1911 Gold Corporation (‘ 1911 Gold ‘ or the ‘ Company ‘) (TSXV: AUMB,OTC:AUMBF; FRA: 2KY) is pleased to announce that it has completed its previously announced ‘bought deal’ LIFE offering (the ‘ Offering ‘) for gross proceeds of C$13,225,232.30, including the exercise in full of the Underwriters’ Option (as defined in the press release dated June 24, 2025). The Offering consisted of the sale of: (i) 3,750,000 common shares of the Company (the ‘ Non-FT Shares ‘) at a price of C$0.20 per Non-FT Share; (ii) 2,924,000 common shares (the ‘ Tranche 1 CEE Shares ‘) at a price of C$0.342 per Tranche 1 CEE Share; (iii) 31,163,633 common shares (the ‘ Tranche 2 CEE Shares ‘ and together with the Tranche 1 CEE Shares, the ‘ CEE Offered Shares ‘) at a price of C$0.288 per Tranche 2 CEE Share; and (iv) 10,163,000 common shares (the ‘ CDE Offered Shares ‘ and, together with the Non-FT Shares and CEE Offered Shares, the ‘ Offered Shares ‘) at a price of C$0.246 per CDE Offered Share. The CEE Offered Shares and CDE Offered Shares will qualify as ‘flow-through shares’ (within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the ‘ Tax Act ‘)).

Shaun Heinrichs, President and CEO of 1911 Gold, commented, ‘We’re extremely pleased with the overwhelming interest in this financing, which was significantly oversubscribed. Notably, Mr. Eric Sprott increased his participation and led the financing with a commitment well above his pro rata share. This additional capital positions us well to ramp up exploration and advance key development activities at the True North underground mine, in preparation for a potential restart of operations.’

Eric Sprott, through 2176423 Ontario Ltd., a corporation beneficially owned by him, acquired 9,288,734 common shares pursuant to the Offering for total consideration of $1,857,746.80. Prior to the Offering, Mr. Sprott beneficially owned or controlled 33,333,334 common shares of the Company representing approximately 16.7% on a non-diluted basis. As a result of the Offering, Mr. Sprott now beneficially owns or controls 42,622,068 common shares representing approximately 17.2% on a non-diluted basis. The securities are held for investment purposes. Mr. Sprott has a long-term view of the investment and may acquire additional securities including on the open market or through private acquisitions or sell the securities including on the open market or through private dispositions in the future depending on market conditions, reformulation of plans and/or other relevant factors. A copy of the early warning report with respect to the foregoing will appear on 1911 Gold’s profile on SEDAR+ at www.sedarplus.ca and may also be obtained by calling Mr. Sprott’s office at (416) 945-3294 (2176423 Ontario Ltd., 7 King Street East, Suite 1106, Toronto Ontario M5C 3C5).

The Offering was conducted on a ‘bought deal’ basis led by Haywood Securities Inc. (‘ Haywood ‘) as lead underwriter and sole bookrunner, and including Velocity Trade Capital Ltd. (together with Haywood, the ‘ Underwriters ‘).

For 2,924,000 CEE Offered Shares, the Company, pursuant to the provisions in the Tax Act shall use an amount equal to the gross proceeds of the sale of such CEE Offered Shares to incur eligible ‘Canadian exploration expenses’ that qualify as both ‘flow-through mining expenditures’ (as defined in the Tax Act) and ‘flow-through mining expenditures’ as defined in subsection 11.7(1) of the Income Tax Act (Manitoba) for purposes of the Manitoba Mineral Exploration Tax Credit. Such expenditures shall be incurred after the Closing Date and prior to December 31, 2026 in the aggregate amount of not less than the total amount of the gross proceeds raised from the issue of such CEE Offered Shares. The Company shall renounce the qualifying expenditures so incurred to the purchasers of such CEE Offered Shares effective on or before December 31, 2025.

For 2,777,778 CEE Offered Shares, the Company, pursuant to the provisions in the Tax Act shall use an amount equal to the gross proceeds of the sale of such CEE Offered Shares to incur eligible ‘Canadian exploration expenses’, after the Closing Date and prior to October 31, 2025 in the aggregate amount of not less than the total amount of the gross proceeds raised from the issue of such CEE Offered Shares. The Company shall renounce the qualifying expenditures so incurred to the purchasers of such CEE Offered Shares effective on or before October 31, 2025.

