Terra Ventures Inc.
TSX VENTURE : TAS

Terra Ventures Inc.

December 11, 2008 15:29 ET

Terra Ventures to Raise up to $2,000,025 (Flow-Through Common Shares) in a Brokered Private Placement With Canaccord Capital Corporation

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Dec. 11, 2008) -

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

Terra Ventures Inc. (TSX VENTURE:TAS) ("Terra Ventures" or the "Company") is pleased to announce that it has engaged Canaccord Capital Corporation ("Canaccord") as lead agent and J. F. Mackie & Company Limited (together the "Agents") to conduct a private placement on an agency basis of up to 2,666,700 flow-through common shares ("FT Shares") at $0.75 each (the "Base Offering"). The gross proceeds from the sale of the FT Shares will be up to $2,000,025.

The Company also has agreed to grant to the Agents an option (the "Agents' Option") to purchase up to an additional 533,333 FT Shares ($400,000) at the issue price per flow-through share and on the same terms and conditions as under the Base Offering (together with the Base Offering, the "Offering"). The Agents' Option is exercisable any time, in whole or in part, up to 48 hours prior to December 31, 2008, which will be the latest closing date for the Offering. If the Agents' Option is exercised in full, the total gross proceeds to the Company will be $2,400,025.

The gross proceeds from the sale of the FT Shares will used for Canadian Exploration Expenses related to the exploration of the Company's Lac Kachiwiss Property in Quebec and of the Company's other Canadian exploration projects. The Company will renounce such Canadian Exploration Expenses with an effective date of no later than December 31, 2008.

The Agents will be paid a cash fee equal to 6.0% of the gross proceeds raised in the Offering. In addition, the Agents will receive broker warrants exercisable for common shares of the Company equal in number to 6.0% of the number of FT Shares sold under the Offering at a price of $0.75 per share for a period of 24 months after the closing of the private placement. Canaccord will also be paid a corporate finance fee.

The private placement is subject to regulatory approval.

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 interest 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.

Gunther Roehlig, President

This News Release contains forward-looking statements. Forward-looking statements are statements which relate to future events. In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. Except as required by applicable law, the Company does not intend to update any of the forward-looking statements to conform these statements to actual results.

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

Contact Information

  • Terra Ventures Inc.
    Gunther Roehlig
    President
    1-866-683-0911
    (604) 683-7161 (FAX)
    Website: www.terrauranium.com