Ascot Resources Ltd.
TSX VENTURE : AOT

Ascot Resources Ltd.

August 31, 2012 14:20 ET

Ascot Resources Ltd. Announces Close of Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Aug. 31, 2012) -

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

Ascot Resources Ltd. (the "Company") (TSX VENTURE:AOT) is pleased to announce that further to its press release dated August 23, 2012 it has closed the non-brokered private placement of 2,500,000 flow-through units (the "FT Units") at a price of $0.80 per FT Unit for gross proceeds of $2,000,000.

Each FT Unit consists of one flow-through share and one non-transferable flow through warrant. Each Warrant will be exercisable for an additional flow through share until August 31, 2013 at an exercise price of $0.80 per flow through share.

In connection with the private placement, the Company paid to the Finders a cash commission of 7.5% of the gross proceeds raised under the private placement plus non-transferable warrants (the "Finder's Warrants") equal to 7.5% of the number of FT Units sold under the private placement. The Finder's Warrants will be exercisable into common shares until August 31, 2013 at an exercise price of $0.80 per Finder's Warrant.

All securities issued pursuant to the private placement are subject to a hold period expiring on January 1, 2013.

The proceeds raised from the FT Units will be used for exploration expenditures which will constitute Canadian exploration expenses (as defined in the Income Tax Act (Canada)) and will be renounced for the 2012 income tax year. These expenditures will primarily be used on the Company's Premier and Dilworth properties.

ON BEHALF OF THE BOARD OF DIRECTORS OF ASCOT RESOURCES LTD.

John A. Toffan, President and Director

This news release does not constitute an offer to sell or solicitation of an offer to sell any securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act" )or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Cautionary Statement Regarding Forward-Looking Information

All statements, trend analysis and other information contained in this press release regarding anticipated future events or results constitute forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate", "expect" and "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions. Forward-looking statements are subject to business and economic risks and uncertainties and other factors that could cause actual results of operations to differ materially from those contained in the forward-looking statements. Forward-looking statements are based on estimates and opinions of management at the date the statements are made. The Company does not undertake any obligation to update forward-looking statements even if circumstances or management's estimates or opinions should change. Investors should not place undue reliance on forward-looking statements.

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

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