Relentless Resources Ltd.

TSX VENTURE : RRL


Relentless Resources Ltd.

December 20, 2012 16:38 ET

Relentless Resources Closes on Increased Flow-Through Offering

CALGARY, ALBERTA--(Marketwire - Dec. 20, 2012) - Relentless Resources Ltd. (TSX VENTURE:RRL) ("Relentless" or "the Company") is pleased to announce that the previously disclosed non-brokered private placement offering (the "Offering") has closed on the issuance of 3,200,000 "flow-through" common shares at a price of $0.25 per share for gross proceeds of $800,000. In order to accommodate demand, the Company increased the Offering from the previously announced 2,400,000 "flow-through" common shares for $600,000 in gross proceeds. The gross proceeds raised under the Offering will be used for the Company's participation in the previously announced two (2) Viking horizontal well farm-out on its Loverna property located in south-west Saskatchewan, such expenditures to constitute Canadian exploration expenses (as defined under the Income Tax Act (Canada)) that will be renounced for the 2012 taxation year.

In connection with the Offering, the Company paid a registered dealer a finder's fee of $44,500 and issued finder's warrants exercisable into 66,750 common shares at an exercise price of $0.25 per share for a period of 12 months from the closing date.

The Offering is subject to final approval of the TSX Venture Exchange. All securities issued in connection with the Offering are subject to a four month plus one day hold period in accordance with applicable securities laws, such hold period expiring on April 21, 2013.

As three of the Company's directors and/or senior officers participated in the Offering by subscribing for "flow-through" common shares, such transaction constitutes a related party transaction under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). However, as the Company is not listed on the specified markets in MI 61-101 and neither the fair market value of any securities issued to or the consideration paid by such persons will exceed 25% of the Company's market capitalization, the Offering is exempt from the formal valuation and minority approval requirements for a related party transaction. A material change report in respect of the Offering was not filed at least 21 days in advance of the closing of the Offering due to the uncertainty of current market conditions.

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 and Saskatchewan. 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.

Reader Advisory

This Press Release contains certain forward-looking information and statements with the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "confident", "might", "proposed" and similar expressions are intended to identify forward-looking information or statements. In particular, but without limiting the foregoing, this Press Release contains forward-looking information and statements pertaining to expectations, beliefs, plans, goals, objectives, assumptions, information and statements about possible future events, conditions, results or performance. Relentless's actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so what benefits Relentless will derive there from. Relentless disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by securities laws.

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 jurisdiction in which such offer, solicitation or sale would be unlawful.

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 release.

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