Timberline Announces Non-Brokered Private Placement

Not for distribution to United States Newswire Services or for dissemination in the United States

HAYDEN, ID / ACCESSWIRE / December 19, 2023 / Timberline Resources Corporation (OTCQB:TLRS)(TSX-V:TBR) ("Timberline" or the "Company") announces that it has filed with the TSX Venture Exchange for approval of a non-brokered private placement of units of the Company ("Units") at a price of US$0.04 per Unit (approximately C$0.054, based on a currency exchange rate of US$0.747 to C$1.00 as of December 18, 2023) for gross proceeds of up to US$600,000 (the "Offering"). The Units will be offered solely to persons or institutions who qualify as accredited investors (the "Offering") under Rule 506(b) of Regulation D promulgated by the Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Securities Act"). The Offering may be completed in one or more tranches and is subject to approval by the TSX Venture Exchange.

Each Unit will consist of one share of common stock of the Company and one common share purchase warrant (a "Warrant"), with each Warrant exercisable to acquire an additional share of common stock of the Company at a price of US$0.06 per share for four years from the date of issuance.

The Company plans to use the net proceeds of the Offering for general corporate working capital and exploration expenditures at its Eureka Project.

Finders' fees may be payable with respect to subscriptions for Units accepted by the Company. Certain insiders may participate in the Offering.

This press release is issued for informational purposes pursuant to Rule 135c of the Securities Act, and shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

The securities will not be registered under the Securities Act or the securities laws of any state and may not be offered or sold in the United States or outside the United States absent registration or an applicable exemption from the registration requirements under the Securities Act and any applicable state securities laws.

The securities to be issued pursuant to the Offering will be subject to a statutory hold period in accordance with applicable securities legislation.

The Company also announces that it has terminated the private placement previously announced on August 17, 2023.