MATERIAL CHANGE REPORT
INTERNATIONAL TOWER HILL MINES LTD. (the “Issuer”)
Suite 1920 – 1188 West Georgia Street
Vancouver, BC, V6E 4A2
Phone: 604-683-6332 / Fax: 604-408-7499
April 1, 2010
The date of the press release issued pursuant to section 7.1 of National Instrument 51-102 with
respect to the material change disclosed in this report is April 1, 2010. The press release was
issued in Vancouver, British Columbia through the facilities of the TSX Venture Exchange via
Marketwire, Canada Stockwatch and Market News Publishing.
The Issuer closes first tranche of CAD 30,000,000 non-brokered equity financing.
The Issuer reports that it has closed the first tranche of its non-brokered financing of 5,000,000
common shares of the Issuer at a price of CAD 6.00 per common share (the “Offering”)
announced on March 16, 2010. On April 1, 2010, the Issuer issued an aggregate of 4,335,790
common shares for aggregate gross proceeds of CAD 26,014,740. The Issuer will pay a 6% cash
finder’s fee in connection with this portion of the Offering. The second tranche of the Offering,
being 664,210 common shares and representing the pro rata portion of the financing allocated to
AngloGold Ashanti (U.S.A.) Exploration Inc. under its preferential right to participate in
accordance with its current equity interest, is expected to close shortly.
The net proceeds from the Offering are anticipated to be used by the Issuer for the pre-feasibility
study on the Livengood Gold project in Alaska and general working capital.
All common shares issued in the Offering will have a hold period in Canada of four months and a
day from the closing of the Offering. All common shares issued in the United States will be subject
to resale restrictions under U.S. federal and state securities laws.
The common shares have not been and will not be registered under the U.S. Securities Act of 1933,
as amended, (the “U.S. Securities Act”), or any applicable state securities la