Tempus Resources Ltd. Successfully Completes A$3.9M Australian Entitlements Offer
PERTH, Sept. 1, 2022 - Tempus Resources Ltd. ("Tempus" or "the Company") (ASX:TMR) (TSXV:TMRR) (OTCQB:TMRFF) is pleased to confirm that its pro-rata non-renounceable entitlement offer (Entitlement Offer) to Australian and New Zealand domiciled shareholders of 1 fully paid ordinary share (Share) for every 2 Shares held at an issue price of A$0.05 per new Share, together with 1 free attaching option for every new Share issued (Entitlement Option), raising approximately A$3.9 million, closed on 29 August 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 A$0.075 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 A$1.9 million, pursuant to their entitlements.
The results of the Entitlement Offer are as follows:
| Number of Shares | Gross Proceeds | Percentage of Entitlement Offer | |
| Total Number of Shares offered under the Entitlement Offer (including ineligible holdings) | 77,965,727 | $3,898,286 | 100% |
| Total Number of shares applied for by eligible shareholders | 38,148,166 | $1,907,408 | 48.9% |
| Shortfall | 39,817,561 | $1,990,878 | 51.1% |
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 (Shortfall Offer).
The Entitlement Offer is partially underwritten by Mr Alexander Molyneux, a director of the Company (Underwriter), for the amount of $125,000. Accordingly, the Underwriter will subscribe for 2,500,000 new Shares (with 2,500,000 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 summarised in section 6.5 of the Company's prospectus dated 5 August 2022 issued in relation to the Entitlement Offer (Prospectus). 2,500,000 new Shares and 2,500,000 Entitlement Options will be issued to the Underwriter on 5 September 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, who acted as joint lead managers to the Entitlement Offer.
The A$3.9 million raised from the Entitlement Offer completes the second part of the A$4.9 million capital raising announced on 27 July 2022. As set out in the prospectus, the Company proposes to use the proceeds from the Entitlement Offer and Private Placement towards 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 5 September 2022 and are expected to commence trading on the ASX 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 5 September 2022 under the code 'TMRO'.
The Placement Options are intended to be listed on the ASX and commence trading on 30 September 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 funds will be primarily used for further resource drilling with the aim of expanding the known mineralisation at our 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 "TSXV").
The Board of Tempus Resources Ltd. would like to thank all shareholders for their continued support.
This announcement has been authorised by the Board of Directors of Tempus Resources Ltd..
For further information:
Tempus Resources Ltd.
Melanie Ross - Director/Company Secretary
Phone: +61 8 6188 8181
About Tempus Resources Ltd
Tempus Resources Ltd. ("Tempus") is a growth orientated gold exploration company listed on ASX ("TMR") and TSX.V ("TMRR") and OTCQB ("TMRFF") stock exchanges. 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. Tempus is currently midway through a drill program at Blackdome-Elizabeth that will form the basis of an updated NI43-101/JORC resource estimate. The second key group of projects for Tempus are the Rio Zarza and Valle del Tigre projects located in south east 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.
Forward-Looking Information and Statements
This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of Tempus's control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be achieved". The forward-looking information and forward-looking statements contained herein may include, but are not limited to, the ability of Tempus to successfully achieve business objectives, and expectations for other economic, business, and/or competitive factors. Forward-looking statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of Tempus to control or predict, that may cause Tempus' actual results, performance or achievements to be materially different from those expressed or implied thereby, and are developed based on assumptions about such risks, uncertainties and other factors set out herein and the other risks and uncertainties disclosed under the heading "Risk and Uncertainties" in the Company's Management's Discussion & Analysis for the quarter and nine months ended March 31, 2022 dated May 16, 2022 filed on SEDAR. Should one or more of these risks, uncertainties or other factors materialize, or should assumptions underlying the forward-looking information or statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although Tempus believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements.
The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and Tempus does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws. All subsequent written and oral forward-looking information and statements attributable to Tempus or persons acting on its behalf are expressly qualified in its entirety by this notice.
Neither the ASX Exchange, the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE: Tempus Resources Ltd.