Torq Completes First Round of Funding at $0.10, Extends Offering Period

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VANCOUVER, BC / ACCESSWIRE / June 28, 2024 / Torq Resources Inc. (TSXV:TORQ)(OTCQB:TRBMF) (“Couple“or the”Business“) is pleased to announce that it has finalized the first tranche of its non-intermediary private placement, the terms of which were announced on May 7, 2024 (on “Offer“), by issuing 4,645,300 units of the Company (each, one “Unit“) at an offering price of $0.10 per unit for gross proceeds of C$464,530. The Company has received conditional approval from the TSX Venture Exchange to extend the offering until July 26 2024, subject to customary conditions, including no material changes during the extended offering period. Raising additional 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 a cash finder’s fee of $10,800 and issued 108,000 non-transferable finder’s warrants, each warrant of intermediation that can be exercised under the same conditions as unit subscription warrants, as announced on May 7, 2024.

Proceeds from the offering will be used for working capital.

In accordance with applicable securities laws, the securities issued pursuant to the Offering are subject to a statutory hold period of four months and one day from the date of issuance in Canada. For any securities issued during the extension period, the hold period will commence on the date of issuance of such securities. Final approval by the TSX Venture Exchange will follow following the filing of standard documentation.

Insiders of the Company acquired a total of 1,500,000 Units in the Offering for a total of C$150,000, the participation of which constituted a “related party transaction” as described in 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 since the fair market value of the securities acquired by insiders was less than 25% of the market capitalization of the Company.

None of these securities will be registered under the United States Securities Act of 1933, as amended (the “US Securities Act”), or any state securities laws of the United States, and may not be offered or sold in the United States without registration under the US Securities Act. Securities Act and all applicable state securities laws or in compliance with the requirements of an applicable exemption therefrom.

ON BEHALF OF THE COUNCIL,

Shawn Wallace
CEO and President

For more information about 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 premier portfolio of holdings in Chile. The Company is a leader in new exploration in major mining belts, guided by responsible, respectful and sustainable practices. The Company was built by a management team with a track record of successfully monetizing exploration assets and its dedicated technical team is recognized for its extensive experience working with major mining companies, supported by rigorous safety standards and technical expertise. The technical team includes Chile-based geologists with valuable local expertise and a distinguished track record of major discoveries in the country. Torq is committed to operating to the highest standards of environmental, social and governance practices in 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.” The forward-looking information contained in this release are statements relating to the closing of the offering, use of proceeds and plans for future exploration programs, which are dependent on the raising of additional capital. These statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company to be materially different (whether positively or negatively) from any future results, performance or achievements. expressed or implied by some of the key leaders. forward-looking statements. See Torq’s annual information form filed on April 29, 2024 at www.sedarplus.ca for the risks and uncertainties encountered 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) accepts responsibility for the adequacy or accuracy of this release.

SOURCE: Torq Resources Inc.