Thunder Gold Closes $1,250,000 Over-Subscribed Non-Brokered Private Placement

Rhea-AI Summary

Thunder Gold Corp (TGOLF) has successfully closed an over-subscribed non-brokered private placement, raising $1,250,000 by issuing 20,833,333 Units at $0.06 per Unit. Each Unit includes one common share and half a warrant, with each whole warrant exercisable at $0.10 per share for 18 months.

The company paid $62,500 in finder's fees and issued 1,041,667 finder warrants. PowerOne Capital Markets acted as a finder for part of the offering. The proceeds will primarily support general working capital and advance the company's 100% owned Tower Mountain Gold Property in the Shebandowan Greenstone Belt.

Additionally, the Board approved granting 3,750,000 options to Directors and Management, exercisable at $0.10 with a 12-month expiry term.

Positive

• Successfully raised $1,250,000 through over-subscribed private placement
• Each warrant exercisable at $0.10, representing 67% premium to unit price

Negative

• Significant dilution with issuance of 20,833,333 new units
• Additional potential dilution from 3,750,000 management options
• Majority of proceeds allocated to working capital rather than exploration

Thunder Bay, Ontario--(Newsfile Corp. - January 27, 2025) - Thunder Gold Corp (TSXV: TGOL) (FSE: Z25) (OTCQB: TGOLF) (formerly White Metal Resources Corp) ("Thunder Gold" or the "Company") is pleased to announce that it has closed its previously announced, non-brokered private placement by issuing 20,833,333 Units of the Company (the "Units"), at a price of $0.06 per Unit, for aggregate gross proceeds of $1,250,000 (the "Offering").

Each Unit consists of one common share in the capital of the Company (each, a "Share") and one half of one common share purchase warrant (each whole warrant, a "Warrant"), exercisable into one Share at a price of $0.10 per Share for a period of 18 months from the completion of the Offering.

In connection with the closing of the Offering, the Company paid finder's fees of $62,500 and issued of 1,041,667 finder warrants (the "Finder Warrants") to eligible finders. Each Finder Warrant entitles the holder to purchase one Unit at a price of $0.06 for a period of 18 months from the completion of the Offering. PowerOne Capital Markets Limited acted as a finder in connection with a portion of the Offering.

All securities issued in connection with the Offering, including the Finder's Warrants, are subject to the statutory hold period of four months plus a day from the completion of the Offering, in accordance with applicable securities legislation and the policies of the TSXV. The Offering is subject to the final approval of the TSXV.

Proceeds of the Offering will be used for general working capital purposes and to advance the Company's 100% owned Tower Mountain Gold Property, located in the Shebandowan Greenstone Belt, fifty (50) kms west of the port city of Thunder Bay ON. It is expected the majority of the proceeds will be used for general working capital purposes with no other specific use representing 10% or more of the gross proceeds of the Offering. None of the proceeds from the Offering will be used for payments to non-arm's length parties of the Company, other than normal course compensation of its officers, directors, employees and consultants as part of general working capital purposes, or to persons conducting investor relations activities.

The securities issued pursuant to the Offering have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws, and may not be offered or sold to, or for the account or benefit of, persons in the United States or U.S. persons absent registration under the U.S. Securities Act and all applicable state securities laws or compliance with the requirements of an exemption therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

The Company also acknowledges that the Board of Directors has approved the grant of 3,750,000 options with an exercise price of $0.10 with an expiry term of 12 months, to Directors and Management of the Company.

Qualified Person

Technical information in this news release has been reviewed and approved by Wes Hanson, P.Geo., President and CEO of Thunder Gold Corp., who is a Qualified Person under the definitions established by NI 43-101.

About the Tower Mountain Gold Property

The 100%-owned Tower Mountain Gold Property is located adjacent to the Trans-Canada highway, approximately 50-km west of Thunder Bay, Ontario. The 2,500-hectare property surrounds the largest, exposed, intrusive complex in the eastern Shebandowan Greenstone Belt where most known gold occurrences have been described as occurring either within, or proximal to, intrusive rocks. Gold at Tower Mountain is localized within extremely altered rocks parallel to the western contact of the intrusive center. Drilling has established anomalous gold extending out from the intrusive contact for over 500 metres along a 1,500-metre strike length, to depths of over 500 metres from surface. The remaining 75% of the perimeter surrounding the intrusion shows identical geology, alteration, and geophysical response, offering a compelling exploration opportunity.

About Thunder Gold Corp.

Thunder Gold Corporation, formerly White Metal Resources. is a junior exploration company focused on gold discovery in Canada. For more information about the Company please visit: www.thundergoldcorp.com

On behalf of the Board of Directors,
Wes Hanson, P.Geo., President and CEO

For further information contact:

Wes Hanson, CEO
(647) 202-7686
whanson@thundergoldcorp.com

NEITHER THE 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.

The information contained herein contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities legislation (collectively, "forward-looking statements"). Forward-looking statements relate to information that is based on assumptions of management, forecasts of future results, and estimates of amounts not yet determinable. All statements, other than statements of historical fact, are forward-looking statements and are based on predictions, expectations, beliefs, plans, projections, objectives and assumptions made as of the date of this news release, including without limitation: the size of the Offering and other statements concerning the Offering; the anticipated use of proceeds from the Offering; anticipated results of geophysical drilling programs, geological interpretations and potential mineral recovery. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements.

Forward-looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ from those reflected in the forward-looking statements, including, without limitation: risks related to failure to obtain adequate Offering on a timely basis and on acceptable terms; risks related to the outcome of legal proceedings; political and regulatory risks associated with mining and exploration; risks related to the maintenance of stock exchange listings; risks related to environmental regulation and liability; the potential for delays in exploration or development activities or the completion of feasibility studies; the uncertainty of profitability; risks and uncertainties relating to the interpretation of drill results, the geology, grade and continuity of mineral deposits; risks related to the inherent uncertainty of production and cost estimates and the potential for unexpected costs and expenses; results of prefeasibility and feasibility studies, and the possibility that future exploration, development or mining results will not be consistent with the Company's expectations; risks related to the gold price and other commodity price fluctuations; and other risks and uncertainties related to the Company's prospects, properties and business detailed elsewhere in the Company's disclosure record. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements. Investors are cautioned against attributing undue certainty or reliance on forward-looking statements. These forward-looking statements are made as of the date hereof and the Company does not assume any obligation to update or revise any forward-looking statements, other than as required by applicable law, to reflect new information, events or circumstances, or changes in management's estimates, projections or opinions. Actual events or results could differ materially from those anticipated in the forward-looking statements or from the Company's expectations or projections.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/238482

FAQ

How much did Thunder Gold (TGOLF) raise in its January 2025 private placement?

Thunder Gold raised $1,250,000 through an over-subscribed non-brokered private placement by issuing 20,833,333 Units at $0.06 per Unit.

What are the terms of TGOLF's January 2025 private placement warrants?

Each warrant is exercisable into one share at $0.10 per share for a period of 18 months from the completion of the offering.

How many stock options did TGOLF grant to Directors and Management in January 2025?

Thunder Gold granted 3,750,000 options to Directors and Management with an exercise price of $0.10 and a 12-month expiry term.

What will TGOLF use the private placement proceeds for?

The proceeds will be used primarily for general working capital purposes and to advance the company's Tower Mountain Gold Property in Thunder Bay, ON.