Bonterra Announces $ 12.9 Million Bought Deal Financing
510-744 West Hastings Street,
Vancouver, BC V6C 1A5
Office: 604.678.5308
TF: 855.678.5308
www.Bonterraresources.com
BONTERRA ANNOUNCES $ 12.9 MILLION BOUGHT DEAL FINANCING
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR F OR RELEASE, PUBLICATION,
DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECT LY, IN WHOLE OR IN PART, IN OR
INTO THE UNITED STATES.
Vancouver, BC – June 9, 2017 – Bonterra Resources Inc. (TSX-V: BTR, US: BONXF, FSE: 9BR1) (the
“ Company ” or “ Bonterra ”) is pleased to announce that it has entered into an agreement with Sprott Capital
Partners to act as lead underwriter (the “ Lead Underwriter ”) and INFOR Financial Inc. (collectively, the
“ Underwriters ”), in connection with a bought deal private placem ent to raise gross proceeds of
$12,910,200 (the “ Offering ”).
The Offering will consist of a combination of (a) 11,905,000 flow-through common shares of the Company
(“ Flow-Through Shares ”) at a price of $0.84 per Flow-Through Share and ( b) 5,820,000 common shares
of the Company (“ Common Shares ”) at a price of $0.50 per Common Share.
In connection with the Offering, the Underwriters will be entitled to a cash fee in an amount equal to 6.0%
of the gross proceeds of the Offering, to be paid o ut of the non flow through portion of the Offering at
closing.
The gross proceeds received by the Company from the sale of the Flow-Through Shares will be used to
incur Canadian Exploration Expenses that are “flow- through mining expenditures” (as such terms are
defined in the Income Tax Act (Canada)) on the Company’s properties, and also qu alify for the two 10%
enhancements under section 726.4.9 and section 726. 4.17.1 of the Quebec Taxation Act , which expenses
will be renounced to the subscribers with an effective date no later than December 31, 2017, in the aggregate
amount of not less than the total amount of the gro ss proceeds raised from the issue of Flow-Through
Shares. The net proceeds from the sale of the Commo n Shares will be used for general corporate and
working capital purposes. All securities issued und er the Offering will be subject to a four month hol d
period from the date of issue in accordance with ap plicable securities laws. The Offering is subject t o
acceptance of the TSX Venture Exchange.
The Offering is scheduled to close on June 29, 2017 or such other date or dates as the Company and the
Lead Underwriter may agree.
ON BEHALF OF THE BOARD OF DIRECTORS,
Nav Dhaliwal, President & CEO
Bonterra Resources Inc.
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 does not constitute an offer to s ell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities
have not been and will not be registered under the United States Securities Act of 1933, as amended (the “ 1933 Act ”) or any state securities laws
and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933
Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available .
- 2 -
This news release includes certain forward-looking statements concerning the use of proceeds of the Offering, the future renunciation of Canadian
Exploration Expenses that are flow-through mining e xpenditures, the tax treatment of the Flow-Through Shares, the future performance of our
business, its operations and its financial performa nce and condition, as well as management’s objectiv es, strategies, beliefs and intentions.
Forward-looking statements are frequently identified by such words as “may”, “will”, “plan”, “expect”, “anticipate”, “estimate”, “intend” and
similar words referring to future events and result s. Forward-looking statements are based on the curr ent opinions and expectations of
management. All forward-looking information is inhe rently uncertain and subject to a variety of assump tions, risks and uncertainties, including
the speculative nature of mineral exploration and development, fluctuating commodity prices, the future tax treatment of the Flow-Through Shares,
competitive risks and the availability of financing, as described in more detail in our recent securities filings available at www.sedar.com. Actual
events or results may differ materially from those projected in the forward looking statements and we caution against placing undue reliance
thereon. We assume no obligation to revise or update these forward looking statements except as required by applicable law.