THIS PRESS RELEASE IS NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE
SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
PAN - TSXV
CALGARY, Nov. 19 /CNW/ - PanTerra Resource Corp. (The "Company") has entered into an agreement with Clarus Securities Inc. (the "Agent") to raise by way of a short form prospectus, up to $8 million on a "best efforts" basis consisting of up to $5 million worth of Common Shares and up to $3 million worth of Flow Through Shares (the "Offering"). The offering price per Common Share and Flow-Through Share will be negotiated by PanTerra and the Agent.
In connection with the offering, the Agent will receive a fee of 7% (the "Agent's Fee") of the gross proceeds from the sales of Common and Flow-Through shares under the offering. The Agent also has the option, (the "Over-Allotment Option") to purchase from the Corporation an additional number of Common Shares equal to 15% of the Common Shares and Flow-Through Shares sold at any time prior to 30 days following the closing of the Offering. The Agent's Fee is payable on all shares purchased by the Agent pursuant to the Over-Allotment Option. The Common Shares and Flow-Through Shares to be issued under the Offering will be offered by way of a short form prospectus in the provinces of British Columbia, Alberta and Ontario.
PanTerra plans to use the net proceeds from the Offering to fund its ongoing exploration and development program in Saskatchewan and for corporate working capital. The Offering is expected to close on or about December 3, 2007 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals.
This press release is not for distribution to United States newswire services or for dissemination in the United States. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "U.S. 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. Act and applicable state securities laws or an exemption from such registration is available.
Certain statements contained in this press release may be considered as "forward looking". Such "forward looking" statements are subject to risks and uncertainties that could cause actual results to differ materially from estimated or implied results.
PanTerra Resource Corp. is an Alberta-based resource company focused on the exploration and development of unconventional shallow and shale gas in the Province of Saskatchewan. The Company holds three Exploration Permits and four licenses for a total of 1.1-million acres on four properties in Saskatchewan. PanTerra trades on the TSX Venture Exchange under the symbol "PAN". Further information can be found at www.panterraresource.com.
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