TriStar Announces $3 Million Private Placement

TriStar Gold Inc. (the “Company” or “TriStar”) announces its plan to raise up to $3 million by way of a non-brokered private placement. The proceeds will be used to conduct an infill drill program at the Company’s Castelo de Sonhos Project (“CDS”) in Para state, Brazil. The drill program is designed to provide enough information to generate a resource estimate which will be used to complete a technical report. The filing of the technical report with the Brazilian mining authorities (the “DNPM”), and subsequent approval by the DNPM, will allow the CDS exploration license to be converted to an exploitation license. Certain shareholders and insiders have indicated that they will participate in the placement.

Since commencing exploration at Castelo de Sonhos in 2011, TriStar has collected 7,458 soil samples that outline a gold soil anomaly, varying in width between 100-800 meters along a strike-length of 16km. This soil anomaly expresses the West, East and South-East flanks of a mineralized basin of 10 by 6-7 km. A total of more than 12,000m has been drilled in 93 Diamond Drill holes.

At Esperanca South, one of the strongest anomalies, 42 of 52 drill-holes (81%) intercepted mineralization along a strike length of 3.2 km, inside a 5 km long conglomerate hosted gold soil anomaly with an average grade of 2.41g/t Au (cut-off at 1g/t Au) over an average width of 7m. At the 2,500m long Esperanca Center, 34 holes were drilled as well as a few holes at Esperanca West and East. In all instances mineralization was intercepted. The remainder of the 16 km outcropping conglomerate/gold soil anomaly and the down-dip extension throughout the rest of the basin has still been untested. Future drilling may prove significant additional potential throughout this basin. The geological setting bears similarities to Jacobina and Tarkwa and has a favorable infrastructure.


Private Placement:

The private placement will consist of up to 30 million Units (“Units”) of the Company at the price of $0.10 per Unit. Each Unit will consist of one share of TriStar and one share purchase warrant. Each share purchase Warrant will entitle the holder to purchase one additional share of TriStar at the price of $0.13 per share for a period of 18 months. The placement is anticipated to close on February 6, 2014.

Finders’ fees may be paid in connection with the private placement.

Certain directors and officers of the Company may acquire Units under the private placement. Any such participation would be considered to be a related party transaction as defined under Multilateral Instrument 61-101. The transaction will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any securities issued to, or the consideration paid by, such persons will exceed 25 per cent of the Company's market capitalization. This private placement is subject to approval of the TSX Venture Exchange (the “Exchange”).


About TriStar:

TriStar Gold is a gold exploration company focused on high-potential properties in Brazil. In addition to Castelo de Sonhos, TriStar holds another exploration project in the Tapajós district known as the Bom Jardim Property. The Company’s shares are listed on the TSX Venture Exchange under the symbol TSG-V. Further information is available at www.Tristarau.com


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. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.


Forward-Looking Statements

Certain statements contained in this press release may constitute forward-looking statements under Canadian securities legislation which are not historical facts and are made pursuant to the "safe harbour" provisions under the United States Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based upon the Company's reasonable expectations and business plan at the date hereof, which are subject to change depending on economic, political and competitive circumstances and contingencies. Readers are cautioned that such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause a change in such assumptions and the actual outcomes and estimates to be materially different from those estimated or anticipated future results, achievements or position expressed or implied by those forward-looking statements. Risks, uncertainties and other factors that could cause the Company's plans to change include changes in demand for and price of gold and other commodities (such as fuel and electricity) and currencies; changes or disruptions in the securities markets; legislative, political or economic developments in Brazil; the need to obtain permits and comply with laws and regulations and other regulatory requirements; the possibility that actual results of work may differ from projections/expectations or may not realize the perceived potential of the company’s projects; risks of accidents, equipment breakdowns and labour disputes or other unanticipated difficulties or interruptions; the possibility of cost overruns or unanticipated expenses in development programs; operating or technical difficulties in connection with exploration, mining or development activities; the speculative nature of gold exploration and development, including the risks of diminishing quantities of grades of reserves and resources; and the risks involved in the exploration, development and mining business. The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.



Contact

TriStar Gold Inc.
Mark Jones III, Chairman and CEO
281-579-3400