Pinecrest Announces Closing of $3.0 Million Financing
PINECREST RESOURCES LTD.
Suite 413 – 595 Burrard Street, P.O. 49167
Vancouver, British Columbia
V7X 1J1
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED
STATES
PINECREST ANNOUNCES CLOSING OF $3.0 MILLION FINANCING
June 17, 2020 TSX-V: PCR
Vancouver, British Columbia: Pinecrest Resources Ltd. (TSX-V: PCR) (the "Company" or "Pinecrest") is
pleased to announce the closing of the non-brokered private placement of 15,000,000 common shares (the
“Private Placement”) previously announced on May 19th, 2020 at a price of $0.20 per common share for
gross proceeds of $ 3.0 million. Post financing the Company has 79,951,297 common shares issued and
outstanding with major shareholders including management and board 39%, Ruffer LLP 9% and other
institutional investors owning 11%. All amounts disclosed in this press release are in Canadian dollars.
Luke Alexander, President and Chief Executive Officer of Pinecrest Resources, stated: “We would like to
welcome our new shareholders who participated in the $ 3.0 million financing and thank existing holders
who continue to support the Company by increasing their ownership . Combined with the institutional
investors who recently purchased Kinross’ 17% equity stake in the Company, we could not have asked for
backing from a better group of shareholders. We are currently planning for a Q3 2020 start for a resource
delineation and discovery drilling program at our Enchi gold project. We have also started work to update
Enchi’s current 1.0 million ounce NI 43-101 inferred resource to include additional 2017 drill results and
utilizing metal prices and cut-off grades that better reflect today’s gold price environment. Pinecrest is
uniquely positioned in the market with management and the board owning 39% of the Company, which
aligns us with investors in wanting to create significant shareholder value.”
In consideration for introducing certain subscribers to the Private Placement, the Company issued 134,750
common shares and paid cash finders' fees totalling $6,750 to certain finders.
All securities issued to the placees under the Private Placement are subject to a four -month hold period
expiring October 18, 2020 under applicable Canadian securities legislation and stock exchange policy. The
Company intends to use the proceeds of the Private Placement for exploration drilling and resource
delineation, updating the resource and general working capital.
Certain insiders of the Company acquired 4,980,000 comm on shares pursuant to the Private Placement.
The issuance of common shares to insiders is considered to be a related party transaction within the meaning
of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61 -101 (“MI 61 -101”). The Company
has r elied on the exemptions from the valuation and minority shareholder approval requirements of
MI 61-101 (and Policy 5.9) contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of any Insider
participation.
The Company did not file a material change report more than 21 days before the expected closing of the
Private Placement as the details of the Private Placement and the participation therein by related parties of
the Company were not settled until shortly prior to closing and the Company wis hed to close on an
-2-
expedited basis for sound business reasons and in a timeframe consistent with usual market practices for
transactions of this nature.
Qualified Person
The scientific and technical data contained in this news release has been reviewed and approved by Gregory
Smith, P.Geo., Pinecrest’s Vice President, Exploration and a Qualified Person as defined by NI 43-101.
On Behalf of the Board of Directors
Pinecrest Resources Ltd.
"Luke Alexander"
Luke Alexander
President, CEO & Director
For further information contact: Luke Alexander
+1 604 484 4400
www.pinecrestresources.com
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 Note Regarding Forward Looking Statements
This news relea se contains certain forward -looking statements. Any statements that express or involve discussions
with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or
performance (often, but not always, using words or phrases such as "expects", "does not expect", "is expected",
"anticipates", "does not anticipate", "plans", "estimates" or "intends" or stating that certain actions, events or results
"may", "could", "would", "might" or "will" be taken, occur or be achieved) are not statements of historical fact and
may be "forward -looking statements". Such forward -looking statements include but are not limited to those with
respect to the price of gold, potential mineralization, reserve and resource determination , exploration results, and
future plans and objectives of the Company and involve known and unknown risks, uncertainties and other factors
which may cause the actual results, performance or achievement of the Company to be materially different from the
future results, performance or achievements expressed or implied by such forward -looking statements. Factors that
could cause the forward -looking information in this news release to change or to be inaccurate include, but are not
limited to: unanticipated del ays in obtaining or failure to obtain regulatory or stock exchange approvals; general
economic, market or business conditions; the risk that any of the assumptions referred to prove not to be valid or
reliable; changes in the Company's financial condition and development plans; risks associated with the interpretation
of data regarding the geology, grade and continuity of mineral deposits; the possibility that results will not be
consistent with the Company's expectations, as well as the other risks and unc ertainties applicable to mineral
exploration and development activities. 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. The Company undertakes no obligation to update
forward-looking information or statements, other than as required by applicable law.