Perth, Australia--(Newsfile Corp. - September 21, 2023) - Tempus Resources Ltd. (ASX: TMR) (TSXV: TMRR) (OTC Pink: TMRFF) ("Tempus" or the "Company") is pleased to announce it has executed a binding Heads of Agreement giving it an option to acquire 100% ownership of Aurora Lithium, a private company that holds the applications for certain mineral claims including the Cormorant Pegmatite Field (the "Cormorant Project") and the White Rabbit Lithium Prospect (the "White Rabbit Project") located in central Manitoba (the "Transaction").

The Cormorant and White Rabbit projects are located in a newly emerging lithium district in central Manitoba defined along the Flin Flon - Snow Lake greenstone belt which extends over 250 km in length and approximately 75 km wide. The district is emerging as a new lithium belt in Manitoba and has attracted several other companies including Leeuwin Metals (ASX:LM1) with two projects in the area including the JenPeg/Cross Lake Lithium Project, located 40 km to the south of the White Rabbit Project (See Figure 1 - Project Locations).

Tempus Resources President and CEO, Jason Bahnsen, commented, "The Option over the White Rabbit and Cormorant lithium projects provides an excellent opportunity for Tempus to diversify its asset portfolio and enter the energy metals sector. The geological setting, historic drilling with wide pegmatite dyke intersections and proximity to other high grade lithium projects bodes well for the exploration potential of the projects. With good infrastructure and all year access, Tempus plans to explore the White Rabbit and Cormorant Projects concurrently with the Elizabeth-Blackdome gold project."

Figure 1: Project Locations

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Project Overview

The Cormorant and White Rabbit Projects are located within the Flin Flon - Snow Lake greenstone belt in central Manitoba. The projects are serviced by road and rail infrastructure with power sources closely available.

White Rabbit Lithium Project

The White Rabbit Project, with total claim area of approximately 70 km², is located adjacent to major railway and power infrastructure with year around road access. The project is located approximately 40 km north of the Cross Lake community and approximately 100 km southeast of the mining centre of Thompson, Manitoba.

The White Rabbit mineral claims have not yet been granted. Applications for the White Rabbit mineral claims were filed in July 2023 and are being processed by the Manitoba Economic Development and Trade. Processing time for the granting of new mineral claims varies but is expected to take several months.

The White Rabbit Project is located 40 km to the north of the Cross Lake Project owned by Leeuwin Metals (ASX: LM1), where multiple, sub-parallel spodumene bearing lithium, caesium, tantalum ("LCT") pegmatites of up to 20 m in thickness and strike lengths of over 400 metres with assay grades +1% LiO2 have been identified.¹

Figure 2: White Rabbit - Project Location and Infrastructure

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Bedrock geology at White Rabbit displays a greenstone belt (Mafic volcanic rocks - pillowed basalt) enclosed by a large granodiorite to tonalite body. The unique geological setting of the greenstone belt in contact with
granite/tonalite bodies providing ideal conditions for the formation of LCT pegmatites. As a result, this setting is a prime target for lithium exploration.

There is over 15 km of greenstone belt geology within the 70 km² claim boundary. Historic exploration at White Rabbit is limited to surface mapping completed by Manitoba Geological Service (MGS). The outcrop mapping survey indicates pegmatite dyke outcrops with strike lengths up to 2.5 km and widths up to 600 metres. The outcrop mapping is based on historic information and has not been verified by Tempus. Refer to Appendix 1, Table 1a for detailed locations and dimensions of outcropping pegmatite dykes.

Figure 3: White Rabbit - Pegmatite Dyke Outcropping

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Cormorant Project

The Cormorant Project, with total claim area of approximately 187 km², is located adjacent to major railway and power infrastructure with year around road access. The town of The Pas, with a population of approximately 5,000 people, is 40 km to the southwest and is a regional centre for workforce plus construction, mining and engineering services.

The Cormorant Project mineral claims have not yet been granted. Applications for the Cormorant Project mineral claims were filed in July 2023 and are being processed by the Manitoba Economic Development and Trade. Processing time for the granting of new mineral claims varies but is expected to take several months.

Figure 4: Cormorant Project Location and Infrastructure

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The Cormorant project claims are within the Trans Hudson Orogeny group rocks (metavoltanic, plutonic and minor metasedimentary) stratigraphy that historically were the focus of historical exploration for base metals.

Bedrock geology indicates pillowed to massive mafic volcanic rocks in contact with granite bodies. Historic drilling confirms key structural trends associated with favourable LCT pegmatites in close proximity to granitic bodies.

