VANCOUVER, B.C., November 11, 2022 – Tudor Gold Corp. (TSXV: TUD) (Frankfurt: TUC) (“Tudor Gold” or the “Company“) and Goldstorm Metals Corp. (TSXV: GSTM) (“Goldstorm“) are pleased to announce that the parties closed their previously announced spin-out arrangement, by way of a court-approved statutory plan of arrangement under the Business Corporations Act (British Columbia) (the “Arrangement“) on November 10, 2022.
In accordance with the Arrangement, among other things:
Tudor Gold shareholders on record as of November 10, 2022, received approximately 0.251 of a common share of Goldstorm (a “Goldstorm Share“) for every one common share of Tudor Gold held; and
Goldstorm acquired the Crown Property, consisting of six contiguous mineral properties located in the Golden Triangle Area in northwestern British Columbia in consideration for Goldstorm issuing 49,847,967 Goldstorm Shares to the Tudor Gold shareholders.
As a result of the Arrangement, Goldstorm ceased to be a wholly-owned subsidiary of Tudor Gold, and shareholders of Tudor Gold became shareholders of Goldstorm. Additionally, the Goldstorm Shares were listed on the TSX Venture Exchange (the “TSXV“) under ticker symbol “GSTM” as at the close of business on November 10, 2022. The Goldstorm Shares have been halted and are expected
to resume trading on or about November 11, 2022, subject to final TSXV approval.
Tudor Gold retains its remaining assets and working capital and will continue as a precious and base metals exploration and development company.
For additional details on the Arrangement, please refer to Tudor Gold’s management information circular dated August 3, 2022, and the Company’s news releases dated July 13, 2021, February 1, 2022, July 8, 2022, August 4, 2022, August 10, 2022, August 30, 2022, September 23, 2022 and November 7, 2022, in each case available under Tudor Gold’s profile on www.sedar.com.
Letter of Transmittal
The Tudor Gold shareholders registered as of November 10, 2022, will receive, or have already received, a letter of transmittal (each a “Letter of Transmittal“) with information on how to surrender their respective share certificates or DRS statement(s) representing their pre-Arrangement common shares of Tudor Gold (the “Old Tudor Shares“) to the Company’s transfer agent, Computershare Investor Services Inc. (“Computershare“). All Tudor Gold shareholders who submit a duly completed Letter of Transmittal along with their respective share certificate(s) or DRS statement(s) representing the Old Tudor Shares to Computershare will receive a certificate or DRS statement(s), as applicable, representing the post-Arrangement common shares of Tudor Gold and Goldstorm Shares. Tudor Gold shareholders who hold their Old Tudor Shares through an intermediary are encouraged to contact their intermediaries if they have any questions.
About Tudor Gold
TUDOR GOLD Corp. (TSXV: TUD) is a precious and base metals exploration and development company with properties 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 a 60% interest) borders Seabridge Gold Inc.’s KSM property to the southwest and borders Pretium Resources Inc.’s Brucejack property to the southeast. In April 2021, Tudor Gold published their 43-101 technical report, “Technical Report and Initial Mineral Resource Estimate of the Treaty Creek Gold Property, Skeena Mining Division, British Columbia Canada” dated March 1, 2021, on Tudor Gold’s SEDAR profile.
Goldstorm Metals Corp. (TSXV: GSTM) is a new precious and base metals exploration company with a large strategic land position in the Golden Triangle of British Columbia, an area that hosts some of the largest and highest-grade gold deposits in the world. Goldstorm’s flagship Crown Project covers approximately a total of 16,469 hectares; situated directly south of Seabridge Gold’s world-class KSM gold-copper deposits and Newcrest Gold’s Brucejack/Valley of the Kings gold mine.
ON BEHALF OF THE BOARD OF DIRECTORS OF
TUDOR GOLD CORP.
President and Chief Executive Officer