07:07:49 EST Wed 03 Dec 2025
Enter Symbol
or Name
USA
CA



Fuerte Metals Corp
Symbol FMT
Shares Issued 121,081,710
Close 2025-12-02 C$ 4.50
Market Cap C$ 544,867,695
Recent Sedar Documents

Fuerte Metals arranges $15-million private placement

2025-12-02 17:24 ET - News Release

Mr. Tim Warman reports

FUERTE ANNOUNCES $15,000,000 PRIVATE PLACEMENT OF FLOW-THROUGH COMMON SHARES

Fuerte Metals Corp. has entered into an agreement with Stifel Nicolaus Canada Inc. and BMO Nesbitt Burns to act as co-lead agents and joint bookrunners on their own behalf and on behalf of a syndicate of agents, including National Bank Financial Inc., Desjardins Capital Markets and Ventum Financial Corp., in connection with a best-efforts private placement offering by the company of securities for aggregate proceeds of up to $15-million. The offering will consist of:

  • Up to 952,380 flow-through common shares of the company, each of which will qualify as a flow-through share (within the meaning of Income Tax Act (Canada)) at a price of $5.25 per flow-through share for aggregate gross proceeds of $5-million;
  • Up to 1,655,620 special flow-through common shares of the company, each of which will qualify as a flow-through share (within the meaning of the Income Tax Act (Canada)) at a price of $6.04 per special flow-through share for aggregate gross proceeds of $10-million.

The flow-through shares and the special flow-through shares are collectively referred to as the offered securities.

The company has granted the agents an option to sell additional flow-through shares of up to an additional 15 per cent of the aggregate amount of the offered securities on the same terms and conditions. The overallotment option will be exercisable, in whole or in part, at any time up until 48 hours prior to the closing of the offering.

The offering is expected to close on or about Dec. 18, 2025, and is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange and the relevant securities regulatory authorities. The offered securities will be subject to a hold period of four months and one day from the closing of the offering.

The company agrees and covenants that it will use an amount equal to the gross proceeds received by the company from the sale of the offered securities, pursuant to the provisions in the Income Tax Act (Canada) to incur eligible Canadian exploration expenses, as defined in Section 66.1(6) of the tax act, that qualify as flow-through mining expenditures, as defined in Subsection 127(9) of the tax act, related to the company's Coffee gold project, on or before Dec. 31, 2026 (or such other period as may be permissible under applicable tax legislation), and to renounce all the qualifying expenditures in favour of the subscribers of the offered securities effective Dec. 31, 2025.

In the event the company is unable to renounce qualifying expenditures effective on or prior to Dec. 31, 2025, for each offered security purchased in an aggregate amount not less than the gross proceeds of the sale of such offered security and/or the qualifying expenditures are reduced by the Canada Revenue Agency, the company will indemnify the subscriber for the additional taxes payable by such subscriber as a result of the company's failure to renounce the qualifying expenditures as agreed or as a result of the reduction.

The Coffee gold project

Coffee hosts three million ounces of open-pit, heap-leach measured and indicated resource and an inferred resource of 800,000 ounces. Coffee is located approximately 130 kilometres south of Dawson in Canada's Yukon. The project is on a clear path to complete permitting and has strong financial and technical partners that have the vision to advance the project to safety-focused production and build the next great Canadian gold producer. The company respectfully acknowledges that protection of the water and lands around the Coffee Creek and mine project areas is of high importance to first nations. Through co-operation, transparency and respect, the company pledges to continue to build on relationships with Tr'ondek Hwech'in, the White River First Nation, the Selkirk First Nation and the First Nation of Na-Cho Nyak Dun, on whose traditional territories exploration and mining activities will be carried out.

Details of the Coffee gold project can be found in the company's press release of Sept. 15, 2025, and in the technical report titled "NI 43-101 Technical Report for the 2025 Mineral Resource Estimate Update on the Coffee Gold Project, Yukon, Canada," with an effective date of Aug. 21, 2025, and prepared by Alan J. San Martin, PEng, and Charley Murahwi, PGeo, from Micon International Ltd. The Coffee technical report is available on the company's website and on SEDAR+.

About Fuerte Metals Corp.

Fuerte Metals is a Canadian exploration and development company focused on advancing high-potential base and precious metals projects across the Americas. The company's flagship asset is the 100-per-cent-owned Coffee project in Yukon, Canada -- a high-quality gold project advancing through the final stages of permitting, engineering and resource expansion drilling in preparation for a construction decision. In addition to Coffee, Fuerte holds a portfolio of copper and gold assets, including the Placeton-Caballo Muerto project in Chile and the Cristina and Yecora projects in Mexico, offering additional growth and exploration upside. At Fuerte, the company is committed to building value through disciplined project development, responsible stewardship of the land, a safety-focused culture and creating long-term returns for shareholders.

We seek Safe Harbor.

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