Tiger Gold Corp. Announces Closing Of Qualifying Transaction And Anticipated Trading Date

(MENAFN- Newsfile Corp) Tiger Gold Corp. Announces Closing of Qualifying Transaction and Anticipated Trading Date

December 16, 2025 6:23 PM EST | Source: Badger Capital Corp.

Vancouver, British Columbia--(Newsfile Corp. - December 16, 2025) - Tiger Gold Corp. (formerly Badger Capital Corp.) (TSXV: TIGR) (the " Company ") is pleased to announce that it has closed its previously announced Qualifying Transaction (as defined in Policy 2.4 of the TSX Venture Exchange (the " Exchange ")). The Qualifying Transaction proceeded by way of a three-cornered amalgamation pursuant to which Tiger Gold Corp., a private company, (" Tiger ") amalgamated with a wholly-owned subsidiary of the Company. The name of the amalgamated corporation is "Tiger Gold Resources Corp."

Immediately prior to the closing of the Qualifying Transaction, the Company consolidated its issued and outstanding common shares on a two (2) to one (1) basis (each post-consolidation common share, a " Common Share ") and changed its name from "Badger Capital Corp." to "Tiger Gold Corp." The Company's new CUSIP number will be 88673A108 and the new ISIN will be CA88673A1084. Shareholders whose shares are represented by a direct registration system statement will automatically receive their post-consolidation shares without any further action. Beneficial shareholders who hold their shares through a broker or other intermediary and do not have shares registered in their own names are encouraged to contact their intermediaries if they have any questions.

Additionally, in connection with closing of the Qualifying Transaction, each subscription receipt issued at $0.50 per subscription receipt in Tiger's $16.3 million concurrent financing (see the joint news release of the Company and Tiger dated November 18, 2025) automatically converted, without payment of any additional consideration, into one unit of Tiger. Each unit was comprised of one common share of Tiger and one-half of one Tiger common share purchase warrant, with each whole warrant being exercisable for a period of three years from the date of issuance at a price of $1.00 per share.

Pursuant to the Qualifying Transaction, the Company issued one post-consolidation Common Share to former Tiger shareholders (including shareholders who participated in Tiger's concurrent financing) in exchange for each common share of Tiger held prior to giving effect to the Qualifying Transaction, representing an aggregate issuance of 97,764,858 Common Shares to former Tiger shareholders.

Additionally, the Company would like to make a correction regarding certain disclosure in the Company's filing statement dated December 10, 2025. The Company has granted an aggregate of 2,540,000 stock options (rather than 2,480,000 as disclosed in the filing statement) to certain directors and officers, each exercisable at $0.50 per share until December 16, 2030.

Final acceptance of the Qualifying Transaction will occur upon the issuance of the Final Exchange Bulletin by the Exchange. Subject to final acceptance by the Exchange, the Company will be classified as a Tier 2 Mining Issuer pursuant to Exchange policies. The Common Shares are expected to commence trading on the Exchange under the symbol "TIGR" at the opening of the markets on December 19, 2025.

In connection with the Qualifying Transaction, certain officers and members of the Company's board of directors have resigned and the board of directors and management team is now comprised of the following individuals: Robert Vallis (President, CEO and director), Keith Dolo (Chairman and director), Rick Huang (CFO), Rickardo Welyhorsky (COO), Jeremy Link (VP, Corporate Development), Terese Gieselman (Corporate Secretary), Fraser MacDougall (director), Gary MacDonald (director) and James Currie (director).

Full details of the Qualifying Transaction and related matters are set out in the filing statement of the Company dated December 10, 2025, which can be found under the Company's SEDAR+ profile at .

About Tiger Gold Corp.

Tiger is a growth-oriented mining exploration and development company focused on advancing its flagship asset, the Quinchía Gold Project, a multi-million ounce gold deposit in the prolific Mid-Cacau belt in Colombia. Tiger is led by a multidisciplinary team of experienced mine builders, engineering, metallurgical, ESG, and corporate finance professionals who have brought numerous mines into production at globally recognized mining companies including AngloGold Ashanti, Barrick Gold Corporation, Yamana Gold Inc., and B2Gold Corp. Tiger is led by President and CEO, Robert Vallis, who brings a strong record of strategic leadership and execution in the mining sector, including his role in the US$9.5 billion acquisition and integration of Placer Dome by Barrick, as well as the US$3.9 billion joint acquisition of Osisko Mining by Yamana and Agnico Eagle Mines Limited.

For further information, please contact:

Robert Vallis
President, CEO & Director
Tiger Gold Corp.
Email: ...

Neither the 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

This press release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities legislation. The forward-looking statements herein are made as of the date of this press release only, and the Company does not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budgets", "scheduled", "estimates", "forecasts", "predicts", "projects", "intends", "targets", "aims", "anticipates" or "believes" or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Forward-looking information in this press release includes, but is not limited to, statements with respect to the commencement of trading of the Common Shares and the respective timing thereof, and other statements that are not historical facts.

In making the forward-looking statements included in this news release, the Company has applied several material assumptions, including that the Company's financial condition and development plans do not change as a result of unforeseen events. Forward-looking statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of the Company to control or predict, that may cause the Company's actual results, performance or achievements to be materially different from those expressed or implied thereby, and are developed based on assumptions about such risks, uncertainties and other factors set out herein, including, but not limited to, the risk that the Common Shares do not commence trading on the timing anticipated.

There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. the Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the " 1933 Act ") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit

Source: Badger Capital Corp.

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