A letter of transmittal was mailed to registered shareholders on or about April 1, 2016 providing instructions to surrender the certificates evidencing their Common Shares to our transfer agent, Equity Financial Trust Company, for replacement certificates representing the number of Common Shares to which they are entitled as a result of the Consolidation. A copy of the letter of transmittal is available on the SEDAR profile of Pinetree at www.sedar.com and our website at www.pinetreecapital.com. Registered Shareholders may also contact Equity Financial Trust Company to request a copy of the letter of transmittal at (416) 361-0930, ext. 205, or [email protected]. Until surrendered, each certificate representing Common Shares prior to the Consolidation will be deemed for all purposes to represent the number of Common Shares to which the holder is entitled following the Consolidation.

Non-registered shareholders who hold Common Shares through a bank, broker or other nominee should note that these intermediaries may have their own procedures for processing the Consolidation which may differ from those described above for registered shareholders. Non-registered shareholders who have questions should contact their bank, broker or other nominee for more information.

As a result of the Consolidation, the following adjustments were made to Pinetree's outstanding Stock Options and Warrants, as well the rights outstanding under its shareholder rights plan: (i) the exercise price and the number of Common Shares issuable under Pinetree's outstanding Stock Options have been proportionally adjusted; (ii) in accordance with the terms of Pinetree's outstanding Series 2014-I Warrants to purchase Common Shares, the number of Common Shares issuable per Warrant has been proportionally adjusted such that the exercise price has been increased to $70.00 per Warrant and the acceleration price has been increased to $125.00 per Warrant; and (iii) pursuant to Pinetree's shareholder rights plan, the number of rights outstanding were consolidated such that every 100 rights outstanding pre-Consolidation became one right post-Consolidation, the exercise price was increased to $10,000.00 per right and the redemption price was increased to $0.001 per right.

About Pinetree

Pinetree is a diversified investment and merchant banking firm focused on the small cap market, with early stage investments in resource, biotechnology and technology companies.