Vancouver, British Columbia--(Newsfile Corp. - March 20, 2019) - Tudor Gold Corp. (TSXV: TUD) (FSE: TUC) (the "Company"
or "Tudor Gold") is pleased to announce that it has entered into debt settlement agreements with two creditors of the
Company (the "Creditors") and pursuant thereto will issue an aggregate of 3,214,285 common shares in the capital of the
Company, at a deemed price of $0.28 per common share, in consideration for the settlement of a total of $900,000 in accrued
liabilities owing to the Creditors (the "Debt Settlement"). The Company expects that the proposed Debt Settlement will
assist the Company in preserving its cash to advance exploration of the Company's mineral properties in the Golden Triangle of
northwestern B.C and for working capital purposes.
Pursuant to the Debt Settlement, the proposed issuance of 2,678,571 common shares to one of the Creditors, More Core Drilling
Services Ltd., a company controlled by Sean Pownall, a director of the Company, constitutes a "related party transaction" under
Multilateral Instrument 61-101-Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The
Company is exempt from the formal valuation requirements and minority shareholder approval requirements of MI 61-101 pursuant to
Subsections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the common shares issued to related parties in the Debt
Settlement will not exceed 25% of the Company's market capitalization. A material change report will be filed less than 21 days
before the closing date of the transaction. The Company considers this shorter period to be reasonable and necessary in the
circumstances to allow the Company to improve its financial position by reducing its accrued liabilities as soon as possible.
All securities to be issued pursuant to the Debt Settlement will be subject to a four month hold period from the closing date
under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of
jurisdictions outside Canada. The Debt Settlement is subject to all necessary regulatory approvals including from the TSX Venture
Exchange.
Stock Options Granted
The Company announces the issuance of: (a) 5,750,000 stock options with an exercise price of $0.30 cents per share for the
purchase of up to 5,750,000 shares of the Company, expiring March 20, 2024; and (b) 100,000 stock options with an exercise price of
$0.35 cents per share for the purchase of up to 100,000 shares of the Company, expiring March 20, 2024. The stock options are being
issued to directors, officers and consultants of the Company and are subject to approval by regulatory authorities.
About Tudor Gold
Tudor Gold is a precious and base metals 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 Gold 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: aris@tudor-gold.com
or:
Marketsmart Communications Inc.
Tel: 604-261-4466
Toll-Free: 877-261-4466
Email: info@marketsmart.ca
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 ability to complete the Debt Settlement and receipt
of regulatory approvals 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. 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.
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.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43548
