“I am very pleased that the TNR Gold team finds the full support of our major shareholders as well as the Company’s investment loan capital provider who continues to approve our business plan and long-term strategic initiatives,” commented Kirill Klip, Executive Chairman of TNR. “It is clear that this decision of our investment loan capital provider is a resounding show of confidence in TNR Gold’s long-term business strategy, our management team and all recent positive developments in our portfolio of assets.
“We can now concentrate our efforts on building this green energy metals royalty and gold company by maximizing the value of our royalty portfolio of lithium, copper, gold and silver projects that are instrumental in the electric vehicle and green energy sectors. We believe that our royalty holdings are undervalued, and their appropriate values are not reflected in Company’s share price. TNR Gold has industry interest in our assets and the Company is working on potential new strategic partnerships to provide benchmarks for the market valuations of our royalty holdings.
“Our Net Profits Royalty (”NPR”) holding on the Batidero I and II properties with Josemaria Resources represents future growth potential for our royalty portfolio. We are also investigating new potential acquisitions while our main focus remains on the development of the Shotgun Gold Project in Alaska. The essence of our business model is to have industry leaders like Ganfeng Lithium, McEwen Mining and Lundin Group as operators on the projects that will potentially generate royalty cash flows to contribute and develop a significant long-term value for our shareholders.
“I would like to thank all our shareholders for your support and on your behalf to thank our very talented team at TNR Gold who have achieved all these remarkable milestones for our Company.”
TNR GOLD CORP.
> THE GREEN ENERGY METALS ROYALTY AND GOLD COMPANY.
ABOUT US
TNR Gold Corp. is working to become the green energy metals royalty and gold company.
Over the past twenty-five years, TNR, through its lead generator business model, has been successful in generating high-quality exploration projects around the globe. With the Company’s expertise, resources and industry network, it identified the potential of the Los Azules Copper Project in Argentina and now holds a 0.4% NSR Royalty on the entire project, which is being developed by McEwen Mining Inc, (TNR holds a 0.04% NSR on behalf of a shareholder).
Los Azules Copper Project* indicated resource: 10.2 B lbs copper, 1.7 Moz gold and 55.7 Moz silver with the additional inferred resource: 19.3 B lbs copper, 3.8 Moz gold and 135.4 Moz silver.
In 2009, TNR founded International Lithium Corp. (“ILC”), a green energy metals company that was made public through the spin-out of TNR’s energy metals portfolio in 2011. ILC held interests in lithium projects in Argentina, Ireland and Canada.
TNR retains a 2.0% NSR Royalty on the entire Mariana Lithium Project in Argentina with Ganfeng Lithium, (TNR holds a 0.2% NSR on behalf of a shareholder). Ganfeng’s subsidiary, Litio Minera Argentina, has a right to repurchase 1.0% of the NSR Royalty on the Mariana Project, of which 0.9% relates to the Company’s NSR Royalty interest. The Company would receive $900,000 on the completion of the repurchase. The project is currently being advanced by Ganfeng Lithium International Co. Ltd.
Mariana Lithium Project** measured and indicated resource: 4,410,000 T of LCE and 49,700,000 T of potash with the additional inferred resource: 786,000 T of LCE and 9,260,000 T of potash.
(Updated Mariana Lithium Project measured and indicated resource: 6,854,000 T of LCE with the additional inferred resource: 1,267,000 T of LCE – Company news release, July 14, 2021)
TNR holds a 7% NPR holding on the Batidero I and II properties with Josemaria Resources Inc. Josemaria Resources is part of the Lundin Group, a portfolio of companies producing a variety of commodities in over 20 countries worldwide.
TNR provides significant exposure to gold through its 90% holding in the Shotgun Gold porphyry project in Alaska. The project is located in Southwestern Alaska near the Donlin Gold project, which is being developed by Barrick Gold and Novagold Resources Inc.
Shotgun Gold Project*** inferred resource: 705,960 ounces Au at 1.06 g/t, mineralization appears to be open at depth and along the strike.
The Company’s strategy with Shotgun Gold Project is to attract a joint venture partnership with one of the gold major mining companies. The Company is actively introducing the project to interested parties.
At its core, TNR provides significant exposure to gold, copper, silver and lithium through its holdings in Alaska (the Shotgun Gold porphyry project) and Argentina (the Los Azules Copper and the Mariana Lithium projects) and is committed to the continued generation of in-demand projects, while diversifying its markets and building shareholder value.
* “NI 43-101 Technical Report – Preliminary Economic Assessment Update for the Los Azules Project, Argentina” dated October 16, 2017. Prepared by Hatch for McEwen Mining.
** “NI 43-101 Technical Report Update of Lithium Brine Mineral Resources; Mariana Project, Salar de Llullaillaco, Argentina” dated January 12, 2020. Prepared by Geos for Ganfeng Lithium.
*** “NI 43-101 Technical Report on the Shotgun Gold Project, Southwest Alaska” dated May 27, 2013. Prepared by Nicholas Wyck and Allan Armitage for TNR Gold.
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NEWS RELEASE
TNR Gold Announces Close of Non-Brokered Private Placement First Tranche
Vancouver, British Columbia – February 22, 2022: TNR Gold Corp. (TSX-V: TNR) (“TNR”, “TNR Gold” or the “Company”) is pleased to announce that it has closed the first tranche of the non-brokered private placement (the “Private Placement”) of up to 5,000,000 units (each a “Unit”) announced on December 22, 2020. On closing, the Company issued 2,400,000 Units at $0.05 per Unit for proceeds of $120,000. Each Unit consists of one common share of the Company and one half of a non-transferable common share purchase warrant (each a “Warrant”) with each whole Warrant exercisable into one common share of the Company at an exercise price of $0.075 per share for two years from the date of issue. Closing of the final tranche of the private placement will be completed prior to March 15, 2022.