For 28,385,855 CEE Offered Shares, the Company, pursuant to the provisions in the Tax Act shall use an amount equal to the gross proceeds of the sale of such CEE Offered Shares to incur eligible ‘Canadian exploration expenses’, after the Closing Date and prior to December 31, 2026 in the aggregate amount of not less than the total amount of the gross proceeds raised from the issue of such CEE Offered Shares. The Company shall renounce the qualifying expenditures so incurred to the purchasers of such CEE Offered Shares effective on or before December 31, 2025.

For the CDE Offered Shares, the Company, pursuant to the provisions in the Tax Act shall use an amount equal to the gross proceeds of the sale of the CEE Offered Shares to incur eligible ‘accelerated Canadian development expenses’ after the Closing Date and prior to March 31, 2026 in the aggregate amount of not less than the total amount of the gross proceeds raised from the issue of CDE Offered Shares. The Company shall renounce the qualifying expenditures so incurred to the purchasers of the CDE Offered Shares effective on or before March 31, 2026.

The net proceeds from the sale of the Non-FT Shares shall be used for general corporate and working capital purposes.

In consideration for its services, the Company has paid the Underwriters a cash commission of C$688,513.94, equal to 6.0% of the gross proceeds from the Offering (subject to a reduction to 3.0% on certain president’s list purchases) and 2,505,037 non-transferable compensation options (the ‘Compensation Options’), equal to 6.0% of the aggregate number of Offered Shares sold under the Offering (subject to reduction to 3.0% on certain president’s list purchases). Each Compensation Option is exercisable to acquire one common share (a ‘ Compensation Option Share ‘) of the Company at a price of C$0.22 per Compensation Option Share for a period of 24 months from the closing date of the Offering, except Compensation Options issued with respect to president’s list purchasers, with such Compensation Options to be exercisable at a price of C$0.22 per Compensation Option Share for a period of nine months from the closing date.

The Offered Shares were sold to purchasers resident in Canada pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions and Coordinated Blanker Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption . The Offered Shares are not subject to any hold period under applicable Canadian securities legislation.

The Offering is subject to final acceptance by the TSX Venture Exchange.

Certain insiders of the Company (within the meaning of the rules and policies of the TSXV) (the ‘Insiders’) have acquired an aggregate of 10,288,734 common shares of the Company in connection with the Offering. The Insider’s participation in the Offering therefore constitutes a ‘related-party transaction’ within the meaning of TSXV Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (‘ MI 61-101 ‘). The Company is relying on exemptions from the formal valuation and minority security holder approval requirements of the related-party rules set out in sections 5.5(a) and 5.7(a) of MI 61-101 as the fair market value of the subject matter of the Offering does not exceed 25% of the market capitalization of the Company. The Company did not file a material change report more than 21 days before the closing of the Offering as the details of the Offering and the participation therein by each ‘related party’ of the Company were not settled until shortly prior to the closing of the Offering, and the Company wished to close the Offering on an expedited basis for sound business reasons.

The Offered Shares have not been registered and will not be registered under the U.S. Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to U.S. Persons absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

  About 1911 Gold Corporation  

 1911 Gold is a junior explorer that holds a highly prospective, consolidated land package totaling more than 61,647 hectares within and adjacent to the Archean Rice Lake greenstone belt in Manitoba, and also owns the True North mine and mill complex at Bissett, Manitoba. 1911 Gold believes its land package is a prime exploration opportunity, with the potential to develop a mining district centred on the True North complex. The Company also owns the Apex project near Snow Lake, Manitoba and the Denton-Keefer project near Timmins, Ontario, and intends to focus on organic growth and accretive acquisition opportunities in North America.

 1911 Gold’s True North complex and exploration land package are located within the traditional territory of the Hollow Water First Nation, signatory to Treaty No. 5 (1875-76). 1911 Gold looks forward to maintaining open, co-operative and respectful communication with the Hollow Water First Nation, and all local stakeholders, in order to build mutually beneficial working relationships.

