Venus Metals Corporation Limited: Capital Raising Entitlement Offer

Perth - Venus Metals Corporation Ltd. (ASX:VMC) (Venus or Company) is pleased to advise that the Company intends to undertake a pro-rata non-renounceable entitlement offer of listed options over fully paid ordinary shares (ASX:VMCOA) (Options) on the basis of 1 new Option for every three fully paid ordinary shares (Shares) held to raise up to approximately $512,000 (before costs) (Entitlement Offer).

Funds raised under the Entitlement Offer will be used for:

a) exploration at various gold targets at the Youanmi High Grade Gold Project;

b) exploration at Youanmi Currans Cobalt Project;

c) exploration for lithium at various other tenements; and

d) general working capital purposes.

Under the Entitlement Offer, Eligible Shareholders (as defined below) will be entitled to subscribe for one (1) Option at the Offer Price of $0.02 per Option for every three (3) Shares held at 7:00pm (Perth time) on 30 October 2017 (Record Date).

Options issued under the Entitlement Offer will have an exercise price of $0.20 and an expiry date of 30 November 2019and will rank equally with the existing listed options of the Company. The Shares that will be issued upon the exercise of the Options will rank equally with the existing Shares of the Company.

Shareholders on the Record Date with a registered address in Australia and New Zealand whom are eligible under all applicable securities laws to receive an offer under the Entitlement Offer will be eligible to participate in the Entitlement Offer (Eligible Shareholders).

The Entitlement Offer will be undertaken pursuant to a prospectus which will be sent to Eligible Shareholders on or around 2 November 2017 in accordance with the indicative timetable set out below. The Directors recommend Eligible Shareholders read the prospectus carefully before deciding whether to proceed.

The Entitlement Offer is non-renounceable and rights will not be traded on the ASX or otherwise transferable. Eligible Shareholders who do not take up their entitlement under the Entitlement Offer in full or in part, will not receive any value in respect of those entitlements not taken up. The Entitlement Offer will raise up to approximately $512,000 (before costs). Under the Entitlement Offer, Venus will offer up to approximately $512,000 Options to Eligible Shareholders.

Any Options not taken up by Eligible Shareholders (including under the Shortfall Facility) may become available as shortfall (Shortfall). The Directors reserve the right, subject to the requirements of the Listing Rules and the Corporations Act, to place any Shortfall at their absolute discretion.

Indicative Timetable

The proposed timetable for the Entitlement Offer, which is subject to ASX review, is as follows:

Event: Announcement of launch of the Entitlement Offer
Date: 13 October 2017

Event: Lodgement of Appendix 3B with ASX
Date: 13 October 2017

Event: Prospectus lodged at ASIC and ASX
Date: 25 October 2017

Event: Notice sent to Shareholders
Date: 26 October 2017

Event: "Ex" date
Date: 27 October 2017

Event: Record Date to determine Entitlements
Date: 7.00pm (Perth time) 30 October 2017

Event: Prospectus (together with Entitlement and Acceptance Form) despatched to Shareholders
Date: 2 November 2017

Event: Entitlement Offer Opens
Date: 2 November 2017

Event: Entitlement Offer Closes (unless extended or withdrawn)
Date: 5.00pm (Perth time) 13 November 2017

Event: Options quoted on a deferred settlement basis
Date: 14 November 2017

Event: Notification to ASX of under subscriptions
Date: 16 November 2017

Event: Issue date
Date: 20 November 2017

The above timetable is indicative only and subject to change. The Company reserves the right to amend any or all of these events, dates and times subject to the Corporations Act, the ASX Listing Rules and other applicable laws.

About Venus Metals Corporation Limited:

Venus Metals Corporation Ltd. (ASX:VMC) holds a significant and wide ranging portfolio of Australian base and precious metals exploration projects comprising lithium, cobalt, vanadium, copper, zinc, nickel, gold and platinum group of elements.

Key project areas in Western Australia include:

- Pincher Well Zinc-Copper Project (Youanmi): Over 5 km of under explored VMS trend with an Exploration Target of 15-20 Million Tonnes@ 2-8% Zinc,which also hosts a number of high grade lodes (>10% Zinc).

- Currans Well Cobalt-Nickel-Copper Project (Youanmi): Significant Cobalt mineralisation up to 1483 ppm Co in historical drilling. Extensive Lateritic Duricrust Co-Ni target areas identified.

- Curara Well Nickel-Copper-Gold Project (Doolgunna):10 km northeast of Sandfire Resources DeGrussa Copper Mine. Wide intercepts of disseminated Nickel Sulphides (Millerites) in Ultramafics.

- Southern Cross Vanadium Project (Youanmi): JORC 2012 Inferred Vanadium Mineral Resource of 167.7 Millions Tonnes @ 0.41% V2O5, 7.52% TiO2.

- Strategic Lithium-Tantalum Projects in WA.



Contact:

Dean Calder Company Secretary
Venus Metals Corporation Ltd.
T: +61-8-9321-7541
F: +61-8-9486-9587
www.venusmetals.com.au