TerraX Minerals Inc.
TSX VENTURE : TXR
OTC PINK : TRXXF
FRANKFURT : TX0

TerraX Minerals Inc.

June 02, 2015 13:16 ET

TerraX Agrees to Non-brokered Private Placement for $2 Million with CMP on Same Terms as $2.5 Million Private Placement with Osisko

YELLOWKNIFE, NORTHWEST TERRITORIES--(Marketwired - June 2, 2015) - TerraX Minerals Inc. (TSX VENTURE:TXR)(OTC PINK:TRXXF)(FRANKFURT:TX0) is expected to close a non-brokered private placement of 5,000,000 flow-through shares at $0.40 per share for gross proceeds of $2,000,000 with CMP, a Canadian investment fund. There will be no warrants issued in conjunction with this placement, which will be conducted on the same terms as the previously announced $2.5 Million private placement of flow-through shares with Osisko Gold Royalties Ltd. (see our news release of May 13, 2015), which will now be comprised of flow-through shares at $0.40 per share with no warrant. The non-brokered flow-through private placement of $3.492 Million dollars announced May 19, 2015 at $0.45 per unit, and includes at 1/2 warrant exercisable at $0.55, will be reduced to $1,492,000 to accommodate this $2 Million investment by CMP.

A finders fee will be payable on the placement with CMP, which is subject to acceptance for filing by the TSX Venture Exchange and is expected to close in early June alongside the Osisko financing to coincide with the resumption of field exploration and drilling at TerraX's wholly-owned Yellowknife City gold project, immediately north of Yellowknife in the Northwest Territories of Canada.

About the Yellowknife City Gold Project

The Yellowknife City Gold Project encompasses approximately 94.9 sq km of contiguous land immediately north of the City of Yellowknife in the Northwest Territories. Through a series of acquisitions, TerraX now controls one of the six major high-grade gold camps in Canada - and the least explored.

The project lies on the prolific Yellowknife greenstone belt and covers 15 km of strike length on the northern extension of the shear system that hosts the high-grade Con and Giant gold mines. The project area contains multiple shears that are the recognized hosts for gold deposits in the Yellowknife gold district, with innumerable gold showings and high grade drill results this past year that serve to indicate the project's potential as a world-class gold district. Since February 2013, TerraX has consolidated the project area by acquiring, optioning and staking numerous properties, including: Northbelt, Goodwin, Ryan Lake, Walsh Lake, and U-Breccia, as well as staking additional contiguous lands. Being all-season road accessible and within 15 km of the City of Yellowknife, the YCG is close to vital infrastructure, including transportation, service providers, hydro-electric power and skilled trades people

For more information on the Yellowknife City Gold Project, please visit our web site at www.terraxminerals.com.

On behalf of the Board of Directors

Joseph Campbell, President

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 release.

This news release contains forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectation. Important factors - including the availability of funds, the results of financing efforts, the completion of due diligence and the results of exploration activities - that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time to time on SEDAR (see www.sedar.com). Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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