Thunder Gold Announces Closing of CDN$1.6 Million Non-Brokered Private Placement of Flow-Through & Non-Flow-Through Units
Thunder Gold Announces Closing of CDN$1.6
Million Non-Brokered Private Placement of
Flow-Through & Non-Flow-Through Units
Thunder Bay, Ontario--(Newsfile Corp. - June 30, 2025) - Thunder Gold Corp (TSXV: TGOL) (FSE: Z25)
(OTCQB: TGOLF) (formerly White Metal Resources Corp) ("Thunder Gold" or the "Company") is
pleased to announce it has closed on its financing, which was both upsized and over-subscribed.
The
non-brokered private placement consisted of flow-through units and non-flow-through units.
The
Company increased the initial offering of CDN$1,000,000 to gross proceeds of CDN$1,600,000 (the
"Private Placement") to accommodate the demand.
Wes Hanson, President and CEO, stated, "We are very pleased with the support we received on this
financing.
Proceeds from the financing shall be used to expand the 2024 soil geochemistry grid along
the interpreted trace of the northeast trending Thunder Lake Fault. Surface mapping has identified
Timiskaming conglomerates, with elevated gold values, coincident with the fault but surface work to date
is limited. We shall also complete infill soil geochemistry on prioritized gold-in-soil anomalies identified
in 2024 to better define potential drill targets. The planned infill soil geochemistry includes the strong,
multi-sample anomaly 500 metres southeast of the P-Target, along the interpreted plunge direction of the
high-grade results identified at surface. Surface prospecting, outcrop stripping and channel sampling
shall evaluate the most favourable soil geochemical anomalies in advance of a 2,000 to 3,000 metre
Phase 3 drill program scheduled for mid to late September."
Pursuant to the Private Placement, the Company issued 12,857,143 flow-through units ("FT Units") at a
price of CDN$0.07 per FT Unit, with each FT Unit consisting of one common share and one-half of one
warrant, each of which qualifies as a "flow-through share" as defined in subsection 66(15) of the Income
Tax Act (Canada), and 11,666,667 hard dollar units ("non-FT Units") at a price of CDN$0.06 per non-FT
Unit, with each non-FT Unit consisting of one common share and one full warrant, for aggregate gross
proceeds of CDN$1,600,000.00. Each warrant issued under the Private Placement are exercisable to
acquire one common share at a price of CDN$0.10 per share for a period of 18 months from the date of
issuance, subject to an accelerated expiry date at the option of the Company in the event the twenty (20)
day volume-weighted average price of the common shares of the Company on the TSXV for any twenty
(20) consecutive trading days is CDN$0.20 or more.
In connection with the closing of the Private Placement, the Company paid finder's fees of approximately
$91,750 and issued an aggregate of 1,410,727 finder warrants (the "Finder Warrants") to eligible
finders. Each Finder Warrant entitles the holder to purchase one non-FT Unit at a price of $0.06 for a
period of 18 months from the completion of the Private Placement.
PowerOne Capital Markets Limited
and Integrity Capital Group acted as finders in connection with a portion of the Private Placement and
Wildeboer Dellelce LLP acted as legal counsel to the Company.
The Private Placement included subscriptions by insiders of the Company to purchase an aggregate of
961,687 FT Units, which constitutes a "related party transaction" as such term is defined in Multilateral
Instrument 61-101 - Protection of Minority Securityholders in Special Transactions ("MI 61-101"). The
Company has relied on exemptions from the formal valuation and minority shareholder approval
requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related
party participation in the Private Placement as neither the fair market value (as determined under MI 61-
101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as
it involved the related parties, exceeded 25% of the Company's market capitalization (as determined
under MI 61-101).
All securities issued pursuant to the Private Placement will be subject to a four (4)
month plus a day hold period from the date of issuance in accordance with applicable securities
legislation and policies of the TSXV.
The securities issued pursuant to the Private Placement have not been, nor will they be, registered under
the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities
laws, and may not be offered or sold to, or for the account or benefit of, persons in the United States or
U.S. persons absent registration under the U.S. Securities Act and all applicable state securities laws or
compliance with the requirements of an exemption therefrom. This press release shall not constitute an
offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful.
