Relentless Resources Ltd.
TSX VENTURE : RRL

Relentless Resources Ltd.

December 16, 2015 16:41 ET

Relentless Resources Announces Private Placement of Flow-Through Shares

CALGARY, ALBERTA--(Marketwired - Dec. 16, 2015) -

NOT FOR DISSEMINATION IN THE UNITED STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW.

Relentless Resources Ltd. ("Relentless" or the "Company") (TSX VENTURE:RRL) is pleased to announce that it intends to complete a private placement of up to 6,250,000 common shares of the Company to be issued on a "flow-through" basis pursuant to the Income Tax Act (Canada) (the "Tax Act") ( "Flow-Through Shares") at a price of $0.16 per Flow-Through Share for aggregate gross proceeds of up to $1.0 million. The Flow-Through Shares will be subject to a four month hold period. A portion of the private placement may be subscribed for by officers and directors of the Company.

The gross proceeds from the private placement will be used to fund the Company's 2016 capital expenditure program, and in particular will be used to incur and renounce qualifying expenditures pursuant to the Tax Act.

Completion of the private placements is subject to the approval of the TSX Venture Exchange.

About Relentless Resources Ltd.

Relentless is a Calgary-based emerging oil and natural gas company, engaged in the exploration, development, acquisition and production of natural gas and light gravity crude oil reserves in Alberta. Relentless' common shares trade on the TSX Venture Exchange under the symbol "RRL".

Relentless' primary corporate objective is to achieve non-dilutive growth and enhance shareholder value through internal prospect development, strategic production acquisitions and prudent financial management.

Cautionary Statements

Certain information included in this press release constitutes forward-looking information under applicable securities legislation. Forward-looking information typically contains statements with words such as "anticipate", "believe", "expect", "plan", "intend", "estimate", "propose", "project" or similar words suggesting future outcomes or statements regarding an outlook. Forward-looking information in this press release may include, but is not limited to, the size of the private placement, the closing of the private placement and the renunciations under the Tax Act. Forward-looking information is based on a number of factors and assumptions which have been used to develop such information but which may prove to be incorrect. The forward-looking statements are founded on the basis of expectations and assumptions made by Relentless which include, but are not limited to, the ability of the Company to incur and renounce qualifying expenditures and receiving all approvals (including regulatory approvals) in a timely manner. Forward-looking statements are subject to a wide range of risks and uncertainties, and although Relentless believes that the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will be realized.

Although the Company believes that the expectations reflected in its forward-looking information are reasonable, undue reliance should not be placed on forward-looking information because the Company can give no assurance that such expectations will prove to be correct. Readers are cautioned that the foregoing list is not exhaustive of all factors and assumptions which have been used.

Any number of important factors could cause actual results to differ materially from those in the forward -looking statements including, but not limited to, regulatory and third party approvals not being obtained in the manner or timing anticipated, the ability to implement corporate strategies, the state of domestic capital markets, the ability to obtain financing, changes in general market conditions and other factors more fully described from time to time in the reports and filings made by Relentless with securities regulatory authorities.

The forward-looking information contained in this press release is made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, unless required by applicable securities laws. The forward looking information contained in this press release is expressly qualified by this cautionary statement.

This press release is not an offer of subscription receipts or common shares for sale in the United States. The subscription receipts and common shares may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended, or an exemption from such registration. The Company has not registered and will not register the subscription receipts or common shares under the U.S. Securities Act of 1933, as amended. The Company does not intend to engage in a public offering of common shares in the United States.

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

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.

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