Thunder Mountain Gold Inc.

Thunder Mountain Gold Inc.

September 09, 2011 14:36 ET

Thunder Mountain Gold Announces New Non-Brokered Private Placement

VANCOUVER, BRITISH COLUMBIA and BOISE, IDAHO--(Marketwire - Sept. 9, 2011) -


Thunder Mountain Gold Inc. (the "Company") (TSX VENTURE:THM)(OTCQB:THMG) is pleased to announce that it has approved, subject to the acceptance of the TSX Venture Exchange, a non-brokered private placement of up to 1,200,000 units (each a "Unit") at a price of $0.17 per Unit for anticipated gross proceeds of approximately $204,000 (the "Private Placement"). Each Unit will be comprised of one share of common stock and one common stock purchase warrant (each a "Warrant") entitling the holder to purchase one additional share of common stock of the Company for a period of two years following the closing of the Private Placement at a price of $0.20 per share. The Warrants will be subject to an accelerated exercise period in the event that the Company's shares trade at a price of greater than $0.25 per share for 20 consecutive trading days at any time during the period following six months after the closing of the Private Placement. The Company may pay cash finders' fees and issue finders' warrants in the amount of up to 9% of the proceeds raised and Units sold, respectively, in connection with the sale of Units attributable to arms-length finders. The proceeds raised pursuant to the Private Placement will be used by the Company for general corporate purposes and short-term working capital.

The Company further announces that it has determined not to proceed with the offering of up to 18,000,000 units at a price of $0.25 per unit previously announced on May 18, 2011.

Neither the Units, the shares of common stock, the Warrants or the shares of common stock issuable upon exercise of the Warrants have been registered under the United States Securities Act of 1993, as amended. Accordingly, such securities may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.

This press release shall not constitute an offer to sell or a solicitation of any offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Cautionary Note to Investors

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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