TORONTO, ON / ACCESS Newswire / March 11, 2025 / Magna Terra Minerals Inc. (the "Company" or "Magna Terra") (TSXV:MTT) today announces that it has filed an early warning report in respect of Gold Hunter Resources Inc. ("Gold Hunter").
On March 11, 2025, Gold Hunter announced the closing of a private placement raising total gross proceeds of $1,706,199.92, resulting in the issuance of 28,436,665 Units at a price of $0.06 per Unit (the "Gold Hunter Private Placement"). Each Unit consists of one Gold Hunter common share and one-half of one transferable Gold Hunter common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder to acquire one Gold Hunter common share at an exercise price of $0.12 for a period of 24 months from the date of issuance.
Immediately prior to the Gold Hunter Private Placement, the Company beneficially owned 6,942,253 Gold Hunter common shares, representing approximately 11.66% of the issued and outstanding Gold Hunter common shares.
Immediately following the Gold Hunter Private Placement, in which the Company did not participate, the Company's interest in Gold Hunter decreased to approximately 7.89% of the issued and outstanding Gold Hunter common shares. Accordingly, the Company is no longer subject to the early warning reporting requirements in respect of Gold Hunter, as the Company has fallen below the 10% reporting threshold.
Magna Terra held the Gold Hunter common shares in the ordinary course of business in connection with an option agreement (the "Option Agreement") entered into by Gold Hunter and the Company (please refer to the press release dated June 11, 2024). In the future, the Company may acquire additional Gold Hunter common shares or dispose of such securities subject to a number of factors, including general market and economic conditions, and the terms of the Option Agreement.
This press release is being issued pursuant to National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which also requires an early warning report to be filed with the applicable securities regulators containing additional information with respect to the foregoing matters. A copy of the early warning report will be available under Gold Hunter's profile on SEDAR+ at www.sedarplus.ca, or by contacting Bill Francis at bfrancis@magnaterraminerals.com or 416-357-7047.
The Company's head office is located at 401-20 Adelaide St East, Toronto, Ontario, M5C 2T6.
About Magna Terra
Magna Terra Minerals Inc. is a precious and critical metals focused exploration company, headquartered in Toronto, Canada. Magna Terra is focused on acquiring and advancing its high-potential mineral projects in Atlantic Canada and Argentina while generating value for shareholders and minimizing shareholder dilution through option and joint venture partnerships where appropriate; leveraging our ability to explore, grow, and transact projects. The Company is focused on exploring our 100%-owned Humber Copper-Cobalt Project in Newfoundland and Labrador and our 100%-owned Rocky Brook Project and Cape Spencer Gold Project in New Brunswick. In addition, the Company has optioned the Great Northern Project in Newfoundland to Gold Hunter Resources Inc. for total cash and share consideration of $9.5 million over a 2-year period. Further, the Company maintains a significant exploration portfolio in the province of Santa Cruz, Argentina which includes its Boleadora Project being advanced by Newmont Corp. under an option to purchase agreement valued at US$1 million in cash over a 6-year period and including a 2% NSR capped at US$20 million; a precious metals discovery on its Luna Roja Project proximal to Cerrado Gold's operating Don Nicholas Project infrastructure, as well as several additional district scale drill ready projects available for purchase or option/joint venture.
Forward Looking Statements
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.
Cautionary Statements Regarding Forward Looking Information
This news release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable Canadian legislation. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by the forward-looking information. Such risks and other factors include the inability of the Company to execute its proposed business plans and carry out planned future activities. Other factors may also adversely affect the future results or performance of the Company, including general economic, market or business conditions, future prices of gold, changes in the financial markets and in the demand for precious metals, changes in laws, regulations and policies affecting the mineral exploration industry, and the Company's investment and operation in the mineral exploration sector, as well as the risks and uncertainties which are more fully described in the Company's annual and quarterly management's discussion and analysis and in other filings made by the Company with Canadian securities regulatory authorities under the Company's profile at www.sedarplus.ca. Readers are cautioned that forward-looking statements are not guarantees of future performance or events and, accordingly, are cautioned not to put undue reliance on forward-looking statements due to the inherent uncertainty of such statements.
These forward-looking statements are made as of the date of this news release and, unless required by applicable law, the Company assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in these forward-looking statements.
