Newcore Gold

Pinecrest Resources Closes $1,501,500 Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - April 5, 2017) - Pinecrest Resources Ltd. (TSX VENTURE:PCR) (the "Company" or "Pinecrest") is pleased to announce that the Company has closed its non-brokered private placement financing previously announced on March 20, 2017 for gross proceeds of $1,501,500 (the "Private Placement").

The proceeds of the Private Placement will be used to advance the exploration and development of the Company's 100% owned Enchi Gold Project in Ghana and for general working capital purposes.

Pursuant to the Private Placement, the Company issued 7,150,000 common shares (the "Shares"). No finder's fees have been paid in connection with the Private Placement.

As insiders of the Company have subscribed for Shares pursuant to the Private Placement, the issuance of those Shares to the insiders (the "Insider Participation") will be 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 intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(b) and 5.7(1)(a) of MI 61-101 in respect of any Insider Participation. Insiders of the Company subscribed to 5,096,000 common shares and upon close, insiders will own 22% of the Company's issued and outstanding share capital.

On completion of the Private Placement, Pinecrest has 62,066,547 common shares issued and outstanding and $2.5 million in working capital.

All shares issued pursuant to the Private Placement will be subject to a hold period expiring four months and a day following the date of issue. All dollar figures in this press release are in Canadian currency.

About Pinecrest Resources Ltd.

Pinecrest engages principally in the acquisition, advancement and development of precious metal properties with the Company's primary focus being the 100% owned Enchi Gold Project located in Southwest Ghana.

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