TDG Gold Corp announced a non-brokered private placement to issue charity flow-through units at a price of CAD 0.20 per charity flow-through unit, flow-through units at an issue price of CAD 0.16 per flow-through unit and non flow-through units at an issue price of CAD 0.14 per non-flow-through unit for the gross proceeds of CAD 2,000,000 on February 22, 2024. Each Charity FT Unit and each FT Unit will consist of one flow-through common share and one-half of one non-flow-through common share purchase warrant. Each whole warrant will entitle the holder to acquire one common share for an exercise price of CAD 0.20 per share for a period of 3 years following completion of the Offering.

Each NFT Unit will consist of one non-flow-through common share and one-half of one non-flow-through common share purchase warrant. Each whole warrant will entitle the holder to acquire one common share at an exercise price of CAD 0.20 per share for a period of 3 years following completion of the Offering. The securities issued in connection with the Offering will be subject to a four-month and a day hold period.

The Offering is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the TSX Venture Exchange. Finder?s fees will be payable in the financing.