Perth, Australia--(Newsfile Corp. - December 22, 2023) - Tempus Resources Ltd (ASX: TMR) (TSXV: TMRR) (OTC Pink: TMRFF) ("Tempus" or the "Company") announces that, further to its news release dated November 6, 2023, it has received approval from the TSX Venture Exchange ("Exchange") to voluntary delist the ordinary shares ("Shares") of the Company (the "Delisting") and it is anticipated that the Shares will be delisted at the close of business on Wednesday, December 27, 2023.

The board of directors of Tempus has decided that it is in the Issuer's best interests to complete the Delisting due to the following factors:

  • The Company believes that the minimal trading activity of the Shares on the Exchange no longer justifies the expense and administrative requirements associated with maintaining its dual listing;
  • The majority of the Company's investors are Australian based. Accordingly, a single listing for the Company on the ASX will better serve investors and investments in the Company; and
  • The Company's continuing ASX listing is expected to provide shareholders with a sufficiently liquid market

The Delisting will not affect the Tempus's listing on the Australian Securities Exchange ("ASX") and the Company's fully paid ordinary shares will continue to trade on the ASX under the symbol "TMR". Following the Delisting, the Company's shareholders may trade their Shares on the ASX after transferring such shares tothe Australian share register. Shareholders holding shares in Canadian brokerage accounts should contact their brokers to confirm details regarding the trading of TMR shares on the ASX.

After the Delisting date of December 27, 2023, and until a movement of shares to the Australian register is effected, shareholders on the Canadian register and beneficial shareholders holding securities through a Canadian Depositary for Securities ("CDS") participant / broker will not be able to trade their shares on the ASX, and their shareholdings will remain on the Canadian share register until the automatic closure of the register occurs. The Company's Canadian share register will, however, remain open until January 26, 2024‎, 2024, in order to enable shareholders and CDS participants concurrently on the Canadian share register to request, if they wish, to have their shares issued to a broker, or the Australian clearing and settlement system.

If CDS participants or shareholders on the Canadian register have not transferred their shares to the Australian share register by January 26, 2024, their holdings will be automatically moved to an Issuer-sponsored holding on the Australian share register and they will be sent an Issuer-sponsored holding statement from the Australian Registrar. Once this occurs, these shareholders will be able to sell their shares on the ASX by quoting their securityholder reference number to their broker. Canadian share certificates previously issued will become null and void at such time. Shareholders whose shares are already held on the Australian share register need to take no action.

Process to Request the Removal of Shares from Canada to Australia

CDS participants, or those with shares held by a broker within CDS, who wish to have their shares moved over to the Australian share register and issued to a broker/nominee within CHESS should arrange for the CDS participant to complete a withdrawal from CDS, and complete and submit a cross border removal form to TSX Trust, the Company's transfer agent.

The Canada to Australia removal form will be made available under the "Investors" section of the Company's website.

Registered shareholders are encouraged to contact TSX Trust for more information on the process via the information below:

North American Toll Free: 1-866-600-5869
Telephone: 416-342-1091
Facsimile: 416-361-0470

This announcement has been authorised by the Board of Directors of Tempus Resources Limited.

For further information:
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 OTC ("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. In addition, the Company holds two exploration projects located in located in South East Ecuador, the Rio Zarza and the Valle del Tigre projects.

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 June 30, 2023 dated September 28, 2023 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.

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