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NEWS RELEASE
TNR Gold Announces $250,000 Non-Brokered Private Placement
Vancouver, British Columbia – November 25, 2021: TNR Gold Corp. (TSX-V: TNR) (“TNR”, “TNR Gold” or the “Company”) is pleased to announce that it is arranging a non-brokered private placement (the “Private Placement”) of up to 5,000,000 units (each a “Unit”) at a price of $0.05 per Unit to raise up to CAN $250,000. Each Unit will consist of one common share of the Company and one half of a non-transferable common share purchase warrant (each a “Warrant”). Each whole Warrant will be exercisable into one common share in the capital of the Company at an exercise price of CAN $0.075 per share for two years from the date of issue.
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.
Kirill Klip, Executive Chairman of the Company and a non-arms’ length party, will participate 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).
ABOUT TNR GOLD Corp.
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 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 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 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.