Qualified Person
Technical information in this news release has been reviewed and approved by Wes Hanson, P.Geo.,
President and CEO of Thunder Gold Corp., who is a Qualified Person under the definitions established
by NI 43-101.
About the Tower Mountain Gold Property
The 100%-owned Tower Mountain Gold Property is located adjacent to the Trans-Canada highway,
approximately 50-km west of Thunder Bay, Ontario. The 2,500-hectare property surrounds the largest,
exposed, intrusive complex in the eastern Shebandowan Greenstone Belt where most known gold
occurrences have been described as occurring either within, or proximal to, intrusive rocks. Gold at
Tower Mountain is localized within extremely altered rocks parallel to the western contact of the intrusive
center. Drilling has established anomalous gold extending out from the intrusive contact for over 500
metres along a 1,500-metre strike length, to depths of over 500 metres from surface. The remaining
75% of the perimeter surrounding the intrusion shows identical geology, alteration, and geophysical
response, offering a compelling exploration opportunity.
About Thunder Gold Corp.
Thunder Gold Corporation, formerly White Metal Resources. is a junior exploration company focused on
gold discovery in Canada. For more information about the Company please visit:
www.thundergoldcorp.com
On behalf of the Board of Directors,
Wes Hanson, P.Geo., President and CEO
For further information, contact:
Wes Hanson, CEO
(647) 202-7686
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.
The information contained herein contains "forward-looking information" and "forward-looking
statements" within the meaning of applicable securities legislation (collectively, "forward-looking
statements"). Forward-looking statements relate to information that is based on assumptions of
management, forecasts of future results, and estimates of amounts not yet determinable. All
statements, other than statements of historical fact, are forward-looking statements and are based on
predictions, expectations, beliefs, plans, projections, objectives and assumptions made as of the date
of this news release, including without limitation: the size of the Private Placement and other
statements concerning the Private Placement; the anticipated use of proceeds from the Private
Placement; the renunciation to the purchasers of FT Units and timing thereof; the tax treatment of the
FT Units and the Company's plans regarding exploring its mineral exploration properties; anticipated
results of geophysical drilling programs, geological interpretations and potential mineral recovery.
Any statement that involves discussions with respect to predictions, expectations, beliefs, plans,
projections, objectives, assumptions, future events or performance (often but not always using
phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate",
"plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such
words and phrases or stating that certain actions, events or results "may" or "could", "would", "might"
or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-
looking statements.
Forward-looking statements are subject to a variety of risks and uncertainties which could cause
actual events or results to differ from those reflected in the forward-looking statements, including,
without limitation: risks related to failure to obtain adequate funding on a timely basis and on
acceptable terms; risks related to the outcome of legal proceedings; political and regulatory risks
associated with mining and exploration; risks related to the maintenance of stock exchange listings;
risks related to environmental regulation and liability; the potential for delays in exploration or
development activities or the completion of feasibility studies; the uncertainty of profitability; risks and
uncertainties relating to the interpretation of drill results, the geology, grade and continuity of mineral
deposits; risks related to the inherent uncertainty of production and cost estimates and the potential
for unexpected costs and expenses; results of prefeasibility and feasibility studies, and the possibility
that future exploration, development or mining results will not be consistent with the Company's
expectations; risks related to the gold price and other commodity price fluctuations; and other risks
and uncertainties related to the Company's prospects, properties and business detailed elsewhere in
the Company's disclosure record. Should one or more of these risks and uncertainties materialize, or
should underlying assumptions prove incorrect, actual results may vary materially from those
described in forward-looking statements. Investors are cautioned against attributing undue certainty or
reliance on forward-looking statements. These forward-looking statements are made as of the date
hereof and the Company does not assume any obligation to update or revise any forward-looking
statements, other than as required by applicable law, to reflect new information, events or
circumstances, or changes in management's estimates, projections or opinions. Actual events or
results could differ materially from those anticipated in the forward-looking statements or from the
Company's expectations or projections.
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/257256