  ON BEHALF OF THE BOARD OF DIRECTORS  

Shaun Heinrichs

President and CEO

  For further information, please contact:  

Shaun Heinrichs

Chief Executive Officer

(604) 674-1293

sheinrichs@1911gold.com

www.1911gold.com

  CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION  

  This news release may contain forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as ‘plans’, ‘expects’ or ‘does not expect’, ‘is expected’, ‘budget’, ‘scheduled’, ‘estimates’, ‘forecasts’, ‘intends’, ‘anticipates’ or ‘does not anticipate’, or ‘believes’, or describes a ‘goal’, or variation of such words and phrases or state that certain actions, events or results ‘may’, ‘could’, ‘would’, ‘might’ or ‘will’ be taken, occur or be achieved.  

  All forward-looking statements reflect the Company’s beliefs and assumptions based on information available at the time the statements were made. Actual results or events may differ from those predicted in these forward-looking statements. All of the Company’s forward-looking statements are qualified by the assumptions that are stated or inherent in such forward-looking statements, including the assumptions listed below. Although the Company believes that these assumptions are reasonable, this list is not exhaustive of factors that may affect any of the forward-looking statements.  

  Forward-looking statements involve known and unknown risks, future events, conditions, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, prediction, projection, forecast, performance or achievements expressed or implied by the forward-looking statements. All statements that address expectations or projections about the future, including, but not limited to, statements with respect to the terms of the Offering, the use of proceeds of the Offering, the timing and ability of the Company to receive necessary regulatory approvals, the tax treatment of the securities issued under the Offering, the timing for the qualifying expenditures to be incurred and to be renounced in favour of the subscribers, and the plans, operations and prospects of the Company, are forward-looking statements.  

  In making the forward-looking statements included in this news release, the Company have applied several material assumptions, including that the Company will use the net proceeds of the Offering as anticipated; that the Company will receive all necessary approvals in respect of the Offering; the Company´s financial condition and development plans do not change because of unforeseen events, and management’s ability to execute its business strategy and no unexpected or adverse regulatory changes with respect to the Company mineral projects, and that the specific proposals to amend the Tax Act publicly announced on March 3, 2025 by the Minister of Energy and Natural Resources on behalf of the Minister of Finance proposing an amendment to extend the mineral exploration tax credit for investors in flow-through shares until March 31, 2027 will be enacted. Forward-looking statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of the Company to control or predict, that may cause the Company’s 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. Although 1911 Gold has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.  

  All forward-looking statements contained in this news release are given as of the date hereof. The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws.  

  Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.  

Maritime Resources Corp. (TSXV: MAE,OTC:MRTMD) (‘Maritime’ or the ‘Company’) is pleased to announce the closing of its previously announced brokered ‘best efforts’ private placement offering (the ‘Offering’) of common shares in the capital of the Company (‘Offered Securities’) for aggregate gross proceeds of approximately $11,500,490. The Offering was led by Paradigm Capital Inc. (‘Paradigm’), as lead agent and sole bookrunner, on a ‘best efforts’ agency basis, together with SCP Resource Finance LP (together with Paradigm, the ‘Agents’), pursuant to the terms of an agency agreement among the Company and the Agents dated as of July 17, 2025 (the ‘Closing Date’).

Pursuant to the Offering, the Company issued an aggregate of 10,177,425 Offered Securities, including the exercise of exercise of the Agents’ option to sell additional Offered Securities, at a price of $1.13 per Offered Security (the ‘Issue Price‘). All Offered Securities issued in connection with the Offering are subject to a four month plus one day hold period in accordance with Canadian securities laws. The net proceeds from the Offering will be used for exploration and development at the Company’s mineral projects in Newfoundland and Labrador, repaying the balance of the Company’s US$5,000,000 aggregate principal amount of senior secured notes, and general working capital purposes.

In connection with the closing of the Offering, the Company paid the Agents a cash commission and corporate finance fee totaling $684,089 and issued the Agents compensation options exercisable for a period of 24 months following the Closing Date to acquire up to 605,389 Offered Securities at the Issue Price.

The Offering was conducted in all provinces and territories of Canada pursuant to private placement exemptions, in the United States pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended (the ‘U.S. Securities Act‘), and in such other jurisdictions as agreed to by the Company and the Agents. The securities have not been, and will not be, registered under the U.S. Securities Act, or any U.S. state securities laws, and may not be offered or sold in the United States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with the requirements of an applicable exemption therefrom. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor may there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Certain directors, officers and 10% shareholders of the Company participated in the Offering and subscribed for an aggregate of 30,975 Offered Securities for gross proceeds of $35,002. The participation of such insiders constituted a related party transaction as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (‘MI 61-101‘). The Company intends to rely on the exemptions in Sections 5.5(a) and 5.7(1)(a) from the formal valuation and minority shareholder approval requirements of MI 61-101 as the fair market value of the securities issued in the Offering will not exceed 25% of the Company’s market capitalization. The Company did not file a material change report more than 21 days prior to the closing of the Offering as the subscriptions were not known in advance of its announcement.

