Tudor Upsizes and Closes Final Tranche of Flow-Through Financing
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NEWS RELEASE
Tudor Upsizes and Closes Final Tranche of Flow-Through Financing
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
Vancouver, British Columbia, Canada – December 11, 2025 – Tudor Gold Corp. (TSXV: TUD)
(Frankfurt: H56) (the “Company” or “Tudor”) reports that it has increased the size of its non-
brokered private placement (previously announced on November 18, 2025, November 25, 2025
and December 4, 2025) to 13.16 million flow-through units (the “Units”) (from 12.75 million Units)
at a price of $0.95 per Unit for gross proceeds of approximately $12.5 million (the “Offering”). The
Company also reports that it has closed the second and final tranche (the “Second Tranche”) of
the Offering consisting of 1,245,262 Units for gross proceeds of $1,182,999. Total gross proceeds
of the Offering were $12,506,722.
Each Unit will consist of one flow-through common share in the capital of the Company (a “Share”)
and one-half of one non-flow-through common share purchase warrant (a “Warrant”). The Shares
will qualify as “flow-through shares” for purposes of the Income Tax Act (Canada) (the “Tax Act”).
Each whole Warrant will entitle the holder to purchase one additional non-flow-through common
share in the capital of the Company at an exercise price of $1.20 per common share for a period
of two years from the date of issue.
The gross proceeds from the issue and sale of the Units will be used for Canadian exploration
expenses as defined in paragraph (f) of the definition of “Canadian exploration expense” in
subsection 66.1(6) of the Tax Act, "flow through mining expenditures" as defined in subsection
127(9) of the Tax Act that will qualify as "flow-through mining expenditures", and “BC flow-through
mining expenditures” as defined in subsection 4.721(1) of the Income Tax Act (British Columbia)
(the "Qualifying Expenditures"), which will be incurred on or before December 31, 2026 and
renounced with an effective date no later than December 31, 2025 to the initial purchasers of
Units, and, if the Qualifying Expenditures are reduced by the Canada Revenue Agency, the
Company will indemnify each Unit subscriber for any additional taxes payable by such subscriber
as a result of the Company’s failure to fully renounce the Qualifying Expenditures as agreed.
In connection with the Offering, the Company paid finder’s fees of an aggregate of $641,758 and
issued an aggregate of 675,532 broker warrants to arm’s length finders, representing 6% of the
proceeds raised from subscriptions by, and 6% of the Units issued to, certain placees. The
Offering is subject to the final approval of the TSX Venture Exchange (the “Exchange”). All
securities issued pursuant to the Second Tranche are subject to a four-month hold period expiring
on April 12, 2026. The securities offered pursuant to the Offering have not been and will not be
registered under the United States Securities Act of 1933, as amended, and may not be offered
or sold in the United States absent registration or an applicable exemption from the registration
requirements of such Act.
Insiders of the Company purchased an aggregate of 40,000 Units of the Second Tranche. The
issuance of such securities to insiders is considered to be a related party transaction within the
meaning of Exchange Policy 5.9 and Multilateral Instrument 61-101 ("MI 61-101"). The Company
has relied on the exemptions from the valuation and minority shareholder approval requirements
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of MI 61-101 (and Policy 5.9) as the fair market value of the securities issued to such parties does
not exceed 25% of the Company's market capitalization.
About Treaty Creek
The Treaty Creek Project hosts the Goldstorm Deposit, comprising a large gold-copper porphyry
system, as well as several other mineralized zones. The Goldstorm Deposit has an Indicated
Mineral Resource of 730.20 million tonnes (Mt) comprised of 21.66 million ounces gold
grading 0.92 g/t , 2.87 billion pounds copper grading 0.18% and 128.73 million ounces silver
grading 5.48 g/t and an Inferred Mineral Resource of 149.61 Mt comprised of 4.88 million
ounces gold grading 1.01 g/t , 503.2 million pounds copper grading 0.15% and 28.97 million
ounces silver grading 6.02 g/t, as disclosed in the “NI-43-101 Technical Report for the Treaty
Creek Project”, dated April 5, 2024 prepared by Garth Kirkham Geosystems and JDS Energy &
Mining Inc. The Goldstorm Deposit remains open in all directions and requires further exploration
drilling to determine the size and extent of the Deposit.
About Tudor Gold
Tudor Gold Corp. is a precious and base metals exploration and development company with
claims in British Columbia’s Golden Triangle (Canada), an area that hosts producing and past-
producing mines and several large deposits that are approaching potential development. The
17,913 hectare Treaty Creek Project (in which Tudor Gold has an 80% interest) borders
Seabridge Gold Inc.’s KSM property to the southwest and borders Newmont Corporation’s
Brucejack Mine property to the southeast.
For further information, please visit the Company's website at www.tudor-gold.com or contact:
Joseph Ovsenek
President & CEO
(778) 731-1055
Tudor Gold Corp.
Suite 789, 999 West Hastings Street
Vancouver, BC
V6C 2W2
(SEDAR+ filings: Tudor Gold Corp.)
Chris Curran
Vice President of Investor Relations and
Corporate Development
(604) 559 8092
Qualified Person
The Qualified Person for this news release for the purposes of National Instrument 43-101 is the
Company’s Senior Vice President of Exploration, Ken Konkin, P. Geo. He has read and approved
the scientific and technical information that form s the basis for the disclosure contained in this
news release.
Neither Exchange nor its Regulation Services Provider (as that term is defined in the
policies of the Exchange) accepts responsibility for the adequacy or accuracy of this
release.
Cautionary Statements regarding Forward-Looking Information
This news release contains “forward-looking information” within the meaning of applicable
Canadian securities legislation. “Forward-looking information” includes, but is not limited to,
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statements with respect to the activities, events or developments that the Company expects or
anticipates will or may occur in the future, including the completion and anticipated results of
planned exploration activities, the ability of the Company to complete the Offering on the proposed
terms or at all, statements regarding the tax treatment of the Units and the timing to renounce all
Qualifying Expenditures, the anticipated use of proceeds from the Offering and receipt of
regulatory approvals with respect to the Offering. Generally, but not always, forward-looking
information and statements can be identified by the use of words such as “plans”, “expects”, “is
expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, or “believes” or
the negative connotation thereof or variations of such words and phrases or state that certain
actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be
achieved” or the negative connation thereof.
Such forward-looking information and statements are based on numerous assumptions, including
among others, that the Company’s planned exploration activities will be completed in a timely
manner, that the Company will be able to complete the Offering on the terms as anticipated by
management, that the Company will use the proceeds of the Offering as anticipated, and that the
Company will receive regulatory approval with respect to the Offering. Although the assumptions
made by the Company in providing forward-looking information or making forward-looking
statements are considered reasonable by management at the time, there can be no assurance
that such assumptions will prove to be accurate.
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 materi ally from the Company’s plans or expectations
include the risk that the Company will not be able to complete the Offering on the terms as
anticipated by management or at all, that the Company will not use the proceeds of the Offering
as anticipated, that the Company will not receive regulatory approval with respect to the Offering,
risks relating to the 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 busi ness conditions, regulatory changes, 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.
Although the Company has attempted to identify important factors that could cause actual results
to differ materially from those contained in the forward-looking information or implied by forward-
looking information, there may be other factors that cause results not to be as anticipated,
estimated or intended. There can be no assurance that forward-looking information and
statements will prove to be accurate, as actual results and future events could differ materially
from those anticipated, estimated or intended. Accordingly, readers should not place undue
reliance on forward-looking statements or information.
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.