Early warning
On June 14, 2016, Tudor Holdings Ltd. acquired ownership of 11,000,000 units (the “Units”) of the Company, at a purchase price of $0.10 per Unit, pursuant to the terms of a private placement agreement (the “Transaction”). Each Unit is comprised of one common share and one transferable share purchase warrant (the “Warrants”), each Warrant entitling the holder thereof to purchase one additional common share of the Company, exercisable up to June 14, 2018, a purchase price of $0.10. The Warrants are not exercisable until the Company’s disinterested shareholders approve their issuance at a general meeting of the Company’s shareholders. After giving effect to the Transaction, TUDOR Holdings Ltd. beneficially owns a total of 41,250,000 common shares and 11,000,000 Warrants of the Company. Zoe Storm, the spouse of Walter Storm, who controls Tudor Holdings Ltd., beneficially owns 2,000,000 common share of the Company. Zoe Storm is an associate of Walter Storm and, pursuant to the provisions of Multilateral Instrument 62-104, is deemed to be acting jointly or in concert with Tudor Holdings Ltd. In addition, Walter Storm, a principal of TUDOR Holdings Ltd. was granted stock options to purchase an aggregate of 1,000,000 common shares of the Company with an exercise price of $0.10 per share that expire on April 19, 2026. Collectively, these common shares, Warrants and stock options represent 75.55% of the issued and outstanding common shares of the Company on a partially diluted basis assuming the exercise of the Warrants and the stock options held by Walter Storm.
TUDOR Holdings Ltd. acquired the common shares for investment purposes and intends to evaluate its investment in the Company and to increase or decrease its beneficial shareholdings from time to time as it may determine appropriate for investment purposes.
An early warning report respecting the Transaction will be electronically filed with the Securities Commissions in British Columbia, Alberta and Ontario and will be available for viewing at www.sedar.com. A copy of the report can be obtained by contacting Aris Morfopoulos, Chief Financial Officer and Corporate Secretary of TUDOR GOLD Corp. at 604-721-2650.