ORIGINAL: Tudor Gold Closes $9.3 Million Private Placement with Mr. Eric Sprott
2020-07-08 04:00 ET - News Release
Vancouver, British Columbia--(Newsfile Corp. - July 8, 2020) - Tudor Gold Corp. (TSXV: TUD) (FSE: TUC) (the "Company" or "Tudor Gold") is pleased to announce that it has completed a non-brokered private placement of 6,652,700 common shares of the Company ("Private Placement") that will qualify as "flow-through shares" (within the meaning of subsection 66 (15) of the Income Tax Act (Canada)) that have been issued as part of a charity arrangement ("Charity FT Shares") at a price of $1.40 per Charity FT Share for aggregate gross proceeds of C$9.3 million.
With the completion of the Private Placement, Mr. Eric Sprott was the back-end buyer of all of the shares issued in connection with the Private Placement through 2176423 Ontario Ltd., a corporation which is beneficially owned by him. Following the closing of the Private Placement, Mr. Sprott beneficially owns and controls 32,340,619 common shares, representing approximately 19.9% of the issued and outstanding common shares of the Company on a non-diluted basis.
The Shares were acquired by Mr. Sprott for investment purposes and with a long-term view of the investment. Mr. Sprott may acquire additional securities of the Company including on the open market, or through private acquisitions, or sell securities of the Company including on the open market, or through private dispositions in the future, depending on market conditions, reformulation of plans and/or other relevant factors.
All securities issued pursuant to the Private Placement are subject to a statutory four-month hold period. The Private Placement is subject to receipt of final approval of the TSX Venture Exchange.
Mr. Sprott is an insider of the Company and as such, his participation in connection with the Private Placement is a "related party transaction" under the policies of the TSX Venture Exchange and Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying on exemptions from the minority shareholder approval and formal valuation requirements applicable to the related party transactions under Sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101, as neither the fair market value of the FT Shares to be purchased on behalf of Mr. Sprott nor the consideration to be paid by him exceeds 25% of the Company's market capitalization.
The Company did not file a material change report in respect of the related party transaction at least 21 days prior to the closing of the Private Placement, which the Company deems reasonable in the circumstances so as to be able to avail itself of the proceeds of the Private Placement in an expeditious manner.