Torch River Announces Advisory Agreement and Shares for Debt Transaction

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES.


Torch River Resources Ltd. ("Torch" or the "Company") (TSX VENTURE:TCR)
(FRANKFURT:WNF) (PINKSHEETS:TORVF) is pleased to announce that effective April
30, 2013 it entered into an Advisory Agreement with Euro Pacific Canada Inc.
("Euro Pacific") to act as Torch's financial advisor. Euro Pacific's key role
under the Advisory Agreement has been to assist Torch's management in addressing
key financial planning and strategic development issues faced by the Company.
Euro Pacific has advised the Company on its business plans; capital structure;
access to capital; potential acquisitions; and other related corporate
strategies designed to maximize shareholder value.


Pursuant to the Advisory Agreement, a total fee of $50,000 comprised of $25,000
in cash and, at the option of the Company, $25,000 in common shares of the
Company (the "Services Shares"), is payable to Euro Pacific by Torch. The
Company intends issue 476,190 Services Shares at the issue price of $0.0525 per
Service Share for an aggregate value of approximately $25,000 in partial
satisfaction of the total fee.


In light of the Company's current working capital position and in order to
preserve its cash to fund development of the Company's ongoing projects, Torch
and Euro Pacific have also agreed to settle approximately $15,000 of the cash
balance owing to Euro Pacific by the issuance of 285,714 common shares of the
Company (the "Debt Shares") at an issue price of $0.0525 per Debt Share.


Issuance of the Services Shares and the Debt Shares is subject to receipt of
regulatory approval, including acceptance by the TSX Venture Exchange ("TSXV").
The Service Shares and Debt Shares, if issued, will be issued in reliance on
certain prospectus and registration exemptions available under applicable
securities legislation and will be subject to a hold period of four months and
one day in accordance with applicable securities legislation and TSXV
requirements.


ABOUT TORCH RIVER RESOURCES

Torch River Resources is a publicly traded junior mining exploration company
with a number of mining claims. The Mount Copeland molybdenum deposit lies
within metamorphic rocks flanking the southern margin of Frenchman Cap Dome, 32
kilometers northwest of Revelstoke, British Columbia. The Fort-Eden copper
property is comprised of 18 mineral tenures that total 2,828.6 hectares in area.
The mineral claims are located 100 km west of Fort St James, BC. The Red Bird
deposit is comprised of three zones of molybdenum concentration referred to as
the Main, Southeast and Southwest zones within a property totaling 1,836 ha
(4,400 acres) and is located 133 km southwest of Burns Lake and 105 km north of
Bella Coola.


Neither 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.


FORWARD LOOKING STATEMENTS: Certain statements contained in this news release
constitute forward-looking statements. These statements relate to future events.
All statements other than statements of historical fact are forward-looking
statements. The use of the words "expects" and "intend' are intended to identify
forward-looking statements. These statements involve known and unknown risks,
uncertainties and other factors that may cause actual results or events to
differ materially from those anticipated in such forward-looking statements.
Although the Corporation believes these statements to be reasonable, no
assurance can be given that these expectations will prove to be correct and such
forward-looking statements included in this news release should not be unduly
relied upon. Such statements include the ability of the Corporation to complete
the issuance of the Services Shares and the Debt Shares. The forward-looking
statements contained in this news release represent Torch's expectations as of
the date hereof based on the assumption that regulatory approval to issue the
Services Shares and the Debt Shares will be received, and are subject to change
after such date. Torch disclaims any intention or obligation to update or revise
any forward-looking statements whether as a result of new information, future
events or otherwise, except as may be required by applicable securities
legislation.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Torch River Resources Ltd.
Laurie McCarney
Director, Corporate Communications
(905) 844-1200 ext: 305
info@torchriver.ca

Saint Jean Carbon, Inc. (TSXV:TCR)
過去株価チャート
から 5 2024 まで 6 2024