About Maritime Resources Corp.

Maritime (TSXV: MAE,OTC:MRTMD) is a gold exploration and development company focused on advancing the Hammerdown Gold Project in the Baie Verte District of Newfoundland and Labrador, a top tier global mining jurisdiction. Maritime holds a 100% interest directly and subject to option agreements entitling it to earn 100% ownership in the Green Bay Property which includes the former Hammerdown gold mine and the Orion gold project. Maritime controls over 439 km² of exploration land including the Green Bay, Whisker Valley, Gull Ridge and Point Rousse projects. Mineral processing assets owned by Maritime in the Baie Verte mining district include the Pine Cove mill and the Nugget Pond gold circuit.

On Behalf of the Board:

Maritime Resources Corp.

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Caution Regarding Forward-Looking Statements:

Certain of the statements made and information contained herein is ‘forward-looking information’ within the meaning of National Instrument 51-102 Continuous Disclosure Obligations of the Canadian Securities Administrators. These statements and information are based on facts currently available to the Company and there is no assurance that actual results will meet management’s expectations. Forward-looking statements and information may be identified by such terms as ‘anticipates’, ‘believes’, ‘targets’, ‘estimates’, ‘plans’, ‘expects’, ‘may’, ‘will’, ‘could’ or ‘would’. While the Company considers its assumptions to be reasonable as of the date hereof, forward-looking statements and information are not guarantees of future performance and readers should not place undue importance on such statements as actual events and results may differ materially from those described herein. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. The forward-looking statements in this news release include without limitation, statements related to the Offering and the use of proceeds thereof. All forward-looking information contained in this press release is given as of the date hereof, and is based on the opinions and estimates of management and information available to management as of the date hereof. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events, or otherwise, except as may be required by applicable securities laws.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/259103

(TheNewswire)

  Under the agreement, ITG will receive compensation of CAD$5,000 per month, payable monthly in advance.  The agreement is for an initial term of one month and will renew for additional one-month terms unless terminated.  The agreement may be terminated by either party with 30 days’ notice.  There are no performance factors contained in the agreement and ITG will not receive shares or options as compensation.  ITG and the Company are unrelated and unaffiliated entities and at the time of the agreement, neither ITG nor its principals have an interest, directly or indirectly, in the securities of the Company   .  

Shares for Debt Settlement

  Further to the Company’s news release of June 16, 2025, it has received TSXV acceptance of the agreements with certain creditors to accept shares in the Company in settlement of their debt.   The aggregate number of shares to be issued is 2,376,667 at a price of $0.06 per share, for settlement of $142,600.00.   All securities issued will be subject to a four-month hold period which will expire on the date that is four months and one day from the date of issue.  

  The issuance of 2,376,667   common shares to directors and officers of the Company constitutes a ‘related party transaction’ as this term is defined in Multilateral Instrument 61-101: Protection of Minority Securityholders in Special Transactions (‘   MI 61-101   ‘). The directors and officers of the Company, acting in good faith, determined that the fair market value of the common shares being issued pursuant to the shares for debt transaction and the consideration being paid is reasonable. The Company intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of the common shares nor the debt exceeds 25% of the Company’s market capitalization.  

About Independent Trading Group

  Independent Trading Group (ITG) Inc. is a Toronto based CIRO dealer-member that specializes in market making, liquidity provision, agency execution, ultra-low latency connectivity, and bespoke algorithmic trading solutions.  Established in 1992, with a focus on market structure, execution and trading, ITG has leveraged its own proprietary technology to deliver high quality liquidity provision and execution services to a broad array of public issuers and institutional investors.  

      About Pinnacle Silver and Gold Corp.  

