2014

TerraX closes first tranche of Private Placement for $1,357,217

TSX-V: TXR
Frankfurt: TX0

VANCOUVER, May 8, 2013 /PRNewswire/ - TerraX Minerals Inc. (TSX.V: TXR; Frankfurt: TX0) has completed an initial closing of 6,786,085 units at $0.20 per share of its previously announced non-brokered private placement (see our news release of April 4, 2013) for gross proceeds of $1,357,217.  Each unit consists of one common share and one half of one share purchase warrant, with each full warrant entitling the holder to purchase an additional common share at an exercise price of $0.30 per share until May 8, 2016.   The shares and any shares acquired on the exercise of warrants will be subject to a hold period expiring on September 9, 2013.  Finder's fees of $21,480 were paid with respect to this placement along with the issuance of 109,200 finders warrants exercisable at $0.30 until May 8, 2016.   Insiders of TerraX acquired 250,000 units.

Virginia Mines Inc. (TSX:VGQ) has purchased 3,617,085 units of this private placement for net proceeds to Terrax of $723,417.  Should TerraX conduct a subsequent private placement of units before May 17, 2013, Virginia has agreed to purchase such number of additional units as to allow it to maintain a holding of 9.9% of the issued and outstanding common shares of TerraX, up to a maximum aggregate amount of $800,000. The net proceeds of this private placement will be used to fund the upcoming 2013 exploration program on TerraX's wholly-owned Northbelt gold property in the Northwest Territories, 15 km from Yellowknife.

TerraX also advises that it has entered into a definitive royalty option agreement with Virginia, whereby Virginia has been granted an option to acquire a 2% net smelter returns royalty on the Northbelt property (see our news release of April 4, 2013). Virginia may exercise the option by payment of $2,000,000 within 3 months following commencement of production. In consideration of granting the option, TerraX received 20,000 common shares of Virginia at a deemed price of $10.00 per share for aggregate consideration of $200,000.

Joe Campbell, P. Geo, President of Terrax, states, "Terrax is very pleased to close the first tranche of this private placement which was completed during a difficult time in global equity and metal markets, and the junior mining sector in particular, and provides sufficient funding for our 2013 exploration programs at Northbelt, including drilling on multiple previously recognized gold bearing targets."

The Northbelt gold property consists of 121 mineral leases totaling 8,802 acres (3,562 hectares) and covers approximately 13 km of strike along the prolific Yellowknife belt, 15 km north of the city of Yellowknife. The southern part of the property is accessible by road, and the remainder is accessible by all-terrain vehicles. Northbelt is situated on the northern strike continuation of the Yellowknife gold camp, immediately west of the major break controlling gold mineralization within the camp. This spatial location is host to all known gold deposits in the Yellowknife camp, including the past-producing 7.6 Moz Giant and the 5.5 Moz Con mines. The property is host to multiple shears that are the recognized hosts for gold deposits in the Yellowknife camp and it contains innumerable gold showings.

On behalf of the Board of Directors

"STUART ROGERS"

Stuart Rogers
Director

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.

This news release contains forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectation. Important factors - including the availability of funds, the results of financing efforts, the completion of due diligence and the results of exploration activities - that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time to time on SEDAR (see www.sedar.com). Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

SOURCE TerraX Minerals Inc.




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