Fitzroy Minerals Bolsters Treasury with C$1M Warrant Exercise Amid Strong Funding Runway

• 96% of Fitzroy Minerals' March 2024 warrants were exercised at $0.25 per share, generating over C$1 million and bringing the company's total treasury to approximately C$28 million following its recent C$21.1 million private placement.
• The two-tranche private placement added approximately 42 million new shares and 18 million new warrants, bringing the company's total issued shares to approximately 324 million. 
• Fitzroy identifies an additional in-the-money share and warrant premium of approximately C$4.3 million from roughly 17.5 million warrants priced at $0.25 that remain within the 2026 period.
• The 2026 work programme across both Chilean copper projects retains approximately C$10 million as a treasury buffer after all planned expenditure, with Fitzroy able to trigger the Buen Retiro option exercise independent of partner Pucobre S.A.'s option to claw back a 30% minority stake.
• Funds and institutions are represented on the share register alongside board and management ownership of approximately 12%, with the market capitalization standing at approximately C$138 million.

Warrant Exercise Delivers C$1M as Investor Confidence Holds Through Market Volatility

Fitzroy Minerals (TSXV: FTZ, OTCQX: FTZFF, FSE: C3Y) has completed the expiry of warrants issued under its March 2024 private placement, with the vast majority of eligible warrants exercised prior to the March 2026 deadline. A total of 4,144,382 warrants and finder's warrants were exercised at $0.25 per share, generating over C$1 million in proceeds, out of 4,307,514 warrants and finder's warrants originally issued. Chairman Campbell Smyth described the result as a strong endorsement of the company's strategy and prospects, noting that the 96% conversion rate was achieved amid extreme market volatility.

The holder base context is relevant to this outcome. Fitzroy's share register includes funds and institutions at approximately 20%, board and management at approximately 12%, and a significant retail and high-net-worth individual component. A conversion rate of this magnitude across a mixed holder base, rather than being driven by a single concentrated position, reflects broad participation in the exercise decision.

Capital Structure Following the Placement & Warrant Exercise

Following the March 2026 private placement and warrant exercise, Fitzroy's total issued shares stand at approximately 324 million, 396 million fully diluted, with a market capitalisation of approximately C$138 million. Board and management hold approximately 12% of the company, with funds and institutions accounting for approximately 20% of the register. The placement comprised 8,810,000 Listed Issuer Financing Exemption (LIFE) shares at $0.50 per share for aggregate gross proceeds of $4,405,000, and 33,500,000 units at $0.50 per unit for aggregate gross proceeds of $16,750,000. Each unit comprised one common share and one-half of a common share purchase warrant, with each whole warrant exercisable at $0.80 per share for two years from issuance, adding approximately 42 million new shares and 18 million new warrants to the capital structure.

The company identifies a further in-the-money share and warrant premium of approximately C$4.3 million from roughly 17.5 million warrants priced at $0.25 that remain within the 2026 period. Marr-Johnson noted that the company's plan is to retain a buffer in the treasury while advancing its primary exploration and development targets.

Treasury Deployment: C$28 Million Allocated Across Two Assets With a C$10 Million Buffer

The C$28 million treasury is allocated across two Chilean copper projects. The Buen Retiro Copper Project, located near Copiapó in the Atacama Region, receives C$7 to C$10 million for drilling and pre-feasibility study (PFS) advancement. The Caballos Copper Project, located in the Valparaíso Region, receives C$3 to C$5 million for a 2,000 metre to 5,000 m drill programme. Approximately C$10 million is held as a treasury buffer after the full 2026 work programme.

The C$10 million treasury buffer carries a specific structural function beyond serving as a general liquidity reserve. Under the terms of Fitzroy's option over Buen Retiro, the company is required to meet minimum eligible expenditures of US$11.3 million across two deadlines, US$7 million in exploration and technical expenditure by August 2027, and a US$4 million bullet payment plus US$300,000 in legal fees by August 2028, to earn 100% of the project. 

President and Chief Executive Officer of Fitzroy Minerals, Merlin Marr-Johnson, outlined the strategic distinction the Buen Retiro heap leach joint venture with Pucobre S.A. is structured to provide:

"We have started a P,FS and we are working on terms with Pucobre to do a heap leach joint venture. That operation gives us the potential for near-term non-operated cash flow, which we think will distinguish us from many other explorers in the market"

The retained buffer gives Fitzroy the financial capacity to advance toward those milestones and to trigger the option exercise independent of partner Pucobre S.A.'s right to claw back a 30% minority stake in the project upon delivery of a technical report.

Funding Position and Near-Term Capital Events

With approximately C$28 million in cash and a defined 2026 work programme across two assets, Fitzroy enters the next phase of its development cycle with a funding position that covers planned expenditure and retains a material buffer. The company identifies the pro-forma issued share count at approximately 324 million shares, with a fully diluted count of approximately 396 million shares.

The next expected capital inflow within the current structure is approximately C$4.3 million in-the-money share and warrant premium from roughly 17.5 million warrants priced at $0.25 that remain within the 2026 period. Beyond that, approximately 18 million warrants were issued as part of the March 2026 placement at $0.80 per share.

On the operational side, the near-term catalyst sequence at Buen Retiro runs from infill and sterilisation drilling through to a maiden mineral resource estimate (MRE), engineering and baseline studies, and an initial PFS, all targeted within the 2026 programme year. The Pucobre S.A. heap-leach joint venture, if formalised on agreed terms, would introduce a non-operated production structure that the company has identified as a potential near-term cash flow source. At Caballos, Phase 2 drilling results will determine the next allocation decision for that asset. Across both projects, the C$10 million treasury buffer is structured to keep all three tracks funded through to their respective decision points without requiring an immediate return to the equity market.

Correction to Prior Private Placement Disclosure

The company issued a correction relating to the first tranche of the private placement. The corrected figures confirm that the first tranche comprised 5,980,000 LIFE shares at $0.50 per share for gross proceeds of $2,990,000, and 31,880,000 units at $0.50 per unit for gross proceeds of $15,940,000. Each unit included one common share and one-half of one common share purchase warrant, with each whole warrant exercisable at $0.80 per share for two years from issuance. All other information in the original releases remains unchanged. Unit shares and shares issuable on warrant exercise are subject to a statutory hold period of four months and one day following the applicable date of issuance under Canadian securities laws.

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