cash commission equal to 6.0% of the gross proceeds of the Offering.

The net proceeds from the Offering will be used by the Company for exploration at its Rackla Gold Project located in the Yukon, Canada, with the net proceeds raised from the portion of the offering price allocated to the flow-through common shares to be used by the Company to incur Canadian exploration expenditures (as defined in the Income Tax Act (Canada)) on its Rackla Gold Project.

It is expected that the closing of the Offering will occur on or about March 27, 2014 (the "Closing Date") and is subject to the satisfaction of certain conditions, including receipt of all applicable regulatory approvals including the approval of the TSX Venture Exchange.

About ATAC

ATAC Resources Ltd. is a Yukon-based exploration company focused on developing Canada's only Carlin-type gold district at its 100% owned Rackla Gold Project. Recent exploration on the 1,700 sq/km project has resulted in the delineation of the Tiger Gold Deposit, drilling of multiple high-grade Carlin-type gold zones and the identification of over 40 early-stage gold exploration targets. The Rackla Gold Project has no underlying royalties or third-party interests. ATAC is well-positioned with over $19 million in its treasury.

On behalf of Management and the Board of Directors of ATAC Resources Ltd.

Graham Downs, CEO

The securities referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This news release does not constitute an offer for the sale of securities, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by mean of a prospectus containing detailed information about the company and management, as well as financial statements.

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS NEWS RELEASE.

This news release contains forward-looking statements under applicable securities laws, which relate to future events or future performance and reflect management's current expectations and assumptions. Such forward-looking statements reflect management's current beliefs and are based on assumptions made by and information currently available to the Company. All statements, other than statements of historical fact, included herein including, without limitation, statements about our proposed financing and the proposed use of proceeds, are forward looking statements. Specifically, the Offering is subject to certain conditions including the acceptance of the TSX Venture Exchange. There are no assurances that the Offering will be completed, in whole or in part, on the current terms or at all. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward- looking statements. Such factors include, among others, the following risks: the results from our exploration programs, global financial conditions and volatility of capital markets, uncertainty regarding the availability of additional capital, uncertainty regarding acquisition opportunities, fluctuations in commodity prices; title matters; and the additional risks identified in our filings with Canadian securities regulators on SEDAR (available at www.sedar.com). These forward-looking statements are made as of the date hereof and, except as required under applicable securities legislation, the Company does not assume any obligation to update or revise them to reflect new events or circumstances.

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