Terra Ventures Inc.

Terra Ventures Inc.

December 01, 2010 19:39 ET

Terra Ventures Announces $3 Million Brokered Private Placement Offering of Units and Flow-Through Shares

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Dec. 1, 2010) -


Terra Ventures Inc. (TSX VENTURE:TAS)(FRANKFURT:G7K) ("Terra" or the "Company") is pleased to announce that it has engaged Salman Partners Inc. and Canaccord Genuity Corp., as co-lead agents, to conduct a private placement on an agency basis (the "Offering") of up to 3,333,300 flow-through shares at $0.60 each and up to 2,000,000 units at $0.50 each. Each unit will consist of one share of the Company and one-half of one transferable warrant. Each warrant will entitle the holder to purchase one common share for a period of 18 months after the closing at an exercise price of $0.70. The agents may elect to increase the unit offering by up to $500,000 in the event it is over-subscribed.

The gross proceeds from the sale of the flow-through shares will be up to $1,999,980 and will be used for Canadian Exploration Expenses related to the exploration of the Company's Canadian exploration projects, and in particular the exploration of the Company's C-4, C-5 and C-6 Projects in the Wheeler River area of the Athabasca Basin of Northern Saskatchewan. The Company will renounce such Canadian Exploration Expenses with an effective date of no later than December 31, 2010. The net proceeds from sale of the units of up to $1,000,000 (or $1,500,000 if the over-subscription option is exercised), less commission and expenses, will be used for general working capital purposes.

The agents will be paid a cash fee equal to 7.0% of the gross proceeds raised in the Offering. In addition, the agents will receive brokers' warrants exercisable for that number of units as is equal to 7.0% of the aggregate number of units and flow-through shares sold under the Offering on the same terms as the units sold under the Offering for a period of 18 months after the closing of the Offering.

James Hutton, Chairman of the Company, comments: "The completion of this financing will enable Terra to move quickly to begin exploration activities on our new uranium exploration assets in the Wheeler River area."

The private placement is subject to regulatory approval, and all securities issued in connection with the Offering will be subject to a four-month hold period under applicable securities laws.

Terra Ventures is a junior exploration company focused on acquiring and developing quality uranium projects which have world class potential. The Company is dedicated to building shareholder value by acquiring strategic uranium properties in this period of strengthening global demand for uranium supply. The Company's combination of strategic land positions, advanced stage projects and no risk carried projects – combined with technical expertise and management's fundraising ability – are the foundation for growth in the uranium business.

On behalf of the board of directors of TERRA VENTURES INC.

James Hutton, Chairman

Neither the TSV Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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