Fidelity Minerals Announces Closing of First Tranche of Non-Brokered Private Placement Financing

Executive Summary

• Fidelity Minerals Corp. has closed the first tranche of its non-brokered private placement, issuing 3,160,000 units at $0.20 per unit to raise gross proceeds of $632,000.
• Each unit includes one common share and one-half transferable warrant exercisable at $0.30 per share until June 8, 2028, with an acceleration clause triggered if the share price reaches $0.60 for 10 consecutive trading days.
• Net proceeds will fund Peruvian exploration and community relations programs plus general working capital, with all issued securities subject to a statutory hold period until October 9, 2026.

Key Details

• Gross Proceeds: $632,000 from the issuance of 3,160,000 units at $0.20 per unit.
• Unit Composition: Each unit consists of one common share and one-half transferable share purchase warrant.
• Investor Warrant Terms: Each whole warrant is exercisable into one additional share at $0.30 per share until June 8, 2028.
• Warrant Acceleration Clause: If the closing price of common shares equals or exceeds $0.60 for 10 consecutive trading days, the company may accelerate the expiry date via press release, after which warrants will expire 30 days later.
• Finders’ Fees & Broker Warrants: $42,840 paid in cash, plus 214,200 broker warrants issued with identical exercise price ($0.30) and expiry date (June 8, 2028) as investor warrants, including the same acceleration clause.
• Regulatory Status: Conditionally approved by the TSX Venture Exchange; remains subject to final TSX-V approval.
• Statutory Hold Period: All securities, broker warrants, and underlying shares are subject to a statutory hold period expiring on October 9, 2026.
• Use of Proceeds: Advancing Peruvian exploration and community relations programs, plus general working capital.
• Future Tranches: The company intends to complete additional tranches of the private placement.
• Project Context: Fidelity Minerals focuses on the 44.5%-owned (with right to earn 50%) Las Huaquillas brownfield project in northern Peru, targeting confirmation of underground sampling results and preparation for a new NI 43-101 compliant mineral resource estimate.