TNR Gold Corp. (“TNR” or the “Company”) is pleased to advise that the brokered private placement originally announced February 28, 2007 has now closed. A total of 14,500,000 units (the “Units”), priced at $0.20 per Unit were sold for gross proceeds of $2,900,000. Each Unit consists of one common share and one-half of one transferable common share purchase warrant. Each whole warrant entitles the holder to purchase one additional common share of the Company up until May 15, 2009 at a price of $0.30 for the first year and $0.50 for the second year.
The agent for the brokered private placement was Pacific International Securities Inc. (“Pacific”) which exercised their over-allotment option by increasing the size of the offering from 12,500,000 to 14,500,000 Units. Pacific received a commission of 7% of the gross proceeds of the offering, paid at their election by the issuance of 882,400 Units and $26,520 in cash. Pacific also received 1,305,000 compensation options, being 9% of the aggregate number of units sold. The compensation options entitling Pacific to purchase, at an exercise price of $0.25, one common share of the company up to May 15, 2009.
The securities issued are subject to a hold period expiring September 16, 2007.
Proceeds of the private placement will be used to fund TNR’s exploration projects in North and South America, and for general corporate purposes.
On Behalf of the Board,
Gary Schellenberg,
Director
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release. Statements in this press release other than purely historical information, historical estimates should not be relied upon, including statements relating to the Company’s future plans and objectives or expected results, are forward-looking statements. News release contains certain “Forward-Looking Statements” within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended. Forward-looking statements are based on numerous assumptions and are subject to all of the risks and uncertainties inherent in the Company’s business, including risks inherent in resource exploration and development. As a result, actual results may vary materially from those described in the forward-looking statements. This news release does not constitute an offer to sell or a solicitation of an offer to sell any of securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.