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Founders Metals Inc. (TSXV: FDR) (OTCQX: FDMIF) (FSE: 9DL0) ("Founders" or the "Company") is pleased to announce that it has closed its strategic investment with Gold Fields Netherlands Services B.V., an affiliate of Gold Fields Limited (JSE: GFI) (NYSE: GFI) ("Gold Fields") as previously announced on November 3, 2025, through the issuance of 12,048,193 common shares of the Company (the "Common Shares") at a price of $4.15 per Common Share for aggregate proceeds of $50,000,000. Gold Fields now controls 10.55% of the issued and outstanding Common Shares.
Proceeds from the strategic investment will be used for land consolidation, regional exploration activities, working capital, and general corporate purposes at the Company's Antino Gold Project in southeastern Suriname ("Antino"). National Bank Capital Markets acted as financial advisor.
All Common Shares issued are subject to a four-month and one day statutory hold period in accordance with applicable Canadian securities legislation. The financing remains subject to final approval from the TSX Venture Exchange ("TSXV").
Early Warning Report
This press release is being issued in part pursuant to National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues. Gold Fields, with offices located at Schipholweg 103, Third Floor, Units D7-D10, 2316 XC Leiden, The Netherlands, today announced that it will file an early warning report in connection with the closing of the financing. Gold Fields's decision to acquire the common shares was made in the context of its overall investment purposes. Gold Fields will continue to monitor the business, prospects, financial condition and potential capital requirements of Founders. Depending on its evaluation of these and other factors, Gold Fields may from time to time in the future increase or decrease its equity ownership in Founders through market transactions, private agreements, subscriptions from treasury or otherwise, or may develop other plans or intentions in the future. Prior to the financing, Gold Fields did not hold any securities of Founders.
A copy of the early warning report will be made available under the Company's SEDAR+ profile on www.sedarplus.ca or by contacting the following persons:
Jongisa Magagula
Tel: +27 11 562 9775 | Jongisa.Magagula@goldfields.com
Thomas Mengel
Tel: +27 11 562 9849 | Thomas.Mengel@goldfields.com
Investor Rights Agreement
In connection with the strategic investment, Founders and Gold Fields have entered into an investor rights agreement dated November 10, 2025, whereby, subject to conditions, including ownership thresholds, the Company has granted to Gold Fields top-up and financing participation rights, technical committee representation rights, and the right to appoint one nominee to the Company's board of directors if Gold Fields' ownership reaches or exceeds 12.5%.
In support of technical collaboration between Founders and Gold Fields, Gold Fields has been granted the right to second technical staff into Lawa Gold N.V., the project company, subject to acceptance by the Company and in compliance with applicable Surinamese laws and regulations.
About Gold Fields Limited
Gold Fields is a globally diversified gold producer with nine operating mines in Australia, South Africa, Ghana, Chile and Peru and one project in Canada. The Company has a total attributable annual gold- equivalent production of 2.1 Moz, proved and probable Gold Mineral Reserves of 44.3 Moz, measured and indicated Gold Mineral Resources of 30.4 Moz (excluding Mineral Reserves) and inferred Gold Mineral Resources of 11.6 Moz (excluding Mineral Reserves). Gold Fields' shares are listed on the JSE and American depositary shares trade on the New York Stock Exchange.
About Founders Metals Inc.
Founders Metals is a Canadian-based exploration company focused on advancing the Antino Gold Project located in Suriname, South America, in the heart of the Guiana Shield. Antino is 56,000 hectares and has produced over 500,000 ounces of gold from historical surface and alluvial mining to date1. The Company is systematically advancing one of Suriname's most promising gold exploration and development opportunities with drill-confirmed, district-scale potential. Founders is committed to responsible exploration, community engagement, and delivering long-term value to shareholders through technical excellence and strategic growth in the Guiana Shield.
12022 Technical Report - Antino Project; Suriname, South America. K. Raffle, BSc, P. Geo & Rock Lefrançois, BSc, P.Geo.
ON BEHALF OF THE BOARD OF DIRECTORS,
Per: "Colin Padget"
Colin Padget
President, Chief Executive Officer, and Director
Contact Information
Katie MacKenzie, Vice President, Corporate Development
Tel: 306 537 8903 | katiem@fdrmetals.com
Harp Gosal, Director, Investor Relations
Tel: 236 301 4211 | harpg@fdrmetals.com
Cautionary Statement Regarding Forward-Looking Information
This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation, including statements regarding the use of proceeds from the Company's recently completed financings and the Company's prospects. Forward-looking information can generally be identified by words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", "believes", or variations indicating that certain actions, events or results "may", "could", "would", "might" or "will" occur or be achieved.
Forward-looking statements are based on management's current expectations and reasonable assumptions but are subject to business, market, and economic risks, uncertainties, and contingencies that may cause actual results to differ materially from those expressed or implied, including: general business and economic uncertainties; exploration results; mining industry risks; and other factors described in the Company's most recent annual management discussion and analysis. Although the Company has attempted to identify important factors that could cause actual results to differ materially, other factors may cause results not to be as anticipated. There can be no assurance that forward-looking information will prove accurate, as actual results and future events could differ materially from those anticipated. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information except in accordance with applicable securities laws. Neither 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.
All material information on Founders Metals can be found at www.sedarplus.ca.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/273812