The project has been subject to seven historical exploration drilling campaigns between 1975 and 2006. All historic drilling on the project was focussed on the identification of base metals with no assays completed for lithium and associated elements that were focussed on the discovery of base metals (no assays for lithium). Twenty historic core drill holes have been identified on the current Cormorant Project license areas. The location of the historic drill holes is shown in Figure 5 and also refer to Appendix 1 - Table 1b for additional drill collar data.

Tempus has obtained the drill logs for six of the historic drill holes which indicate the presence of intersections of pegmatite mineralisation up to 33 metres in thickness (See Figure 6). In the drill logs, the intersected pegmatite was described as white, light green and pink containing quartz, k-feldspar, biotite and muscovite. See Appendix 1, Table 2 for a summary of the drill logs and observed pegmatite intersections.

Figure 5: Cormorant Project - Historic Drill Hole Locations

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Figure 6: Cormorant Project - Historic Pegmatite Drill Intersections

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Due Diligence

Under the terms of the option agreement with Aurora Lithium, Tempus has until 30 October 2023 to complete due diligence.

Tempus geologists visited the White Rabbit and Cormorant projects during the period from 10^th to 15^th of September, to conduct initial due diligence. The Tempus geological team was able to physically inspect the core for drill hole 180-02 that is stored by the Manitoba Geological Survey (MGS) in The Pas, Manitoba. Tempus is in the process of requesting a permit to assay sections of the core from drill hole 180-2.

The Government of Manitoba recognises that archiving of geological drill core provides a valuable data source for use by mineral exploration companies and researchers. The MGS stores drill core from exploration companies and MGS drilling programs since the early 1960s. Tempus is conducting further due diligence on historic exploration drilling of the Cormorant Project and the location of additional historic drill core and logs from the Cormorant Project. Tempus will apply to the MGS for permission to take samples of the stored core from the Cormorant Project for the assay of lithium.

Tempus is currently reviewing the historic exploration information on the projects and the findings from the site due diligence trip. Three rock samples from the White Rabbit project were collected and will be submitted for assay.

Summary of Key Transaction Terms

The Company and Aurora Lithium (the "Vendor") have entered into a binding Heads of Agreement (the "Agreement") pursuant to which the Vendor has granted the Company an option to acquire 100% of the Mineral Claims (the Option).

The key terms of the Agreement are as follows:

Tempus has executed a binding Heads of Agreement to acquire an option over 100% of the equity of Aurora Lithium (the "Agreement") in consideration of:

1. Exclusivity Payment: In exchange for payment of a non-refundable fee of A$25,000 (the "Option Fee") (paid), the Vendor grants the Company the exclusive right to acquire 100% of Aurora Lithium and the Cormorant Project and White Rabbit Project mineral claims that are currently in the application process with Manitoba Economic Development and Trade.

2. Exclusivity Period: On payment of the Option Fee, the Company may exercise the Option at any time until the expiry of the Option Period, being the 30^th October 2023.

3. Settlement: Settlement under the Agreement will occur on the date that is 5 days after the date of the Company exercising the Option and any conditions precedent (as set out below), or other such date as the parties agree in writing.

4. Upfront Consideration: At Settlement, the following consideration is payable by the Company to the Vendor (and/or its nominees):

   1. 37.5 million fully paid ordinary shares in the Company (the "Consideration Shares"); and

   2. 22.5 million September 2025 Options (TMRO) at strike price of A$0.075 upon exercise of the Option (the "Consideration Options").

5. Milestone 1 Payment: Upon achievement of 5 rock chip samples with greater than 1.0% LiO₂ , the Company shall pay the Vendor 22.5 million performance rights, convertible to fully paid shares in the Company on or before 1 September 2028 (the "Performance Shares 1").

6. Milestone 2 Payment: Upon achievement a minimum of 3 drill holes or 3 surface trenches with minimum pegmatite mineralisation widths of minimum 10 metres with grades greater than 1.0 % LiO₂, the Company shall pay the Vendor 22.5 million performance rights, convertible to fully paid shares in the Company on or before 1 September 2028 (the "Performance Shares 2").

7. Royalty: From Settlement, the Company grants the Vendor (and/or their nominee) a 2% gross revenue royalty on all minerals recovered from any of the existing White Rabbit and Cormorant Project mineral claims (the "NSR"). The Company has the option to buy-back 1% of the Royalty for A$1 million for each the Cormorant and White Rabbit Projects at any time from Settlement.

