Mr. Wes Hanson reports
THUNDER GOLD ANNOUNCES CLOSING OF CDN$1.6 MILLION NON-BROKERED PRIVATE PLACEMENT OF FLOW-THROUGH & NON-FLOW-THROUGH UNITS
Thunder Gold Corp. has closed on its financing, which was both upsized and oversubscribed. The non-brokered private placement consisted of flow-through units and non-flow-through units. The company increased the initial offering of $1-million to gross proceeds of $1.6-million to accommodate the demand.
Wes Hanson, president and chief executive officer, stated: "We are very pleased with the support we received on this financing. Proceeds from the financing shall be used to expand the 2024 soil geochemistry grid along the interpreted trace of the northeast trending Thunder Lake fault. Surface mapping has identified Timiskaming conglomerates, with elevated gold values, coincident with the fault but surface work to date is limited. We shall also complete infill soil geochemistry on prioritized gold-in-soil anomalies identified in 2024 to better define potential drill targets. The planned infill soil geochemistry includes the strong, multisample anomaly 500 metres southeast of the P-Target, along the interpreted plunge direction of the high-grade results identified at surface. Surface prospecting, outcrop stripping and channel sampling shall evaluate the most favourable soil geochemical anomalies in advance of a 2,000- to 3,000-metre phase 3 drill program scheduled for mid to late September."
Pursuant to the private placement, the company issued 12,857,143 flow-through units (FT units) at a price of seven cents per FT unit, with each FT unit consisting of one common share and one-half of one warrant, each of which qualifies as a flow-through share as defined in Subsection 66(15) of the Income Tax Act (Canada), and 11,666,667 hard-dollar units (non-FT units) at a price of six cents per non-FT unit, with each non-FT unit consisting of one common share and one full warrant, for aggregate gross proceeds of $1.6-million. Each warrant issued under the private placement are exercisable to acquire one common share at a price of 10 cents per share for a period of 18 months from the date of issuance, subject to an accelerated expiry date at the option of the company in the event the 20-day volume-weighted average price of the common shares of the company on the TSX-V for any 20 consecutive trading days is 20 cents or more.
In connection with the closing of the private placement, the company paid finders' fees of approximately $91,750 and issued an aggregate of 1,410,727 finder warrants to eligible finders. Each finder warrant entitles the holder to purchase one non-FT unit at a price of six cents for a period of 18 months from the completion of the private placement. PowerOne Capital Markets Ltd. and Integrity Capital Group acted as finders in connection with a portion of the private placement and Wildeboer Dellelce LLP acted as legal counsel to the company.
The private placement included subscriptions by insiders of the company to purchase an aggregate of 961,687 FT units, which constitutes a related party transaction as such term is defined in Multilateral Instrument 61-101 -- Protection of Minority Securityholders in Special Transactions (MI 61-101). The company has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party participation in the private placement as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involved the related parties, exceeded 25 per cent of the company's market capitalization (as determined under MI 61-101). All securities issued pursuant to the private placement will be subject to a four-month-plus-a-day hold period from the date of issuance in accordance with applicable securities legislation and policies of the TSX-V.
Qualified person
Technical information in this news release has been reviewed and approved by Wes Hanson, PGeo, president and chief executive officer of Thunder Gold, who is a qualified person under the definitions established by National Instrument 43-101.
About the Tower Mountain gold property
The 100-per-cent-owned Tower Mountain gold property is located adjacent to the Trans-Canada Highway, approximately 50 km west of Thunder Bay, Ont. 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 centre. 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 per cent of the perimeter surrounding the intrusion shows identical geology, alteration and geophysical response, offering a compelling exploration opportunity.
About Thunder Gold Corp.
Thunder Gold, formerly White Metal Resources, is a junior exploration company focused on gold discovery in Canada.
We seek Safe Harbor.
© 2025 Canjex Publishing Ltd. All rights reserved.