Mr. Marcello Leone reports

FORTE GROUP ANNOUNCES STRATEGIC INITIATIVES TO STRENGTHEN FINANCIAL POSITION

Forte Group Holdings Inc. has arranged a non-brokered private placement financing, consisting of the issuance of an aggregate of 200,000 common shares of the company, at a price of 60 cents per share, for aggregate gross proceeds of up to $120,000. The shares will be subject to a statutory hold period expiring four months and one day from the date of issuance.

The company intends to use the proceeds of the private placement for general working capital and outstanding payables. Closing of the private placement is anticipated to occur on or about Feb. 24, 2025.

Insiders may participate in the private placement and will be considered a related-party transaction subject to Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided under subsections 5.5(a) and 5.7(a) of MI 61-101 on the basis that participation in the private placement by insiders will not exceed 25 per cent of the fair market value of the company's market capitalization. No finders' fees are payable in connection with the private placement.

Proposed conversion of promissory notes

The company also announces that it intends to convert an aggregate principal amount of $29,000 in secured promissory notes secured against its property near Bridesville, B.C., issued by Naturo Group, into common shares to arm's-length holders at a price of 48 cents per common share, for a total of 60,416 common shares. All common shares issued in connection with the shares-for-debt arrangement will be subject to a restricted period of four months and one day from closing.

Closing of the shares-for-debt arrangement is anticipated to be on or about Feb. 24, 2025, in accordance with the policies of the Canadian Securities Exchange.

About Forte Group Holdings Inc.

Forte Group is a diversified lifestyle and wellness consumer packaged goods company. Forte Group develops and manufactures a range of alkaline and mineral-enriched beverages and nutraceutical supplements for both its Trace brand and private label clients. Based in British Columbia, Canada, Forte Group owns a pristine natural alkaline spring water aquifer and operates a 40,000-square-foot Health Canada- and hazard-analysis-critical-control-point-certified manufacturing facility near Osoyoos, B.C. The company's distribution network includes traditional retail and e-commerce channels, delivering wellness-focused products directly to consumers through its innovative offerings.

We seek Safe Harbor.