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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.
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