Mr. Ken Konkin reports

TUDOR GOLD ANNOUNCES $10 MILLION BOUGHT-DEAL PRIVATE PLACEMENT OFFERING

Tudor Gold Corp. has entered into an agreement with Research Capital Corp., as the lead underwriter and sole book runner, on behalf of a syndicate of underwriters, whereby the underwriters will purchase, on a bought-deal basis, securities of the company for aggregate gross proceeds to the company of approximately $10-million in a combination of:

1. Flow-through units of the company at a price of $1.28 per FT unit. Each FT unit will consist of one common share of the company that will qualify as flow-through shares within the meaning of Subsection 66(15) of the Income Tax Act (Canada) and one-half of one common share purchase warrant; and
2. Flow-through units of the company to be sold to charitable purchasers at a price of $1.60 per charity FT unit. Each charity FT unit will consist of one common share that will qualify as flow-through shares within the meaning of Subsection 66(15) of the Tax Act that will be issued as part of a charity arrangement and one-half of one warrant.

Each warrant shall entitle the holder thereof to purchase one common share at an exercise price of $1.60 per warrant share at any time up to 24 months following the closing of the offering.

The entire gross proceeds from the issue and sale of the FT units and charity FT units will be used for Canadian exploration expenses as defined in Paragraph (f) of the definition of Canadian exploration expense in Subsection 66.1(6) of the Tax Act and flow-through mining expenditures as defined in Subsection 127(9) of the Tax Act that will qualify as flow-through mining expenditures, and British Columbia flow-through mining expenditures as defined in Subsection 4.721(1) of the Income Tax Act (British Columbia), which will be incurred on or before Dec. 31, 2024, and renounced with an effective date no later than Dec. 31, 2023, to the initial purchasers of FT units and charity FT units.

The underwriters will have an option to offer for sale up to an additional 15 per cent 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 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 per cent 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 equal to 6 per cent 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 case the cash commission and compensation warrants will be reduced to 3 per cent. 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, 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.

About Tudor Gold Corp.

Tudor Gold is a precious and base metals exploration and development company with properties in British Columbia's Golden Triangle (Canada), an area that hosts producing and past-producing mines and several large deposits that are approaching potential development. The 17,913-hectare Treaty Creek project (in which Tudor Gold has a 60-per-cent interest) borders Seabridge Gold Inc.'s KSM property to the southwest and borders Newcrest Mining's Brucejack mine property to the southeast.

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