Tudor Gold Closes $1,000,000 Non-brokered Private Placement
Vancouver, July 26, 2018 - Tudor Gold Corp. (TSXV: TUD) (FSE: TUC) (the "Company" or "Tudor Gold") is pleased to announce that it has closed a non-brokered private placement under which it has raised gross proceeds of $1,000,000. The private placement was comprised of 2,857,142 units of the Company (the "Units") at a price of $0.35 per Unit, with each Unit comprised of one common share and one transferable common share purchase warrant (each, a "Warrant"). Each Warrant entitles the holder to purchase one additional common share of the Company at an exercise price of $0.55 for a period of two years. The proceeds from the sale of the Units will be used to advance exploration of the Company's Treaty Creek properties in the Golden Triangle of northwestern B.C., for general corporate and working capital purposes and to repay existing liabilities.
All securities issued pursuant to the private placement are subject to a four month hold period under applicable Canadian securities laws.
Tudor Holdings Ltd., which is controlled by Walter Storm, Chief Executive Officer, President and a director of the Company, purchased 473,428 Units under the financing. The issuance of Units to Tudor Holdings Ltd. is considered to be a related party transaction subject to TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 — Protection of Minority Security Holders in Special Transactions. The Company is exempted from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of Multilateral Instrument 61-101 on the basis that the value of the Units issued to Tudor Holdings Ltd. does not exceed 25% of the fair market value of the Company's market capitalization. Furthermore, a material change report respecting the private placement was not filed more than 21 days prior to the closing of the private placement due to closing occurring less than 21 days after the announcement of the private placement. The Company considers this reasonable in the circumstances due to the relatively small size of the value of the related party transaction.
About Tudor Gold
Tudor Gold is a precious and base metals explorer in British Columbia's Golden Triangle, an area which hosts multiple past-producing mines and several large world-class deposits that are approaching potential development. The Company has a 60% interest in both the Electrum and Treaty Creek properties, and a 100% interest in several other mineral properties, all of which are located in the Golden Triangle area.
"Walter Storm"
Walter Storm
President and Chief Executive Officer
For further information, please visit the Company's website at www.tudor-gold.com or contact:
Aris Morfopoulos
Chief Financial Officer & Corporate Secretary
Tel: 604-721-2650
Email: aris@tudor-gold.com
Or
CHF Capital Markets
Cathy Hume
CEO
Tel: 416-868-1079 x 231
Email: cathy@chfir.com
Cautionary Statements regarding Forward-Looking Information
Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Company's current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially.
All statements including, without limitation, statements relating to the anticipated use of proceeds from the above private placement offering and receipt of regulatory approvals with respect to the private placement offering as well as any other future plans, objectives or expectations of the Company are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. The Company expressly 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 otherwise required by applicable securities legislation.
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.