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Vancouver, BC V6E 3T5

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News 2018

Valterra Closes First Tranche and Increases Offering for Oversubscribed Private Placement

March 29, 2018

Valterra Resource Corporation (“Valterra” or the “Company”) reported today that it has closed the first tranche of the previously reported non-brokered private placement, announced on February 26, 2018, by issuing 7,753,667 units at a price of $0.03 per unit for gross proceeds of $232,610. Securities issued pursuant to this tranche of the private placement, including common shares and share purchase warrants carry a legend restricting trading of the securities until July 29, 2018.

As well, the private placement has been increased by $90,000 or 3.0 million units at a price of $0.03 per unit. The Company now plans to issue up to 10,000,000 units in a non-brokered private placement for total gross proceeds of $300,000. The units have the same terms as previously announced. All additional securities issued in connection with the offering will be subject to a hold period expiring four months and one day following the final closing of the offering.

Finders’ fees and commissions may be paid by Valterra in relation to this issuance. The Company will make provision for an over-allotment option (Greenshoe) to allow a purchase of up to 10% additional units beyond the number of units in these offerings.

Net proceeds from the private placement will be used to fund costs associated with property maintenance costs for the Swift Katie project, corporate sustaining costs payable to third party service providers and for working capital.  $11,990 of the proceeds will be paid to a director of the Company for the provision of geological consulting services. The private placement is subject to regulatory approval.

Valterra intends to make the private placement available to existing security holders in accordance with the provisions of BC Instrument 45-534 – Exemption from prospectus requirement for certain trades to existing security holders and in accordance with the provisions of various corresponding blanket orders and rules of other Canadian jurisdictions that have adopted the same or a similar exemption from prospectus requirement. The Company has set February 23, 2018 as the record date for the purpose of determining existing shareholders entitled to purchase units pursuant to this exemption. The maximum number of units being offered is 11,000,000 units for maximum gross proceeds of $330,000 and the offering is not subject to any minimum subscription. 

The Company will also accept subscriptions from “accredited investors” (as defined in National Instrument 45-106 – Prospectus Exemptions) and may, at its discretion, also accept subscriptions pursuant to other prospectus exemptions available under applicable securities laws.

About Valterra Resource Corporation

Valterra is a Manex Resource Group Company. The group provides expertise in exploration, administration, and corporate development services for Valterra’s mineral properties located in British Columbia and Nevada. Valterra is focused on early stage properties with the potential to host large deposits in regions with excellent infrastructure.

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On behalf of the Board of Directors,

“Lawrence Page”

Lawrence Page Q.C., President, Valterra Resource Corporation

For further information, please visit Valterra’s website at valterraresource.com or contact Valterra at 604.641.2759 or by email at ir@mnxltd.com.

 

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.

This news release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming work programs, geological interpretations, receipt of property titles, potential mineral recovery processes, etc. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements. These statements are based on a number of assumptions, including, but not limited to, assumptions regarding general economic conditions, interest rates, commodity markets, regulatory and governmental approvals for Valterra Resource Corporation’s projects, and the availability of financing for Valterra Resource Corporation’s development projects on reasonable terms. Factors that could cause actual results to differ materially from those in forward looking statements include market prices, exploitation and exploration successes, the timing and receipt of government and regulatory approvals, and continued availability of capital and financing and general economic, market or business conditions. Valterra Resource Corporation does not assume any obligation to update or revise its forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by applicable law.

This News Release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming work programs, geological interpretations, receipt of property titles, potential mineral recovery processes, etc. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements. Valterra Resource Corporation relies upon litigation protection for forward looking statements.
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