TBK Trailbreaker Resources Ltd

Trailbreaker Resources Ltd. (TBK.V) (“Trailbreaker” or “the Company”) is pleased to announce that it has received TSX Venture Exchange approval to close their private placement financing consisting, previously announced May 4, 2021, for total gross proceeds of $1,048,610.

The Company will now issue 800,000 non-flow-through Units for gross proceeds (the “Units”), each $0.25 Unit priced consisting of 1 common share of the Company and 1 common share purchase warrant (the “Unit Warrants”), each Unit Warrant being exercisable for an additional common share of the Company at $0.39 for 24 months from closing, subject to the right of the Company to accelerate the exercise period should, after the expiration of the 4 month hold, shares of the Company trade close at or above $0.59 for 10 consecutive trading days. Proceeds of this portion of the financing will be used for general corporate purposes, that may include corporate development and property acquisition.

The Company will also now issue 2,424,600 flow-through units (the “FT Units”), each $0.35 FT Unit consisting of 1 flow-through share and 1 common share purchase warrant (the “FT Unit Warrants”), each full FT Unit Warrant being exercisable at $0.49 for a common share of the Company for 24 months. The flow-through shares will entitle the holder to receive tax benefits applicable to flow-through shares in accordance with the provisions of the Income Tax Act (Canada). Proceeds of the financing will be used to advance Trailbreaker’s newly assembled Atsutla Gold Project in the province of British Columbia.

All securities issued pursuant to this financing are subject to a 4-month hold period., such hold expiring September 14, 2021.

Cash finders’ fees totaling $52,117 are being paid to various finders.

ON BEHALF OF THE BOARD

Daithi Mac GearailtPresident and Chief Executive Officer

For new information about the Company’s projects, please visit Trailbreaker’s website at TrailbreakerResources.com and sign up to receive news. For further information, follow Trailbreaker’s tweets at Twitter.com/TrailbreakerRes, use the ‘Contact’ section of our website, or contact us at (604) 681-1820 or at info@trailbreakerresources.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.

Forward-Looking Statements

Statements contained in this news release that are not historical facts are "forward-looking information" or "forward-looking statements" (collectively, "Forward-Looking Information") within the meaning of applicable Canadian securities legislation and the United States Private Securities Litigation Reform Act of 1995. Forward-Looking Information includes, but is not limited to, disclosure regarding possible events, conditions or financial performance that is based on assumptions about future economic conditions and courses of action; expectations regarding future exploration and drilling programs and receipt of related permitting. In certain cases, Forward-Looking Information can be identified by the use of words and phrases such as "anticipates", "expects", "understanding", "has agreed to" or variations of such words and phrases or statements that certain actions, events or results "would", "occur" or "be achieved". Although Trailbreaker has attempted to identify important factors that could affect Trailbreaker and may cause actual actions, events or results to differ materially from those described in Forward-Looking Information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. In making the forward-looking statements in this news release, if any, Trailbreaker has applied several material assumptions, including the assumption that general business and economic conditions will not change in a materially adverse manner. There can be no assurance that Forward-Looking Information 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 Information. Except as required by law, Trailbreaker does not assume any obligation to release publicly any revisions to Forward-Looking Information contained in this news release to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.