Magna Terra Announces Initial Closing of Non-Brokered Private Placement

TORONTO, ON / ACCESSWIRE / June 3, 2022 / Magna Terra Minerals Inc. (the "Company" or "Magna Terra") (TSXV:MTT) is pleased to announce that it has completed a first closing of its non-brokered private placement (see press release dated May 18, 2022) of gross proceeds totalling $858,000.

In this initial closing, the Company has issued 4,450,000 Premium Flow-Through Units ("PFT Units") at a price of $0.14 per PFT Unit; and 2,350,000 Hard Dollar Units ("HD Units") at a price of $0.10 per HD Unit.

Each PFT Unit consists of one (1) flow-through common share of the company and one half (1/2) of one flow-through common share purchase warrant. Each full flow-through common share purchase warrant will be exercisable for an additional common share of the Company at a price of $0.15 for 24 months from the date of issuance.

Each HD Unit consists of one (1) common share of the company and one half (1/2) of one common share purchase warrant. Each full common share purchase warrant will be exercisable for an additional common share of the Company at a price of $0.15 for 24 months from the date of issuance.

The warrants issued in conjunction with this Offering will be subject to an Acceleration Clause, four (4) months plus one (1) day after the Closing Date of the Private Placement, whereby the Acceleration Clause will be in effect if the closing price of the common shares of the Company on the TSX Venture Exchange is equal to or greater than $0.35 for ten (10) consecutive trading days, entitling the Company to accelerate the expiry date of the warrants such that the holders of the warrants shall have a period of thirty (30) days to exercise the warrants upon deemed receipt of the Acceleration Notice.

The gross proceeds from the issuance of PFT Units 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)) related to the Company's mineral exploration projects, in southern New Brunswick and western Newfoundland. The proceeds from the issuance of HD Units will be used for general working capital purposes.

In connection with this initial closing of the Private Placement, the Company paid $19,600 in finder's fees and issued 196,000 finders warrants exercisable into common shares of the Company at a price of $0.15 for 24 months from the date of issuance, and which are subject to the above mentioned acceleration clause; as permitted by the policies of the TSX Venture Exchange.