Tudor Gold Announces Upsized $16 Million Bought-Deal Private Placement Offering, With Participation By Mr. Eric Sprott - Seite 2

The Underwriters will have an option (the “Underwriters’ Option”) to offer for sale up to an additional 15% of the number of Offered Securities sold in the Offering, which Underwriters’ Option is exercisable, in whole or in part, at any time up to 48 hours prior to the closing of the Offering.

The Offered Securities to be issued under the Offering will be offered by way of private placement in each of the provinces of Canada. The Offering is scheduled to close on or about the week of April 12, 2023, or such other date as agreed upon between the Company and the Lead Underwriter (the “Closing”) and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange. The Offered Securities and securities underlying the Compensation Warrants (as defined herein) to be issued under the Offering will have a hold period of four months and one day from Closing.

In connection with the Offering, the Underwriters will receive an aggregate cash fee equal to 6.0% of the gross proceeds from the Offering (including in respect of any exercise of the Underwriters’ Option) and the Company will grant the Underwriters, on date of Closing, non-transferable compensation warrants (the “Compensation Warrants”) equal to 6.0% of the total number of Offered Securities sold under the Offering (including in respect of any exercise of the Underwriters’ Option), other than proceeds from the Company’s president’s list in which the cash commission and Compensation Warrants will be reduced to 3.0%. Each Compensation Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of $1.28 per Common Share for a period of 24 months following the Closing.

The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.