Tudor Gold Announces Filing of Goldstorm Spin-off Material and Entering Into of Amended and Restated Arrangement Agreement

VANCOUVER, BC, February 1, 2022 – Tudor Gold Corp. (TSXV: TUD) (Frankfurt: TUC) (the “Company” or “Tudor Gold“) is pleased to announce that further to its news release dated July 13, 2021, Tudor has submitted the draft information circular and listing application (the “Spin-off Documents“) in connection with the proposed spin-off of its six contiguous mineral properties located in the Golden Triangle Area in northwestern British Columbia (collectively, the “Crown Property“) by way of plan of arrangement (the “Arrangement“) to its wholly-owned subsidiary, Goldstorm Metals Corp. (“Goldstorm“).
 
The Company anticipates announcing a proposed date for its next annual general meeting of the shareholders of the Company to approve, among other things, the aforementioned spin-off following receipt of the TSX Venture Exchange’s comments on the Spin-out Documents.
 
The Company further announces that it has entered into an amended and restated arrangement agreement (the “Amended Agreement“) with Goldstorm in connection with the Arrangement. Pursuant to the Amended Agreement, among other things:

  • Tudor Gold shareholders will receive approximately 0.258 of a common share of Goldstorm for every one common share of Tudor Gold held; and
  • Goldstorm will acquire the Crown Property in consideration for Goldstorm issuing 49,399,999 Goldstorm Shares to Tudor Gold.

 
The Amended Agreement also contemplates the completion of an additional non-brokered private placement of common shares of Goldstorm for gross proceeds of at least $3.9 million.
 
Additional details of the Arrangement will be included in the information circular to be mailed to shareholders of Tudor Gold in connection with the next annual general meeting of Tudor Gold referred to above.
 

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