The proceeds of the Private Placement will be used for exploration, maintenance of the Shotgun Gold Project and for general working capital purposes. All Private Placement securities will be restricted from trading for a period of four months plus one day from the date of closing.
On closing, the Company paid cash finder’s fee of 5% of the gross proceeds sourced by the finders.
All Private Placement securities will be restricted from trading for a period of four months plus one day from the date of closing.
Kirill Klip, Executive Chairman of the Company, and Konstantin Klip, Director of the Company, both non-arms’ length parties, participated in this Private Placement. The issuance of private placement securities to non-arms’ length parties constitutes related-party transactions under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Because the Company’s shares trade only on the TSX Venture Exchange, the issuance of securities is exempt from the formal valuation requirements of Section 5.4 of MI 61-101 pursuant to Subsection 5.5(b) of MI 61-101 and exempt from the minority approval requirements of Section 5.6 of MI 61-101 pursuant to Section 5.7(b). The Company did not file a material change report 21 days prior to the closing of the private placement as the details of the participation of insiders of the Company had not been confirmed at that time.
ABOUT TNR GOLD Corp.
TNR Gold Corp. is working to become the green energy metals royalty and gold company.
Over the past twenty-six years, TNR, through its lead generator business model, has been successful in generating high-quality exploration projects around the globe. With the Company’s expertise, resources and industry network, it identified the potential of the Los Azules Copper Project in Argentina and now holds a 0.4% NSR Royalty on the project, which is being developed by McEwen Mining Inc, (TNR holds a 0.04% NSR on behalf of a shareholder).
In 2009, TNR founded International Lithium Corp. (“ILC”), a green energy metals company that was made public through the spin-out of TNR’s energy metals portfolio in 2011. ILC held interests in lithium projects in Argentina, Ireland and Canada.
TNR retains a 2.0% NSR Royalty on the entire Mariana Lithium Project in Argentina with Ganfeng Lithium, (TNR holds a 0.2% NSR on behalf of a shareholder). Ganfeng’s subsidiary, Litio Minera Argentina, has a right to repurchase 1.0% of the NSR Royalty on the Mariana Project, of which 0.9% relates to the Company’s NSR Royalty interest. The Company would receive $900,000 on the completion of the repurchase. The project is currently being advanced by Ganfeng Lithium International Co. Ltd.
TNR holds a 7% NPR holding on the Batidero I and II properties with Josemaria Resources Inc. Josemaria Resources is part of the Lundin Group, a portfolio of companies producing a variety of commodities in over 20 countries worldwide.
TNR provides significant exposure to gold through its 90% holding in the Shotgun Gold porphyry project in Alaska. The project is located in Southwestern Alaska near the Donlin Gold project, which is being developed by Barrick Gold and Novagold Resources Inc.
The Company’s strategy with Shotgun Gold Project is to attract a joint venture partnership with one of the gold major mining companies. The Company is actively introducing the project to interested parties.
At its core, TNR provides significant exposure to gold, copper, silver and lithium through its holdings in Alaska (the Shotgun Gold porphyry project) and Argentina (the Los Azules Copper and the Mariana Lithium projects) and is committed to the continued generation of in-demand projects, while diversifying its markets and building shareholder value.
On behalf of the Board of Directors,
For further information concerning this news release please contact +1 604-229-8129
Neither 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.
Cautionary Statement Regarding Forward-Looking Information
Except for statements of historical fact, this news release contains certain “forward-looking information” within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “will”, “could” and other similar words, or statements that certain events or conditions “may” or “could” occur, although not all forward-looking statements contain these identifying words. Specifically, forward-looking statements in this news release include, but are not limited to, statements made in relation to: TNR’s corporate objectives, changes in share capital, market conditions for energy commodities, the results of McEwen Mining’s, Ganfeng Lithium’s and Josemaria Resources’ PEAs, and improvements in the financial performance of the Company. Such forward-looking information is based on a number of assumptions and subject to a variety of risks and uncertainties, including but not limited to those discussed in the sections entitled “Risks” and “Forward-Looking Statements” in the Company’s interim and annual Management’s Discussion and Analysis which are available under the Company’s profile on www.sedar.com. While management believes that the assumptions made and reflected in this news release are reasonable, should one or more of the risks, uncertainties or other factors materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking information. In particular, there can be no assurance that: TNR will be able to repay its loans or complete any further royalty acquisitions or sales; debt or other financing will be available to TNR; or that TNR will be able to achieve any of its corporate objectives. TNR relies on the confirmation of its ownership for mining claims from the appropriate government agencies when paying rental payments for such mining claims requested by these agencies. There could be a risk in the future of the changing internal policies of such government agencies or risk related to the third parties challenging in the future the ownership of such mining claims. Given these uncertainties, readers are cautioned that forward-looking statements included herein are not guarantees of future performance, and such forward-looking statements should not be unduly relied on.
In formulating the forward-looking statements contained herein, management has assumed that business and economic conditions affecting TNR and its royalty partners, McEwen Mining Inc., Ganfeng Lithium and Josemaria Resources will continue substantially in the ordinary course, including without limitation with respect to general industry conditions, general levels of economic activity and regulations. These assumptions, although considered reasonable by management at the time of preparation, may prove to be incorrect.
Forward-looking information herein and all subsequent written and oral forward-looking information are based on estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this cautionary statement. Except as required by law, the Company assumes no obligation to update forward-looking information should circumstances or management’s estimates or opinions change."