8. Conditions Precedent: Subject to exercising the Option, Settlement of the acquisition will be conditional on the Company obtaining all necessary shareholder (including for the purposes of Listing Rule 7.1) and regulatory approvals.

Additional details

• Aurora Lithium, incorporated in Australia, is not a related party to the Company and is the holder of the rights to the mineral claims for the Cormorant Pegmatite Field Project and the White Rabbit Lithium Project.

• There are no other material conditions that need to be satisfied before the Option becomes binding. In the event that the Company exercises the Option, shareholder approval will be sought for the purposes of Listing Rule 7.1 to issue the Consideration Shares, Consideration Options, Performance Shares 1 and Performance Shares 2.

• There will not be any change to the Company's board or management in connection with the proposed Transaction.

• Half of the Upfront Consideration Shares (18.75 million) will be subject to voluntary escrow for a 6-month period to commence on the Settlement Date.

• Empire Capital Partners, an Australian based firm has been appointed as advisor to the Company in relation to the Transaction ("Empire Capital"). Empire Capital will receive the following fees in relation to the Transaction:
  • Success fees of 3% of the total transaction value in TMR shares. Payments to be issued progressively upon satisfaction of Milestone 1 and Milestone 2 payments; and
  • A $3,750 in cash or 150,000 TMR shares per month retainer for 12 months from execution of the Mandate.
  • The issue of Tempus shares to Empire Capital will be subject to Tempus shareholder approval.

Lithium in Manitoba

There are currently two operating mines in Canada that provide a source for Lithium, the Tanco Mine in south east Manitoba and the North American Lithium mine near Val-d'Or Quebec. With numerous occurrences of both hard rock (Pegmatite) and brine sources, Manitoba is encouraging companies to come to the province to explore for lithium to meet the forecast global supply shortfall.

Magmatic deposits (pegmatite) in the Archean Superior province and Paleoproterozoic Trans-Hudson orogen are currently being evaluated as sources of lithium. The Williston Basin overlies the Precambrian basement in southwestern Manitoba and contains several stacked saline aquifers, as well as thick evaporite deposits, that may host lithium brines or salts but have yet to be systematically evaluated for their potential.

Granitic pegmatite contains the largest known resources of lithium in Manitoba. The most prolific region is the Winnipeg River-Cat Lake pegmatite field, which hosts the world-class Tanco lithium-caesium-tantalum deposit, along with numerous other pegmatites that collectively define this large field.

Elsewhere in the Archean Superior province, lithium-bearing pegmatite occurs at Red Sucker Lake, Gods Lake, Cross Lake, Red Cross Lake and McLaughlin Lake, and at Wekusko Lake in the Paleoproterozoic Trans Hudson orogen (Figure 7), indicating widespread potential for this deposit type. Spodumene, petalite and lepidolite are the most common lithium-bearing minerals in this type of deposit.

Figure 7: Manitoba Pegmatite Lithium Occurrences

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Source: Manitoba Economic Development and Trade

Competent Persons Statement

Information in this report relating to Exploration Results is based on information reviewed by Mr. Sonny Bernales, who is a Member of the Engineers and Geoscientists British Columbia (EGBC), which is a recognised Professional Organisation (RPO), and an employee of Tempus Resources. Mr. Bernales has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined by the 2012 Edition of the Australasian Code for reporting of Exploration Results, Mineral Resources and Ore Reserves, and as a Qualified Person for the purposes of NI43-101. Mr. Bernales consents to the inclusion of the data in the form and context in which it appears.

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

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, 2023 dated May 12, 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.

Appendix 1

Table 1a: White Rabbit - Pegmatite Outcrop Mapping Locations

Note: Width and strike length of pegmatite outcrops at White Rabbit are estimates based on historical maps sourced from Manitoba Geological Service and have not been verified.

Table 1b: Cormorant Project - Historic Drill Collar Table

Note: * indicates drill holes with available drill logs

Table 2: Cormorant Project - Significant Historic Drilling Results of Pegmatite Intersections

Note: Twenty diamond core drill holes have been completed on the Cormorant Project between 1975 and 2006. Drill core logs have been obtained for the six drill holes presented in Table 2

Appendix 2: The following tables are provided to ensure compliance with the JORC Code (2012) requirements for the reporting of Exploration Results for the Cormorant - White Rabbit Lithium Projects

Section 1: Sampling Techniques and Data
(Criteria in this section apply to all succeeding sections.)

Section 2: Reporting of Exploration Results
(Criteria listed in the preceding section also apply to this section.)

¹ ASX Announcement, LM1, Corporate Presentation, 5 September 2023

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