Mr. Jason Bahnsen reports
TEMPUS CLOSES NON-BROKERED PRIVATE PLACEMENT
Further to the non-brokered private placement previously announced on March 7, 2022, Tempus Resources Ltd. has raised approximately $718,000 ($762,309 (Australian)) through the issue of 9,828,571 units of the company at a price of seven cents per unit and 352,940 flow-through units of the company at a price of 8.5 cents per FT unit. Proceeds from the offering will be used for expenditures on the company's exploration projects and for general corporate purposes.
President and chief executive officer Jason Bahnsen said: "We are currently completing a large soil sampling program at our Valle de Tigre project in Ecuador and plan to resume drilling at our high-grade, Canadian Elizabeth gold project within the next six to eight weeks. This placement tops up our existing funds in advance of the start of our 2022 program at the Elizabeth gold project in B.C. [British Columbia]."
The 2022 exploration program at Elizabeth is fully permitted and on schedule to commence by the end of the second quarter of 2022. Tempus currently plans to complete 8,500 metres of drilling at Elizabeth, which will focus on expanding known high-grade gold mineralization.
Each unit consists of one common share of the company and one-half share purchase warrant. Each full warrant is exercisable into one share at a price of 11 cents for a period of 24 months following the date of issue.
Each FT unit consists of one share to be issued on a flow-through share basis within the meaning of the Income Tax Act (Canada) and one-half warrant. Flow-through shares provide tax credits for investors for qualifying mining and exploration activities. The proceeds of these flow-through shares will be used to incur eligible Canadian exploration expenses related to exploration at the company's Blackdome-Elizabeth gold project in British Columbia, Canada.
Red Cloud Securities Inc. acted as a finder on behalf of the company under the offering. As consideration, the company paid to Red Cloud a cash finder's fee of $30,100 and issued to Red Cloud 424,706 brokers' warrants. Each broker's warrant is exercisable into one share at a price of seven cents for a period of 24 months following the date of issue.
The closing of the offering is subject to customary closing conditions, including, but not limited to, the receipt of applicable regulatory approvals, including the approval of the TSX Venture Exchange. The shares will be subject to a hold period expiring four months and one day from their date of issuance. The offering was completed utilizing the company's available capacity under Australian Securities Exchange listing Rule 7.1.1 (except for the issue of shares and warrants to Haywood Securities Inc. noted herein).
Haywood Securities, an entity associated with director Alexander Molyneux, intends to participate in the offering on the same terms as unrelated participants in the offering for a total of 1,285,714 shares and 642,857 warrants. The issue of the related party securities is subject to the receipt of shareholder approval, pursuant to ASX listing Rule 10.11, which will be sought at an upcoming general meeting.
Certain subscribers under the offering are insiders of the company. Such participation is considered a related party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transaction. The related party transaction will be exempt from the minority shareholder approval and formal valuation requirements, pursuant to the exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the securities to be issued under the offering nor the consideration to be paid by insiders will exceed 25 per cent of the company's market capitalization.
About Tempus Resources Ltd.
Tempus Resources is a growth-orientated gold exploration company. Tempus is actively exploring projects located in Canada and Ecuador. The flagship project for Tempus is the Elizabeth-Blackdome project, a past-producing, high-grade gold project located in Southern British Columbia. Tempus is currently midway through a drill program at Elizabeth-Blackdome that will form the basis of an updated National Instrument 43-101/Joint Ore Reserves Committee resource estimate. The second key group of projects for Tempus includes the Rio Zarza and Valle del Tigre projects, located in southeastern Ecuador. The Rio Zarza project is located adjacent to Lundin Gold's Fruta del Norte project. The Valle del Tigre project is currently subject to a sampling program to develop anomalies identified through geophysical work.
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