  Pinnacle   is   focused   on   district-scale   exploration   for   precious   metals   in the Americas.  The high-grade Potrero gold-silver project in Mexico’s Sierra Madre Belt hosts an underexplored low-sulphidation epithermal vein system and provides the potential for near-term production   .   In the prolific   Red   Lake   District   of   northwestern   Ontario, the Company owns a 100%   interest in the   past-producing,   high-grade   Argosy   Gold   Mine and the adjacent North Birch   Project   with an eight-kilometre-long target horizon   .   With   a   seasoned,   highly   successful   management   team   and   quality   projects,   Pinnacle   Silver   and   Gold   is committed   to   building   long   -term   ,   sustainable   value   for   shareholders.  

  Signed: ‘Robert A. Archer’  

  President & CEO  

    For further information contact   :  

  Email:     info@pinnaclesilverandgold.com    

  Tel.:  +1 (877) 271-5886 ext. 110  

    Website:     www.pinnaclesilverandgold.com    

  Neither the TSX Venture Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this release   .  

Copyright (c) 2025 TheNewswire – All rights reserved.

Homerun Resources Inc. (TSXV: HMR,OTC:HMRFF) (OTCQB: HMRFF) (‘Homerun’ or the ‘Company’) announces that, further to its April 2, 2025 news release, the Company will not be proceeding with the previously contemplated engagement of DGWA GmbH as a European financial markets’ adviser. The Company is currently advancing other European financing and advisory relationships.

About Homerun (www.homerunresources.com)
Homerun (TSXV: HMR,OTC:HMRFF) is a vertically integrated materials leader revolutionizing green energy solutions through advanced silica technologies. As an emerging force outside of China for high-purity quartz (HPQ) silica innovation, the Company controls the full industrial vertical from raw material extraction to cutting-edge solar, battery and energy storage solutions. Our dual-engine vertical integration strategy combines:

Homerun Advanced Materials

• Utilizing Homerun’s robust supply of high purity silica sand and quartz silica materials to facilitate domestic and international sales of processed silica through the development of a 120,000 tpy processing plant.

• Pioneering zero-waste thermoelectric purification and advanced materials processing technologies with University of California – Davis.

Homerun Energy Solutions

• Building Latin America’s first dedicated high-efficiency, 365,000 tpy solar glass manufacturing facility and pioneering new solar technologies based on years of experience as an industry leader in developing photovoltaic technologies with a specialization in perovskite photovoltaics.

• European leader in the marketing, distribution and sales of alternative energy solutions into the commercial and industrial segments (B2B).

• Commercializing Artificial Intelligence (AI) Energy Management and Control System Solutions (hardware and software) for energy capture, energy storage and efficient energy use.

• Partnering with U.S. Dept. of Energy/NREL on the development of the Enduring long-duration energy storage system utilizing the Company’s high-purity silica sand for industrial heat and electricity arbitrage and complementary silica purification.

With six profit centers built within the vertical strategy and all gaining economic advantage utilizing the Company’s HPQ silica, across, solar, battery and energy storage solutions, Homerun is positioned to capitalize on high-growth global energy transition markets. The 3-phase development plan has achieved all key milestones in a timely manner, including government partnerships, scalable logistical market access, and breakthrough IP in advanced materials processing and energy solutions.

Homerun maintains an uncompromising commitment to ESG principles, deploying the cleanest and most sustainable production technologies across all operations while benefiting the people in the communities where the Company operates. As we advance revenue generation and vertical integration in 2025, the Company continues to deliver shareholder value through strategic execution within the unstoppable global energy transition.

FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE
The information contained herein contains ‘forward-looking statements’ within the meaning of applicable securities legislation. Forward-looking statements relate to information that is based on assumptions of management, forecasts of future results, and estimates of amounts not yet determinable. Any statements that express predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance are not statements of historical fact and may be ‘forward-looking statements’.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/259053

‘Not for distribution to United States newswire services or for dissemination in the United States.’

Forte Minerals Corp . (‘ Forte ‘ or the ‘ Company ‘) ( CSE: CUAU ) ( OTCQB: FOMNF ) ( Frankfurt: 2OA ) is pleased to announce a non-brokered private placement with a strategic investor (the ‘ Investor ‘), who will acquire 6,326,066 common shares at a price of C$0.90 per share for gross proceeds of approximately C$5,693,459 (the ‘ Strategic Placement ‘). Upon closing of the Strategic Placement, the Investor will own 9.99% of Forte’s issued and outstanding common shares on a non-diluted basis, establishing a meaningful long-term position in Forte’s growth and exploration strategy.

