Torq Completes First Tranche of $0.10 Financing and Extends Offering Period
TSX.V: TORQ | OTCQX: TRBMF 1630 – 1177 West Hastings Street, Vancouver, BC, Canada V6E 2K3
Torq Completes First Tranche of $0.10 Financing and Extends Offering Period
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR DISSEMINATION
IN THE UNITED STATES
Vancouver, Canada – June 28, 2024 – Torq Resources Inc. (TSX-V: TORQ, OTCQB: TRBMF) (“Torq” or
the “Company”) is pleased to announce that it has completed the first tranche of its non-brokered private
placement, the terms of which were announced on May 7, 2024 (the “Offering”), by issuing 4,645,300
units of the Company (each, a “ Unit”) at an offering price of $0.10 per Unit for gross proceeds of
C$464,530. The Company has received conditional TSX Venture Exchange approval to extend the
offering to July 26, 2024 subject to customary conditions including the absence of material changes
during the exten ded offering period. Raising any further funds remains subject to the execution of
additional subscription agreements by investors.
In connection with the closing of the first tranche of the Offering, the Company paid cash finder’s fees of
$10,800 and issued 108,000 non-transferable finder’s warrants, with each finder’s warrant exercisable on
the same terms as the unit warrants as announced on May 7, 2024.
The proceeds from the Offering will be used for working capital.
In accordance with applicable securities laws, the securities issued under the Offering are subject to a
statutory four-month and one -day hold period from the date of issuance in Canada. For any securities
issued during the extension period, the hold period will run from the date of issuance of those securities.
Final approval by the TSX Venture Exchange will follow upon filing standard documentation.
Insiders of the Company acquired an aggregate of 1,500,000 Units in the Offering for a total of C$150,000,
which participation constituted a “related party transaction” as described under Multilateral Instrument
61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Such participation
is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the
fair market value of the securities acquired by the insiders was less than 25% of the Compan y’s market
capitalization.
None of these securities will be registered under the United States Securities Act of 1933, as amended
(the “U.S. Securities Act”), or any U.S. state securities laws, and may not be offered or sold in the United
States without registration under the U.S. Securities Act and all applicab le state securities laws or else
in compliance with the requirements of an applicable exemption therefrom.
ON BEHALF OF THE BOARD,
Shawn Wallace
CEO & Chair
TSX.V: TORQ | OTCQX: TRBMF 1630 – 1177 West Hastings Street, Vancouver, BC, Canada V6E 2K3 600 – 1199 West Hastings Street, Vancouver, BC, Canada V6E 3T5
For further information on Torq Resources, please visit www.torqresources.com or contact the company
at (778) 729-0500 or [email protected].
About Torq Resources
Torq is a Vancouver-based copper and gold exploration company with a portfolio of premium holdings in Chile. The Company
is establishing itself as a leader of new exploration in prominent mining belts, guided by responsible, respectful and sustainable
practices. The Company was built by a management team with prior success in monetizing exploration assets and its
specialized technical team is recognized for their extensive experience working with major mining companies, supported by
robust safety standards and technical proficiency. The technical team includes Chile -based geologists with valuable local
expertise and a noteworthy track record for major discovery in the country. Torq is committed to operating at the highest
standards of applicable environmenta l, social and governance practices in the pursuit of a landmark discovery. For more
information, visit www.torqresources.com.
Forward Looking Information
This release includes certain statements that may be deemed “forward-looking statements”. Forward-looking information in this
release are statements that relate to closing of the Offering, use of proceeds, plans for future exploration programs, which are
dependent on raising additional capital . These statements involve known and unknown risks, uncertainties and other factors
which may cause actual results, performance or achievements of the Company to be materially different (either positively or
negatively) from any future results, performance or achievements expressed or implied by some of the principal forward-looking
statements. See Torq’s Annual Information Form filed April 29 , 2024, at www.sedarplus.ca for disclosure of the risks and
uncertainties faced in this business.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture
Exchange) assumes any responsibility for the adequacy or accuracy of this release.