The securities offered hereby have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or the securities laws of any state of the United States. This notice does not constitute an offer to sell or a
The securities offered hereby have not been and will not be registered under the United States Securities Act of 1933, as amended (the
“U.S. Securities Act”), or the securities laws of any state of the United States. This notice does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities offered hereby within the United States, and the securities offered herein may not be
offered or sold in or into the United States or to U.S. p ersons unless registered under the U.S. Securities Act and applicable state
securities laws, or pursuant to an exemption from such registration requirements “United States” and “U.S. person” are as defined in
Regulation S under the U.S. Securities Act.
TRUE GRIT RESOURCES LTD.
c/o Suite 404 – 999 Canada Place
Vancouver, BC V6C 3E2
Telephone: (604) 657-7004
NEWS RELEASE
TRUE GRIT ANNOUNCES FILING OF RIGHTS OFFERING CIRCULAR
VANCOUVER, BC – August 1, 2017 – Further to its news release of July 20, 2017, True Grit
Resources Ltd. (the “Company”) (NEX: TGI.H) is pleased to announce that it has now filed a final
rights offering circular (the “Circular”) and rights offering notice (the “Notice”) on SEDAR with
respect to its proposed offering of rights to holders of record of its common shares (each, a “Share”)
in each province and territory of Canada (the “ Eligible Jurisdictions”) as at July 28, 2017 (the
“Record Date”).
Eligible shareholders will receiv e one right for each Share held. One right plus the subscription
price of $0.03 will be required to subscribe fo r one unit of the Company. Each unit will be
comprised of one Share and one non-transferabl e share purchase warrant, with each warrant
exercisable into an additional Share at a price of $0.10 per Share until September 6, 2018. The rights
will expire at 2:00 p.m. (Vancouver time) on September 6, 2017 (the “Expiry Time”). Assuming the
rights offering is fully subscribed, it will result in gross proceeds to the Company of approximately
$441,000.
The rights, and the Shares and the warrants issuable upon the exercise of the rights, will not be
registered under the U.S. Securities Act and may no t be offered or sold in the United States of
America or any of its territories or possessions or to U.S. Persons. Accordingly, subscriptions will
not be accepted from any security holder or trans feree who is a U.S. Person or resident in the
United States of America, its territories or po ssessions, nor will subscriptions be accepted from
shareholders outside of the Eligible Jurisdictions, except in the sole discretion of the Company.
The rights offering will commence on August 4, 2017 and is expected to terminate at the Expiry
Time. The rights will trade through the facilities of the TSXV during this period under the symbol
TGI.RT. For additional details regarding the rights offering, see the Company’s news release of July
20, 2017.
ON BEHALF OF THE BOARD
TRUE GRIT RESOURCES LTD.
“Byron Coulthard”
Byron Coulthard
President, CEO and director
For further information, please contact Byron Coulthard at (604) 657-7004.
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 news
release.
Forward-Looking Statements
This news release contains forward-looking statements. All st atements, other than statements of historical fact that
address activities, events or developments that we believe, expect or anticipate will or may occur in the future are
forward-looking statements. In some cases, the forward-looking statements can be identified by words or phrases such as
“may”, “could”, “would”, “should”, “shall”, “will”, “expect”, “is expected”, “anticipate, “intend”, “plan”, “potential”,
“continue”, “believe(s)”, “estimate(s)” or variations (including negative variations) of such words and phrases. Forward-
looking statements in this news release include statements with respect to the expected Expiry Time.
The forward-looking statements reflect management’s current expectations based on information currently available and
are subject to a number of risks and uncertainties that may cause outcomes to differ materially from those discussed in
the forward-looking statements. Although the Company believe that the assumptions inherent in the forward-looking
statements are reasonable, forward-looking statements are not guarantees of future performance and, accordingly, undue
reliance should not be put on such statements due to their inherent uncertainty. Factors that could cause actual results or
events to differ materially from current expectations include, among other things: uncertainties related to the expected
timing of closing of the rights offering and other risks and uncertainties related to the Company’s business, including
those described in the Company’s public disclosure documents on SEDAR at www.sedar.com.
Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by
applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement,
whether as a result of new information, future events or results or otherwise.