Tudor GOLD Announces Closing of $2,983,550 Non-Brokered Private Placement Including Strategic Investment BY Mr. Eric Sprott ___________________________________________________________________________
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TUDOR GOLD ANNOUNCES CLOSING OF $2,983,550 NON-BROKERED PRIVATE PLACEMENT
INCLUDING STRATEGIC INVESTMENT BY MR. ERIC SPROTT
___________________________________________________________________________
(Not for distribution to United States newswire services or for dissemination in the United States)
VANCOUVER, BC , March 19, 201 9 - Tudor Gold Corp. (TSXV: TUD) (Frankfurt: TUC) (the
"Company" or "Tudor Gold") is pleased to announce that the Company has completed its previously
announced non -brokered private placement, which closed with the sale at 11,934,200 units (the
“Units”) at a price of $0.25 per Unit, for aggregate gross proceeds of $2,983,550 (the “Offering”).
Each Unit consists 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. 40 for a period of one year from closing of the Offering, provided
that commencing on the date that is four months an d one day after closing of the O ffering, if the
closing price of the Company's common shares on the TSX Ve nture Exchange, or any other stock
exchange on which the Company's common shares are primarily listed, is at a price greater than
$1.00 per share for a period of ten (10) consecutive trading days, the Company will have the right to
accelerate the expiry date of the Warrants by giving written notice to the holders of the Warrants that
the Warrants will expire on the date that is not less than 30 days from the date of such notice.
The proceeds from the sale of the Units will be used to reduce liabilities and improve the Company’s
working capital, for general corporate purposes and to advance exploration of the Company's mineral
properties in the Golden Triangle of northwestern B.C. In connection with the Offering, the Company
paid aggregate cash finder’s fees of $103,395 to certain third-party finders who introduced subscribers
to the Offering.
All of the common shares, Warrants and any common shares issued upon exercise of the Warrants are
subject to a hold period until July 20, 2019, except as permitted by applicable Canadian securities laws
and the TSX Venture Exchange.
Strategic Investment by Mr. Eric Sprott
Pursuant to the Offering, Mr. Eric Sprott, through 2176423 Ontario Ltd., a corporation which is
beneficially owned by him, acquired 6,000,000 Units for a total consideration of $1,500,000. Following
the completion of the private placement, Mr . Sprott’s holdings represent 5.5% of the i ssued and
outstanding common shares of the Company, on a non -diluted basis, and 10.5% on a partially diluted
basis, assuming the exercise of the Warrants acquired hereunder and forming part of the Units. Mr.
Sprott did not beneficially own any securities in the Company prior to this investment.
The Units were acquired by Mr. Sprott for investment purposes and with a long -term view of the
investment. Mr. Sprott may acquire additional securities of the Company either on the open market or
through private ac quisitions or sell securities of the Company either on the open market or through
private dispositions in the future, depending on market conditions, reformulation of plans and/or other
relevant factors.
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A copy of 2176423 Ontario Ltd.’s early warning report will appear on the Company's profile on SEDAR
and may also be obtained by calling (416) 362 -7172 (200 Bay Street, Suite 2600, Royal Bank Plaza,
South Tower, Toronto, Ontario M5J 2J2).
About Tudor Gold
Tudor Gold is a precious and base meta ls explorer in British Columbia's Golden Triangle, an area that
hosts past -producing mines and several large deposits that are approaching potential development.
The 17,913 hectare Treaty Creek project (Tudor Gold has a 60 % interest) borders Seabridge Gol d
Inc.’s KSM property to the southwest and borders Pretium Resources Inc.’s Brucejack property to the
southeast. The Company also has a 60% interest in the Electrum project, and a 100% interest in the
18,300 hectare Crown project, 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: [email protected]
or:
Marketsmart Communications Inc.
Tel: 604-261-4466
Toll-Free: 877-261-4466
Email: [email protected]
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the
securities in the United States. The securities have not been and will not 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 within the United States or to U.S. Persons unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption from such registration is available.
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 anti cipated use of proceeds from
the 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. Important factors that could cause actual results to differ
materially from the Company's plans or expectations include risks relating to t he actual results of
current exploration activities, fluctuating gold prices, possibility of equipment breakdowns and delays,
exploration cost overruns, availability of capital and financing, general economic, market or business
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conditions, regulatory chan ges, timeliness of government or regulatory approvals and other risks
detailed herein and from time to time in the filings made by the Company with securities regulators. The
Company expressly disclaims any intention or obligation to update or revise any f orward-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.