Terraco Gold Corp. Closes $4.7M Private Placement with Wexford Funds

VANCOUVER, July 08, 2019 - Terraco Gold Corp. (“Terraco” or the “Company”) (TSX Venture: TEN) is pleased to announce that it has closed a previously announced non‑brokered private placement (the “Private Placement”) for total gross proceeds to the Company of CDN$4,717,183.

The Private Placement consisted of 36,286,021 common shares of the Company at a price of CDN$0.13 per common share, which were subscribed for by funds managed by Wexford Capital LP (the “Wexford Funds”), as described in the Company’s news release of June 20, 2019. Following completion of the Private Placement, the Wexford Funds hold approximately 19.9% of the outstanding common shares of the Company on a non-diluted basis, subject to the Pre-emptive Right discussed below. Additional common shares may be issued under the Private Placement to a third-party should it exercise its pre-emptive right to maintain its pro-rata interest in Terraco (the “Pre-emptive Right”).

The TSX Venture Exchange (the "TSXV") has conditionally accepted the Private Placement. Final acceptance of the Private Placement by the TSXV is subject to compliance with the customary requirements of the TSXV.

All securities issued under the Private Placement will be subject to a hold period of four months and one day from the closing date. The proceeds from the Private Placement will be used for working capital, corporate expenses and potential royalty transactions.


About Terraco

Terraco is a gold royalty company with a royalty portfolio of up to 3% NSR on the multi-million ounce Spring Valley Gold Project located in Pershing County, Nevada.

The Company is listed on the TSX Venture Exchange under the symbol "TEN". Please visit the Company's website at www.terracogold.com for additional information.


On behalf of Terraco:

Todd Hilditch, President & CEO – Terraco Gold Corp.
Phone: (604) 443 3831



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 & Forward-Looking Statements

This release contains forward-looking statements. All statements other than statements of present or historical fact are forward-looking statements, including statements with respect to the anticipated use of Private Placement proceeds and anticipated receipt of final TSX Venture Exchange acceptance for the Private Placement.

Forward-looking statements include words or expressions such as “proposed”, “will”, “subject to”, “near future”, “in the event”, “would”, “expect”, “prepared to” and other similar words or expressions. Factors that could cause future results or events to differ materially from current expectations expressed or implied by the forward-looking statements include general business, economic, competitive, political and social uncertainties; the state of capital markets and risks that may impact Terraco’s business, operations and financial condition. Although Terraco believes that the expectations reflected in these forward-looking statements are reasonable, undue reliance should not be placed on them because Terraco can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Additional information on these and other factors that could affect Terraco’s operations and financial results are included in reports on file with Canadian securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com). We disclaim any obligation to update or revise these forward-looking statements, except as required by applicable law.