Triex Minerals Corporation
TSX VENTURE : TXM

Triex Minerals Corporation

November 27, 2006 08:30 ET

Triex Minerals Announces $12.1 Million Financing

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - Nov. 27, 2006) -

Not for dissemination to United States newswire services or for dissemination in the United States.

Triex Minerals Corporation (TSX VENTURE:TXM) ("Triex") is pleased to announce that it has entered into an agreement to complete a brokered private placement financing (the "Offering"), on a best-efforts agency basis, through a syndicate of agents led by Wellington West Capital Markets Inc. and including Dundee Securities Corporation, Toll Cross Securities Inc., and Sprott Securities Inc. (the "Agents"). The Offering provides for the issue of up to 1,000,000 flow-through common shares ("Flow-Through Shares") at $4.15 per Flow-Through Share for gross proceeds of $4,150,000 and up to 1,650,000 units ("Units") at $3.75 per Unit for gross proceeds of up to $6,187,500. Each Unit will consist of one common share and one-half of one common share purchase warrant (each whole warrant a "Warrant"). Each Warrant will be exercisable for an additional common share ("Warrant Share") of Triex for a period of 18 months from the date of closing ("Closing Date") at a price of $4.25 per Warrant Share. In the event that Triex's Common Shares trade at a closing price on the TSX Venture Exchange of greater than $5.25 per share for a period of 20 consecutive trading days at any time after four months and one day after the Closing Date, Triex may accelerate the expiry date of the Warrants by giving notice to the holders thereof and in such case the Warrants will expire on the 30th day after the date on which such notice is given by Triex.

In addition, Triex further announces that it has arranged a non-brokered private placement of 50,000 Flow-Through Shares at a price of $4.15 per share and 425,000 Units at a price of $3.75 per unit for aggregate gross proceeds of a further $1,801,250. The units will have the same terms as the Units sold under the Offering.

Triex will ensure that gross proceeds from the sale of the Flow-Through Shares will be used to incur Canadian Exploration Expenses for the purposes of the Income Tax Act (Canada) and such Canadian Exploration Expenses will be renounced with an effective date of no later than December 31, 2006. The net proceeds from the sale of the Units will be used for working capital purposes. All securities issued in connection with the Offering and the non-brokered private placement will be subject to a four month hold period. The Offering and the non-brokered private placement are scheduled to close on or about December 13, 2006 and are subject to regulatory approval.

Triex will pay a cash fee to the Agents equal to 6% of the total gross proceeds of the Offering. In addition, the Agents will receive compensation warrants ("Compensation Warrants") exercisable for non-flow-through common shares equal to 6% of the number of Flow-Through Shares and Units sold under the Offering. The Compensation Warrants will be exercisable at a price of $4.10 per share for a period of 12 months after the Closing Date.

Triex is a Canadian exploration company focused on uranium opportunities in three separate districts in North America, with annual exploration budgets of approximately seven million dollars. Eight core projects span generative to advanced-stage resource delineation. Details are available at the Company's website at www.triexminerals.com.

The securities being offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States in the absence of registration or an applicable exemption from the registration requirements. This press release does not constitute an offer to sell or the solicitation of an offer to purchase securities in the United States. The TSX Venture has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

ON BEHALF OF THE BOARD OF

TRIEX MINERALS CORPORATION

Michael H. Gunning, President & CEO

Contact Information

  • Triex Minerals Corporation
    Michael Gunning
    President & CEO
    (604) 687-6680
    (604) 687-1448 (FAX)
    Website: www.triexminerals.com