TNR Gold Provides Update on Annual Financial Statements
NEWS RELEASE
TNR Gold Provides Update on Annual Financial Statements
Vancouver, British Columbia – April 29, 2020: TNR Gold Corp. (TSX-V: TNR) (“TNR”, “TNR Gold” or
the “Company”) announces that it will be relying on regulatory relief of a 45-day extension for corporate
finance requirements, and due to delays resulting from the Covid -19 pandemic, the Company will be
postponing the filing of its annual consolidated financial statements and accompanying management's
discussion and analysis, and related CEO and CFO certificates for the financial year ended December
31, 2019 (collectively, the "Annual Filings"), which are required to be filed by April 29, 2020 under National
Instrument 51-102 - Continuous Disclosure Obligations (“NI 51-102”).
On March 18, 2020, the Canadian Securities Administrators (“CSA”) announced that they would provide
coordinated relief consisting of a 45 -day extension for certain periodic filings required to be made on or
prior to June 1, 2020, to allow issuers the time needed to focus on the many other business and financial
reporting implications of the COVID -19 pan demic. Accordingly, the British Columbia Securities
Commission (“BCSC”) has enacted BC Instrument 51 -515 - Temporary Exemption from Certain
Corporate Finance Requirements (“BCI 51-515”).
The Company will be relying on the temporary exemption pursuant to BCI 51 -515 in respect to the
following provisions:
• the requirement to file audited financial statements for the year ended December 31, 2019 (the
“Financial Statements“) within 120 days of the Company’s financial year end as required by
section 4.2(b) of National Instrument 51-102 – Continuous Disclosure Obligations (“NI 51-102“);
• the requirement to file management ’s discussion and analysis (the “MD&A“) for the period
covered by the Financial Statements within 120 days of the Company’s fin ancial year end as
required by section 5.1(2) of NI 51-102; and
• the requirement to file certifications of the Financial Statements pursuant to section 4.1 of National
Instrument 52-109 - Certification of Disclosure in Issuers’ Annual and Interim Filings and Section
4.2(b) of NI 51-102 (filing deadline for annual financial statements).
The Company continues to work diligently and expeditiously with its auditors to file the Annual Filings on
or before June 14, 2020. Until completion of the Annual Filings, members of the Company’s management
and other insiders are subject to a trading bla ck-out policy as described, in principle, in section 9 of
National Policy 11-207 - Failure to-File Cease Trade Orders and Revocations in Multiple Jurisdictions.
The Company confirms that since the filing of its interim consolidated financial statements for the period
ended September 30, 2019, there have been no material business developments other than those
1111 Melville Street, Suite 1100
Vancouver, British Columbia
V6E 3V6, Canada
T: +1 (604) 229-8129
E-mail: [email protected]
Website: http://www.tnrgoldcorp.com
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publicly disclosed as required under applicable securities laws and stock exchange requirements..
ABOUT TNR GOLD CORP.
TNR Gold Corp. is working to become the green energy metals royalty and gold company.
Over the past twenty-four years, TNR, through its lead generator business model, has been successful
in generating high -quality exploration projects around the globe. With the Company’s expertise,
resources and industry network, it identified the potential of the Los Azules Copper Project in Argentina
and now holds a 0.36% NSR Royalty on the entire project, which is being developed by McEwen Mining
Inc.
In 2009, TNR founded International Lithium Corp. (“ILC”), a green energy metals company that was made
public through the spin-out of TNR’s energy metals portfolio in 2011. ILC holds interests in lithium projects
in Argentina, Ireland and Canada.
TNR retains a 1.8% NSR Royalty on the Mariana Lithium Project in Argentina. ILC has a right to
repurchase 1.0% of the NSR Royalty on the Mariana Lithium Project, of which 0.9% relates to the
Company’s NSR Royalty interest. The Company would receive $900,000 on the completion of the
repurchase. The project is currently being advanced in a joint venture between ILC and Ganfeng Lithium
International Co. Ltd.
TNR provides significant exposure to gold through its 90% holding in the Shotgun Gold porphyry project
in Alaska. The project is located in South western Alaska near the Donlin Gold project, which is being
developed by Barrick Gold and Novagold Resources Inc.
The Company’s strategy with Shotgun Gold Project is to attract a joint venture partner ship with one of
the gold major mining companies. The Company is actively introducing the project to interested parties.
At its core, TNR provides significant exposure to gold, copper and lithium through its holdings in Alaska
(the Shotgun Gold porphyry project) and Argentina (the Los Azules Copper and the Mariana Lithium
projects) and is committed to the continued generation of in -demand projects, while diversifying its
markets and building shareholder value.
On behalf of the Board of Directors,
Kirill Klip
Executive Chairman
www.tnrgoldcorp.com
For further information concerning this news release please contact +1 604-229-8129
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.
Cautionary Statement Regarding Forward-Looking Information
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Except for statements of historical fact, this news release contains certain “forward -looking information”
within the meaning of applicable securities law. Forward -looking information is frequently characterized
by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “will”, “could” and
other similar words, or statements that certain events or conditions “may” or “could” occur, although not
all forward-looking statements contain these identifying words. Specifically, forward -looking statements
in this news release include, but are not limited to, statements m ade in relation to: TNR’s corporate
objectives, changes in share capital, market conditions for energy commodities, the results of McEwen
Mining’s and ILC’s PEAs, and improvements in the financial performance of the Company. Such forward-
looking informatio n is based on a number of assumptions and subject to a variety of risks and
uncertainties, including but not limited to those discussed in the sections entitled “Risks” and “Forward -
Looking Statements” in the Company’s interim and annual Management’s Discussion and Analysis which
are available under the Company’s profile on www.sedar.com. While management believes that the
assumptions made and reflected in this news release are reasonable, should one or more of the risks,
uncertainties or other factors materialize, or should underlying assumptions prove incorrect, actual results
may vary materially from those described in forward -looking information. In particular, there can be no
assurance that: TNR will be able to repay its loans or complete any further ro yalty acquisitions or sales;
debt or other financing will be available to TNR; or that TNR will be able to achieve any of its corporate
objectives. TNR relies on the confirmation of its ownership for mining claims from the appropriate
government agencies when paying rental payments for such mining claims requested by these agencies.
There could be a risk in the future of the changing internal policies of such government agencies or risk
related to the third parties challenging in the future the ownership of such mining claims. Given these
uncertainties, readers are cautioned that forward-looking statements included herein are not guarantees
of future performance, and such forward-looking statements should not be unduly relied on.
In formulating the forward-looking statements contained herein, management has assumed that business
and economic conditions affecting TNR and its royalty partners, McEwen Mining Inc. and International
Lithium Corp. will continue substantially in the ordinary course, includi ng without limitation with respect
to general industry conditions, general levels of economic activity and regulations. These assumptions,
although considered reasonable by management at the time of preparation, may prove to be incorrect.
Forward-looking information herein and all subsequent written and oral forward -looking information are
based on estimates and opinions of management on the dates they are made and are expressly qualified
in their entirety by this cautionary statement. Except as required by law, the Company assumes no
obligation to update forward -looking information should circumstances or management’s estimates or
opinions change.