TNRG Signs Reg A Offering Agreement

News release by Thunder Energies Corp.

ATLANTA, GA | February 03, 2023 10:38 AM Eastern Standard Time

McapMediaWire -- THUNDER ENERGIES CORP. [OTC: TNRG] announces that it has executed an agreement this week with Dalmore Group, a broker-dealer, New York, NY, regarding the company's Reg A Offering.

Terms and provisions of the agreement were not released. Dalmore will be assisting TNRG with the FINRA broker-dealer letter required as part of the Reg A offering process.

As a broker-dealer, Dalmore is widely acknowledged to be a leading financial firm. They cite a client roster on their website that shows they are providing broker dealer services to hundreds of public company entities with Reg A Offerings.

TNRG's proposed offering is 15 million common shares at $5 each, for a total of $75 million – the maximum allowed under a Tier II SEC Reg A offering. The offering will be open, per SEC guidelines, for 12 months once it is qualified. Net proceeds to Thunder Energy are anticipated to be slightly more than $71 million if the offering is fully subscribed. Securities may be sold by the company, as issuer, or by licensed underwriters, or broker-dealers, such as Dalmore.

The filing of the Reg A Offering text is available at this link.

Ric Haynes, TNRG President, stated the agreement is just one of many steps that TNRG is taking to execute on its new business plan. Haynes, and other members of the new leadership took control of TNRG in April of 2022. Since then, the company has executed agreements for $40 million in cryptocurrency assets; for development of a multimillion-dollar mineral property with substantial reserves in Nevada; and, entered into an agreement and marketing partnership with the WNBA team owned by Mark Davis, the Las Vegas Aces. Additionally, it has:

Brought TNRG into full compliance on SEC required financial reporting, with all filings audited by its independent public accountants.
Announced the planned uplisting of the stock from pink sheets to OTCQB.
Filed a Reg A Offering for $75 million, as stated above.
Anticipates a major debt issuance that its Ohio-based bond counsel is preparing.

"TNRG is now the proverbial rock rolling down a hillside," Haynes said, "and the public investor community will see that – just like the rock – our momentum is increasing.

This announcement does not supersede or otherwise alter or modify the Reg A filing. The company intends for proceeds to be used for general corporate purposes. Please refer to the filing and issuing prospectus for complete information.

For more information about Thunder Energies, its SEC filings, and business activities, please visit: www.thunderenergiescorp.com

Contents of this press release are provided for general information purposes only and do not constitute an offer to sell or a solicitation of an offer to buy any security of Thunder Energies Corporation ("TNRG") or its affiliates ("Security") in any jurisdiction. TNRG does not intend to solicit and IS not soliciting, any action with respect to any Security or any other contractual relationship with TNRG. Nothing in this press release or the Contents thereof, individually or taken in the aggregate, constitutes an offer of securities for sale or a solicitation of an offer to buy any security in the United States, the United Kingdom, Hong Kong, Singapore or Japan or to US persons, or in any other jurisdiction in which such an offer or solicitation is unlawful.

Safe Harbor Act: This release includes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 that involves risks and uncertainties including, but not limited to, the impact of competitive products, the ability to meet customer demand, the ability to manage growth, acquisitions of technology, equipment, or human resources, the effect of economic business conditions, and the ability to attract and retain skilled personnel. The Company is not obligated to revise or update any forward-looking statements to reflect events or circumstances that may arise after the date of this release.

Investor Relations

Rick Freeman

CMO

MAJORMEDIA INC

E: majormediasales@comcast.net

P: 570.468.2205

Donald R. Keer, P.E., Esq.

Corporate Counsel

Thunder Energies Corp.

3663 Greenwood Circle

Chalfont, PA 18914

215-962-9378