Fitzroy Minerals Announces Closing of Final Tranche of Non-Brokered Private Placement

Executive Summary

• Fitzroy Minerals closed the second and final tranche of its non‑brokered private placement, bringing total gross proceeds to $21.155 million.
• The financing consisted of 8.96 M LIFE shares and 33.35 M units at $0.50 per share/unit; the final tranche contributed $2.225 million in cash.
• Net proceeds are earmarked for exploration and property commitments on the Buen Retiro, Caballos, Polimet, and Taquetren projects, as well as general working capital.

Key Details

• Total Gross Proceeds: $21,155,000 across two tranches.
• Final Tranche Amount: $2,225,000 consisting of:
• 2,830,000 LIFE shares @ $0.50 each → $1,415,000 cash.
• 1,620,000 units @ $0.50 each → $810,000 cash.
• Unit Composition: Each unit = 1 common share + ½ common‑share purchase warrant (exercise price $0.80, two‑year term).
• Finder’s Compensation:
• Cash finder’s fees for final tranche: $133,500.
• Finder’s warrants issued: 267,000 warrants @ $0.80 exercise price, two‑year term.
• Cumulative across both tranches: $1,173,300 cash fees and 2,346,598 finder’s warrants.
• Corporate Finance Fee: $160,000 payable to an arm‑length advisor (subject to TSXV approval).
• Use of Proceeds:
  1. Exploration & property commitments – Buen Retiro project.
  2. Exploration & property commitments – Caballos project.
  3. Advancement – Polimet project.
  4. Preparation for reorganization – Taquetren project.
  5. General and administrative costs.
  6. Working capital.
• Regulatory Conditions: Closing subject to TSXV approval; LIFE shares have no hold period, while units (and underlying shares/warrants) are subject to a statutory hold of four months + one day.
• Correction Notice: Updated ownership for Ptolemy Capital Limited – now holds 72,218,047 common shares and 500,000 warrants (≈22% of outstanding shares on both undiluted and partially‑diluted bases).

Notable Quotes

• “The successful completion of this private placement provides us with the capital needed to advance our key projects across Chile and Argentina while maintaining a strong balance sheet,” – Merlin Marr‑Johnson, President & CEO.