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Tudor to buy Fairweather, Delta, High North projects

2016-05-24 18:31 ET - News Release

Mr. Walter Storm reports

TUDOR GOLD CORP. ANNOUNCES THREE NEW PROPERTY ACQUISITIONS IN THE GOLDEN TRIANGLE AREA BRITISH COLUMBIA

Tudor Gold Corp. has entered into agreements for the right to acquire a 100-per-cent interest in three properties, located in the Golden Triangle area, in the Skeena mining division. The properties are commonly known as the Fairweather property, the Delta property and the High North property. The corporation has been granted the right to acquire the 100-per-cent interest in the properties from Tudor Holdings Ltd. (a non-arm's-length party), pursuant to the terms of assignment and assumption agreements. The assignment and assumption agreements are related party transactions. The proposed acquisitions are subject to TSX Venture Exchange approval.

Fairweather property

The corporation has been assigned, subject to exchange approval, the right to acquire a 100-per-cent interest in the property by paying Tudor Holdings the sum of $37,662, which represents Tudor Holdings' costs paid to date in respect of the property. Additional option payments totalling $320,000 over a five-year period and the issuance of up to 700,000 shares in the capital of the corporation over a five-year period, with an initial issuance of 250,000 shares upon the corporation receiving exchange approval, are required to be assumed and paid by the corporation to acquire a 100-per-cent interest in the property. The property is subject to a 2-per-cent net smelter return royalty.

The Fairweather property comprises six claim blocks located approximately 55 kilometres north of Stewart, B.C., and is considered prospective for transitional epithermal gold-silver mineralization similar to those being developed 10 kilometres to the north at the Brucejack property. The initial target area is a quartz-brecciated conglomerate zone discovered in 1987 that returned 4.04 grams gold per tonne over seven metres in a trench. A subsequent small work program did not extend the mineralization due to deep overburden. Further trenching and shallow drilling have been recommended but not yet carried out.

Delta property

The corporation has been assigned, subject to exchange approval, the right to acquire a 100-per-cent interest in the property by paying Tudor Holdings the sum of $105,951, which represents Tudor Holdings' costs paid to date in respect of the property. Additional option payments totalling $900,000 over a four-year period are required to be assumed and paid by the corporation to acquire a 100-per-cent interest in the property. Claims comprising the property are subject to NSR royalties of 2-1/2 per cent to 3 per cent.

The Delta property adjoins the Fairweather property to the north. Since 1985 approximately $1.5-million in exploration has occurred on the Delta property, including small drill programs in 2012 and 2013. In the western portion of the property, a 2012 drill hole believed to have intersected the downward projection of the Feld zone returned a 5.8-metre downhole interval grading 3.0 grams gold per tonne from 210.9 to 216.7 metres. Two other holes were drilled at steeper angles failed to hit any significant mineralization, but both holes appear to have been stopped short before encountering the Feld zone.

The central portion of the Delta property hosts an area where gold- and silver-anomalous, heavy-metal, stream-sediment samples ranging from 1,255 to 6,500 parts per billion gold and from 20.0 to 141 parts per million silver were collected from five streams in 1986.

High North property

The corporation has been assigned, subject to exchange approval, the right to acquire a 100-per-cent interest in the property by paying Tudor Holdings the sum of $102,468, which represents Tudor Holdings' costs paid to date in respect of the property. Additional option payments totalling $900,000 over a four-year period are required to be assumed and paid by the corporation to acquire a 100-per-cent interest in the property. The property is subject to a 2-1/2-per-cent NSR royalty.

The High North property is located immediately south of Seabridge Gold's KSM property and is considered prospective for similar-style copper-gold porphyry mineralization. A prominent thrust fault, the Sulphurets fault, traverses the length of the KSM property and continues southward for another five kilometres onto the High North property. This fault is spatially related to all of the copper-gold deposits at KSM. The northern area of the High North property heading onto the KSM property is quite rugged at high altitude, and a large portion is covered by ice.

The foregoing technical disclosure and scientific information, including results of the previous exploration, have been reviewed, compiled and approved by Richard A. Graham, PGeol, who is a qualified person for the purpose of National Instrument 43-101 -- Standards of Disclosure for Mineral Projects.

The corporation will pay no finders' fees in connection with the proposed acquisitions. The shares issued in connection with the Fairweather property will be subject to a statutory hold period of four months and a day from closing. The assignment and assumption agreements entered into by the corporation and Tudor Holdings constitute related party transactions under MI 61-101. The corporation is exempt from both the formal valuation and the minority shareholder approval requirements of MI 61-101 in connection with the issue of the consideration for the properties because neither the fair market value of the cash consideration nor the shares to be issued for the Fairweather property exceed 25 per cent of the corporation's market capitalization as calculated in accordance with MI 61-101.

We seek Safe Harbor.

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