Tanzania Minerals Corp. Announces $9mil financing


Feb 11, 2006
VANCOUVER, Nov. 22 /CNW/ - Tanzania Minerals Corp. (the "Company") (TSX-V: TZM.V) (FRANKFURT: CA87600X1087) is pleased to announce that it has entered into an agreement with Primary Capital Inc. as lead agent on behalf of a syndicate of agents, to offer for sale, on a private placement basis, up to 16,364,000 units of the Company, at a price of $0.55 per unit, for gross proceeds of up to $9,000,200.

Each unit will consist of one common share of the Company and one half one share purchase warrant. Each full warrant will entitle the holder to purchase an additional common share at a price of $0.75 per share for a period of 24 months from the date of closing. In the event that the common shares of the Company are traded on the TSX Venture Exchange at a price of $1.10 or more for 20 consecutive trading days following the issuance of the warrants (the "Acceleration Event"), the Warrants will expire on the earlier of the expiry date and 4:30 p.m. (Pacific Time) on the date which is 30 calendar days after the Company provides notice to the holders of the warrants that the Acceleration Event has occurred, provided that such notice cannot be provided until the four month hold period on the Securities has expired.

The Company will pay the agents a 7% cash commission and issue an aggregate number of non-transferable broker warrants entitling the holders to acquire that number of units equal to 7% of the units sold under the private placement, at $0.61 per unit, for a period of two years from the date of closing. Such units will have the same terms as the units under the private placement described above.

"We are very pleased with this financing and it will allow us to aggressively move forward into the next phase of our business model." says the Company's CEO, Mr. Kal Matharu.

The closing of the private placement is subject to regulatory approval including that of the TSX Venture Exchange. All securities issued will be subject to a four month hold period.

The proceeds of the private placement will be used for the Company's general working capital purposes.

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.

Statements included in this announcement, including statements concerning our plans, intentions and expectations, which are not historical in nature are intended to be, and are hereby identified as, "forward‐looking statements". Forward‐looking statements may be identified by words including "anticipates", "believes", "intends", "estimates", "expects" and similar expressions. The Company cautions readers that forward‐looking statements, including without limitation those relating to the Company's future operations and business prospects, are subject to certain risks and uncertainties that could cause actual results to differ materially from those indicated in the forward‐looking statements.
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