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TUNG.CN ·

Closing of 2nd Tranche Private Placement of Shares

Financings

DEMESNE RESOURCES LTD. ANNOUNCES CLOSING OF A SECOND

TRANCHE OF PREVIOUSLY ANNOUNCED PRIVATE PLACEMENT FINANCING

- NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S.

NEWSWIRE SERVICES -

Vancouver, BC, December 13, 2024 – Demesne Resources Ltd. (CSE:DEME)

(OTCQB:DEMRF) (“Demesne” or the “Company”) is pleased to announce that it has completed

the second tranche (the “ Second Tranche”) of its previously a nnounced non-brokered private

placement financing (the “ Offering”). Pursuant to the Second Tranche, the Company issued

3,495,603 common shares of the Company (“Common Shares”), at a price of $0.25 per Common

Share for gross proceeds of approximately $873,901.

The Company plans to complete a subsequent tranche of the Offering, for gross proceeds of up to

$839,599 in December 2024.

In connection with the Second Tranche, the Comp any paid finder’s fees to eligible finders

consisting of $1,050 in cash and 4,200 Common Share purchase warrants (the “ Finder’s

Warrants”). Each Finder’s Warrant is exercisable to acquire one Common Share of capital of the

Company at an exercise price of $0.25 per Common Share for a period of 12-months.

Closing of the Offering is subject to a number of conditions, including receipt of all necessary

corporate and regulatory approvals, including the Canadian Securities Exchange (the “CSE”).

The Company will use the net proceeds from the Offering to fund certain payments pursuant to an

option agreement in connection with the IMA Mine Project, certain payments pursuant to an option

agreement in connection with the Star Projec t, work program related expenses, marketing

expenses, and for general working capital purposes . All securities issued in connection with the

Second Tranche are subject to a st atutory hold period of four months plus a day from the date of

issuance in accordance with applicable securities legislation.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any

securities in the United States. The securities have not been a nd will not be registered under the

United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities

laws and may not be offered or so ld within the United States or to U.S. Persons unless registered

under the U.S. Securities Act and applicable state securities la ws or an exem ption fro m such

registration is available.

ABOUT DEMESNE RESOURCES LTD.

Demesne Resources Ltd. is a British Columbia based company involved in the acquisition and

exploration of magnetite mineral properties. The Company's Star Project consists of five

contiguous mineral titles covering an area of approximately 4,615.75 hect ares located in the

Skeena Mining Division, British Columbia, Canada . The Company has entered into an option

agreement pursuant to which it is entitled to earn an undivided 100% interest in the Star Project.

Demesne has also entered into an option agreem ent, pursuant to which it can acquire a 100%

interest (subject to a 2% roya lty) in and to the IMA Mine Proj ect, a past producing underground

tungsten mine situated on 22 patented claims located in East Central, Idaho, United States.

Social media links:

LinkedIn: https://www.linkedin.com/company/demesneresources/

X: https://x.com/demesneresource

Facebook: https://www.facebook.com/DemesneResources

Instagram: https://www.instagram.com/demesneresources/

YouTube: https://www.youtube.com/@demesneresources

ON BEHALF OF THE BOARD OF DIRECTORS:

Murray Nye

CEO

1055 West Georgia Street, Suite 1500

Vancouver, BC V6E 0B6

Canada

For further information, please contact:

Murray Nye, CEO

Email: [email protected]

Phone: +1 (416) 300-7398

CSE:DEME

OTCQB:DEMRF

The Canadian Securities Exchange does not accept responsibility for the adequacy or accuracy of

this release and has neither approved nor disapproved the contents of this press release.

This press release includes "forward-looking in formation" that is subject to a number of

assumptions, risks and uncertainties, many of wh ich are beyond the control of the Company.

Such statements represent the Company’s current views with respect to future events and are

necessarily based upon a number of assumptio ns and estimates that, while considered

reasonable by the Company, are inherently subject to significan t business, economic,

competitive, political and social risks, contin gencies and uncertainties. Many factors, both

known and unknown, could cause results, perfor mance, or achievements to be materially

different from the results, performance or achievements that are or may be expressed or implied

by such forward-looking statements. The Com pany does not intend, and does not assume any

obligation, to update these forward-looking stat ements or information to reflect changes in

assumptions or changes in circumstances or an y other events affecting such statements and

information other than as required by applicable laws, rules and regulations.