Founders Metals Consolidates 100% Ownership of the Antino Gold Project and Closes C$77 Million Strategic Investment by Gold Fields

Founders Metals Inc. (FDR) confirmed the closing of two previously announced transactions, marking the completion of the acquisition of the remaining 30% interest in Lawa Gold N.V. from Nana Resources N.V. With this acquisition, Founders now holds a 100%, royalty-free interest in the 102,360-hectare Antino Gold Project in Suriname. The consideration paid to Nana Resources included US$17,000,000 in cash and 13,568,944 Founders common shares. Additionally, Nana may receive up to US$21,000,000 in contingent cash milestone payments tied to mineral resource, permitting, construction, and production thresholds.

Concurrently, Gold Fields Netherlands Services B.V. purchased 14,146,850 shares at C$5.44 per share, generating gross proceeds of C$76,958,864 for Founders. This transaction increased Gold Fields’ ownership from approximately 12.5% to approximately 19.9% on a non-diluted basis. Following the closing, the number of shares outstanding was disclosed as 143,903,160. Nana Resources transferred 1,102,531 shares to certain advisors for advisory fees, leaving Nana and its joint actors holding 14,246,413 shares, representing approximately 9.9% of the company. No finders’ fees were paid in connection with these transactions. All shares held by Gold Fields and the consideration shares issued to Nana are subject to a four-month-and-one-day statutory hold period.

The release included no new drill results, no resource estimate, no feasibility study, and no updated production or cost guidance.

Founders Metals Inc. (FDR) confirmed the transaction first announced on August 19, 2026, on September 17. The deal includes the 100% Lawa consolidation, a US$17 million cash payment, 13,568,944 consideration shares, contingent milestone payments, and Gold Fields’ increase to approximately 19.9% at C$5.44. The release removes closing uncertainty and confirms the company now controls the full Antino district.

Key financial effects associated with the transaction include the following:

• Gold Fields now holds 28,636,729 shares.
• Gold Fields’ total disclosed investment across the November 2025 placement, April 2026 market purchases, and this C$76.96 million placement is approximately C$137.1 million.
• Based on the provided figures, Gold Fields’ average cost is roughly C$4.79 per share.
• The transaction materially increases Founders’ share count. Shares outstanding rose from 115,984,033 at May 31, 2026, to 143,903,160 after closing, an increase of about 24.1%.

The only genuinely new operational detail in this release is the disclosure that Nana transferred 1,102,531 shares to advisors, leaving Nana below 10%. That has early warning reporting implications but does not change the project or the balance sheet.

Prior-period context, not disclosed in today’s release, shows that as of May 31, 2026, Founders had C$33,540,195 in cash, no reported debt, and a net loss of C$7,390,552 for the nine months ended May 31, 2026. The C$76.96 million Gold Fields investment is meaningful for the Company’s exploration runway, but that benefit was already announced in August.

Market context shows the stock rose from around C$5.85 before the August announcement to C$6.55 by September 9. By September 16, the last provided close, it had pulled back to C$5.65.

Founders Metals Inc. is a Canadian gold exploration company listed on the TSXV under FDR, OTCQX under FDMIF, and Frankfurt under 9DL0. Its flagship asset is the Antino Gold Project in southeastern Suriname. Following a recent transaction, the company holds a 100%, royalty-free interest in the consolidated land package, which spans 102,360 hectares. Founders states this represents the largest uninterrupted package of prospective greenstone belt geology in the Guiana Shield.

The project is in the advanced exploration stage. As of July 2026, the drill program was approximately 35% complete. No mineral resource or reserve estimate has been completed, and no economic studies, net present value (NPV), internal rate of return (IRR), capital expenditure (capex), all-in sustaining costs (AISC), or mine life have been published. A 2023 technical report classified Antino as a “Property of Merit.”

Key exploration areas include the Upper Antino, which encompasses the Froyo Zone and the newer Antino West Zone, as well as the Lower Antino. Other targets include Antino North, Antino Northeast, Maria Geralda, and the Parbo, Da Vinci, and Van Gogh zones.

The investor presentation provided sell-side net asset value (NAV) estimates rather than formal analyst price targets. These estimates were: Agentis Capital C$25.41, ATB Cormark C$17.70, BMO C$14.02, Clarus Securities C$10.80, Hannam & Partners C$10.80, National Bank C$7.00, and Paradigm Capital C$3.00. The range is C$3.00 to C$25.41, with a simple average of approximately C$12.68.

While the current release describes the Antino Gold Project as 100% royalty-free, earlier expansion acquisitions included production-linked contingent payments. The November 2025 acquisition of the additional 36,000 hectares included US$2.50 per recoverable ounce in a feasibility study and US$2.50 per ounce produced beyond the feasibility study estimate. This type of contingent payment acts like a production-linked economic burden even if the company describes the consolidated Lawa asset as royalty-free.