June 14, 2016
Vancouver, B.C.

TUDOR GOLD Corp announces it has closed its property aquisitions and financings announced May 11, 2016

TUDOR GOLD Corp. (the “Company”) is pleased to announce it has received TSX Venture Exchange approval and closed the acquisition of a 60% interest in each of the Treaty Creek and Electrum properties and a 100% interest in the Eskay North property, on the terms as set out in the Company’s press release dated May 11, 2016. All the properties are located in the Golden Triangle area, in the Skeena Mining Division, in British Columbia. An NI 43-101 technical report on the Treaty Creek property has been filed and is available on SEDAR.
In addition to cash consideration and work commitments, the Company issued an aggregate of 2,000,000 shares in its capital for the acquisition of the 60% interest in each of the Treaty Creek and Electrum properties. The shares are subject to regulatory hold periods expiring four months and a day after the issue of the shares, being October 15, 2016, and a contractual hold period expiring on May 10, 2017. A total of 980,000 shares were issued as a finder’s fee which are subject to a regulatory hold period expiring October 15, 2016.   The Company also issued 250,000 shares in its capital for the 100% interest in the Eskay North property, which are subject to a regulatory hold period expiring on October 15, 2016.   The Company has closed the private placement detailed in its May 11, 2016 press release to raise proceeds of $1,300,000. All shares comprising part of the units and any shares issued on the exercise of the warrants are subject to a regulatory hold period expiring on October 15, 2016. The $650,000 credit facility has also been implemented.   The Company is now looking forward to exploring and advancing its properties during the 2016 field season.

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.

About TUDOR GOLD

TUDOR GOLD is a precious and base metals explorer with properties in British Columbia’s Golden Triangle, 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 a 60% interest) borders Seabridge Gold Inc.’s KSM property to the southwest and borders Pretium Resources Inc.’s Brucejack property to the southeast. The Company also has a 100% interest in the Electrum Project, earn in options and 100% interests in other prospective projects located in the Golden Triangle area.

Contact Information

Aris Morfopoulos

Financial Relations

Phone:604-721-2650

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 other than statements of historical fact included in this release, including, without limitation, statements regarding analysis and re-interpretation of data, and potential mineralization and geological merits of the Treaty Creek Project and 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. Forward-looking statements are based on a number of material factors and assumptions. Important factors that could cause actual results to differ materially from Company’s expectations include actual exploration results, changes in project parameters as plans continue to be refined, results of future resource estimates, future metal prices, availability of capital and financing on acceptable terms, general economic, market or business conditions, uninsured risks, regulatory changes, defects in title, availability of personnel, materials and equipment on a timely basis, accidents or equipment breakdowns, delays in receiving government approvals, unanticipated environmental impacts on operations and costs to remedy same, and other exploration or 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 actions, events or results to differ from those described in forward-looking statements, there may be other factors that cause such actions, events or results to differ materially from those anticipated. There can be no assurance that forward-looking statements will prove to be accurate and accordingly readers are cautioned not to place undue reliance on forward-looking statements. 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.