Fitzroy Minerals Announces Completion of Acquisition of Ptolemy Mining Limited and Concurrent Financing

Core Viewpoint - Fitzroy Minerals Inc. has successfully completed the acquisition of Ptolemy Mining Limited, positioning the company to target commercially viable copper resources in Chile and fully fund an 8,000-meter drill program at the Buen Retiro Copper Project in 2025 [1][2]. Acquisition Details - The acquisition involved the issuance of 88,000,000 common shares at a deemed price of $0.20 per share, with a hold period expiring on August 1, 2025 [4]. - Ptolemy is a UK-registered private company that holds options to acquire the Manto Negro, Buen Retiro, and Sierra Fritis properties in Chile [2]. Financing and Shareholder Approval - The company completed a private placement of 20,000,000 units at $0.15 per unit, raising $3,000,000 to fund the acquisition and exploration activities [10][13]. - The acquisition was subject to shareholder approval, which was obtained through written consent from holders of more than 50% of the outstanding shares, excluding shares held by the vendors [6]. Project Commitments - The Buen Retiro Option requires a $7,000,000 work program over four years, with specific annual expenditure requirements [7]. - The Sierra Fritis Option requires a $2,600,000 work program over four years, with a $50,000 payment due on specific anniversaries [9]. Management Changes - Gilberto Schubert has been appointed as the new Chief Operating Officer, bringing over 30 years of experience in resource development and operational leadership [2][14]. Related Party Transactions - The acquisition involved related party transactions, with Mr. Marr-Johnson and Mr. Schubert being vendors, and the company is exempt from formal valuation requirements under certain conditions [15]. Ownership Changes - Following the acquisition, Ptolemy Capital holds 31.31% of the issued and outstanding common shares of the company, representing a significant ownership stake [18].