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Tempus Resources Ltd
Symbol TMRR
Shares Issued 135,592,569
Close 2022-09-01 C$ 0.06
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Tempus closes $3.9M (Australian) entitlement offer

2022-09-01 14:42 ET - News Release

Ms. Melanie Ross reports

TEMPUS SUCCESSFULLY COMPLETES A$3.9M AUSTRALIAN ENTITLEMENTS OFFER

Tempus Resources Ltd.'s pro rata non-renounceable entitlement offer to Australian and New Zealand domiciled shareholders of one fully paid ordinary share for every two shares held at an issue price of five Australian cents per new share, together with one free attaching option for every new share issued, raising approximately $3.9-million (Australian), closed on Aug. 29, 2022.

The company intends to apply for quotation of the entitlement options, which entitle the holder to purchase one ordinary share at an exercise price of 7.5 Australian cents for a period of 36 months from the date of issue.

The entitlement offer and was strongly supported by eligible shareholders, who applied for 38,148,166 new shares, worth approximately $1.9-million (Australian), pursuant to their entitlements.

The results of the entitlement offer are as shown in the attached table.

Eligible shareholders who applied for their full entitlement under the entitlement offer were also able to apply for new shares in excess of their entitlement, through a shortfall offer.

The entitlement offer is partially underwritten by Alexander Molyneux, a director of the company (underwriter), for the amount of $125,000. Accordingly, the underwriter will subscribe for 2.5 million new shares (with 2.5 million entitlement options) of the 39,817,561 shares (and resulting entitlement options) under the shortfall under the entitlement offer (shortfall securities) in accordance with the underwriting arrangement summarized in section 6.5 of the company's prospectus dated Aug. 5, 2022, issued in relation to the entitlement offer (prospectus). The company will issue 2.5 million new shares and 2.5 million entitlement options to the underwriter on Sept. 5, 2022. Non-executive director Melanie Ross has also taken up her entitlements under the entitlement offer.

The directors have exercised their discretion to allocate the shortfall securities pro rata to shareholders who applied for shares in excess of their entitlement in accordance with the allocation policy set out in Section 2.7 of the prospectus. Excess applications will be refunded to shareholders without interest.

The remainder of the entitlement offer shortfall is being managed by both Peloton Capital Pty. Ltd and Aesir Capital Pty. Ltd, which acted as joint lead managers to the entitlement offer.

The $3.9-million (Australian) raised from the entitlement offer completes the second part of the $4.9-million (Australian) capital raising announced on July 27, 2022. As set out in the prospectus, the company proposes to use the proceeds from the entitlement offer and private placement toward exploration activities at the company's projects in Canada and Ecuador, as well as for general working capital purposes.

The new shares under the entitlement offer and shortfall facility will be issued on Sept. 5, 2022, and are expected to commence trading on the Australian Securities Exchange on that date. All new shares will rank equally with existing ordinary shares on issue.

The company intends for the entitlement options to commence quotation on the ASX on or about Sept. 5, 2022, under the code TMRO.

The placement options are intended to be listed on the ASX and commence trading on Sept. 30, 2022, subject to the company obtaining shareholder approval for their issue at its upcoming general meeting.

Commenting on the private placement, president and chief executive officer, Jason Bahnsen, said: "We are delighted with the support from shareholders for this oversubscribed entitlement offering. The finances will be primarily used for further resource drilling with the aim of expanding the known mineralization at its Elizabeth-Blackdome gold project in British Columbia."

The issuance of the new shares and placement shares and placement and entitlement options will be subject to approval by the TSX Venture Exchange.

The Board of Tempus Resources would like to thank all shareholders for their continued support.

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 Blackdome-Elizabeth project, a high-grade gold past-producing project located in southern British Columbia.

We seek Safe Harbor.

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