The C$0.90 offering price reflects a premium to Forte’s current market value, underscoring the Investor’s conviction in the Company’s long-term potential.

Patrick Elliott, President and CEO of Forte, commented: ‘This strategic investment marks a significant milestone for the company. It reflects strong conviction in the long-term value of our portfolio and validates the quality of our exploration pipeline. We’re excited to begin what we see as a long-term, collaborative relationship that supports our vision to unlock meaningful copper and gold discoveries in Perú. ‘

The proceeds from the Strategic Placement will be primarily used to advance Forte’s Alto Ruri high-sulfidation epithermal gold project in Perú (‘ Alto Ruri ‘), with at least 80% of the funds dedicated to exploration activities at Alto Ruri. The remaining funds will support general working capital and corporate purposes.

In connection with the Strategic Placement, Forte and the Investor will enter into an Investor Rights Agreement whereby the Investor is entitled to certain rights, subject to the Investor maintaining certain ownership thresholds in the Company, including technical information sharing rights and the right to participate in future equity financings and top-up its holdings in relation to dilutive issuances in order to maintain its percentage ownership interest in the Company. The Investor has also agreed to voting support and standstill covenants.

In addition, under the Investor Rights Agreement the Investor and Forte will:

• form a joint technical advisory committee; and

 

• collaborate on community engagement and long-term access strategies.

 

The closing of the Strategic Placement is expected to occur on or around July 23, 2025, subject to regulatory approvals. All shares issued pursuant to the Strategic Placement will be subject to a statutory hold period of four months and one day from the closing date.

This investment signals a firm belief in Forte’s vision, technical leadership and the significant long-term value potential of Alto Ruri. This collaboration marks a major step in executing the strategy Forte has been actively advancing; to deliver pipeline projects that fuel the major developers and producers.

  ABOUT Forte Minerals CORP.  

 Forte Minerals Corp. is an exploration company with a strong portfolio of high-quality copper (Cu) and gold assets (Au) in Perú. Through a strategic partnership with GlobeTrotters Resources Perú S.A.C. , the Company gains access to a rich pipeline of historically drilled, high-impact targets across key mineral belts.

Forte is committed to responsible resource development, creating long-term value, and fostering lasting partnerships with stakeholders and communities.

  On behalf of   Forte Minerals CORP.  

(signed) ‘ Patrick Elliott’  
Chief Executive Officer

  For further information, please contact:  
Forte Minerals Corp.
office: (604) 983-8847
info@forteminerals.com  
www.forteminerals.com  

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  Certain statements included in this press release constitute forward-looking information or statements (collectively, ‘forward-looking statements’), including those identified by the expressions ‘anticipate’, ‘believe’, ‘plan’, ‘estimate’, ‘expect’, ‘intend’, ‘may’, ‘should’ and similar expressions to the extent they relate to the Company or its management. The forward-looking statements are not historical facts but reflect current expectations regarding future results or events. This press release contains forward looking statements relating to the terms of the Strategic Placement, the timing for completion of the Strategic Placement and the intended use of proceeds of the Strategic Placement. These forward-looking statements and information reflect management’s current beliefs and are based on assumptions made by and information currently available to the Company with respect to the matter described in this press release. Forward-looking statements involve risks and uncertainties, which are based on current expectations as of the date of this release and subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Additional information about these assumptions and risks and uncertainties is contained under ‘Risk Factors and Uncertainties’ in the Company’s latest management’s discussion and analysis, which is available under the Company’s SEDAR+ profile at www.sedarplus.ca, and in other filings that the Company has made and may make with applicable securities authorities in the future.  

  Forward-looking statements are not a guarantee of future performance and involve risks, uncertainties and assumptions which are difficult to predict. Factors that could cause the actual results to differ materially from those in forward-looking statements include the continued availability of capital and financing, and general economic, market or business conditions. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. Although such statements are based on management’s reasonable assumptions, there can be no assurance that the statements will prove to be accurate or that management’s expectations or estimates of future developments, circumstances or results will materialize. The Company assumes no responsibility to update or revise forward-looking information or statements to reflect new events or circumstances unless required by law. Readers should not place undue reliance on the Company’s forward-looking statements.  

  Neither the Canadian Securities Exchange (the ‘CSE’) nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.