---
title: "Fitzroy Minerals Announces Closing of Final Tranche of Non-Brokered Private Placement"
type: "News"
locale: "en"
url: "https://longbridge.com/en/news/279837970.md"
description: "Fitzroy Minerals Inc. has successfully closed the final tranche of its non-brokered private placement, raising a total of $21,155,000 across two tranches. The final tranche raised $2,225,000 through the issuance of common shares and units. The proceeds will be used for exploration activities and general working capital. The company also announced finder’s fees and issued warrants in connection with the placement. Ptolemy Capital Limited now holds 22.07% of the company’s shares post-transaction. The offering is not available in the U.S. due to regulatory restrictions."
datetime: "2026-03-19T19:11:06.000Z"
locales:
  - [zh-CN](https://longbridge.com/zh-CN/news/279837970.md)
  - [en](https://longbridge.com/en/news/279837970.md)
  - [zh-HK](https://longbridge.com/zh-HK/news/279837970.md)
generator: "portal-rs"
---

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

(TheNewswire)

VANCOUVER, BRITISH COLUMBIA –TheNewswire - March 19, 2026 – FITZROY MINERALS INC. (TSXV: FTZ,OTCQX: FTZFF, FSE: C3Y) (“Fitzroy Minerals” or the"Company") is pleased to announcethat it has closed the second and final tranche(the “FinalTranche”) of its previously announcednon-brokered private placement (the “Private Placement”).

In total, the Company has raised gross proceeds of$21,155,000 in the Private Placement across two tranches asfollows:

-   8,960,000 LIFE Shares at a price of $0.50 per LIFEShare for aggregate gross proceeds of $4,480,000; and
-   33,350,000 Units at a price of $0.50 per Unit foraggregate gross proceeds of $16,675,000.

The Company raised aggregate gross proceeds of$2,225,000 in the Final Tranche via the issuance of:

-   2,830,000 common shares of the Company (LIFE Shares”) issued under the “listed issuer financing exemption” at a price of$0.50 per LIFE Share, for aggregate gross proceeds of$1,415,000to the Company; and
-   1,620,000 units of the Company (the Units”), issuedunder other applicable prospectus exemptions, at a price of $0.50 perUnit, for aggregate gross proceeds of $810,000. Each Unit is comprisedof one common share of the Company (a “Unit Share”) andone-half of one common share purchase warrant (each whole warrant, a“Warrant”). Each Warrant entitles the holder thereof to purchaseone additional common share of the Company at an exercise price of$0.80 per share for a period of two years following the date ofissuance of the Warrant.

Subject to compliance with applicable regulatoryrequirements, the LIFE Shares were offered as part of an offering (the“LIFE Offering”) conducted pursuant to the listed issuer financingexemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions (“NI45-106”) and in reliance on the CoordinatedBlanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer FinancingExemption. The LIFE Shares will not be subjectto a hold period under applicable Canadian securities laws. There isan offering document related to the LIFE Shares that can be accessedunder the Company’s profile at www.sedarplus.ca and on theCompany’s website at www.fitzroyminerals.com. The LIFE Offering wassubject to a minimum offering amount of $4,000,000.

The Units (as well as the underlying Unit Shares, andany common shares issued upon exercise of the underlying Warrants) will be subject to a statutory hold period of four months and one dayfollowing the date of issuance in accordance with applicable Canadiansecurities laws.

The Company intends to use the net proceeds of thePrivate Placement for (i) exploration activities and propertycommitments on the Company’s Buen Retiro project, (ii) explorationactivities and property commitments on the Company’s Caballosproject, (iii) advancement of the Company’s Polimet project, (iv) preparation for a reorganization of the Company’s Taquetren project,(v) general and administrative costs, and (vi) general working capitalpurposes.

The closing of the Private Placement remains subject tocertain closing conditions, including the approval of the TSXV.

In connection with the Final Tranche, the Company hasagreed to pay aggregate cash finder’s fees of $133,500 and to issue267,000 finder’s warrants to certain arm’s length finders. Eachfinder’s warrant is exercisable to acquire onecommon share in the capital of the Company at a price of $0.80 pershare for a period of two years following the completion of the FinalTranche. 

In total across both tranches, the Company has agreedto pay aggregate cash finder’s fees of $1,173,300 and to issue2,346,598 finder’s warrants to certain arm’s length finders. TheCompany has also agreed to pay a cash corporate finance fee of$160,000 to an arm’s length advisor in connection with the PrivatePlacement. All finder’s fees and corporate finance fees paid inconnection with the Private Placement remain subject to the approvalof the TSXV.

Correction to Ptolemy Capital LimitedEarly Warning Reporting Disclosure

The Company also wishes to issue a correction to itsprevious press release dated March 13, 2026. Upon closing of the FinalTranche, Ptolemy Capital Limited owns 72,218,047 common shares and500,000 Warrants, representing 22.07% of the issued and outstandingcommon shares on an undiluted basis, and 22.19% of the issued andoutstanding common shares on a partially-diluted basis, based upon327,178,016 common shares issued and outstanding at the time of thisnews release.

This press release shall not constitute an offer tosell or the solicitation of an offer to buy securities in the UnitedStates, nor shall there be any sale of the securities in anyjurisdiction in which such offer, solicitation or sale would beunlawful. The securities being offered have not been, nor will theybe, registered under the United States Securities Act of 1933, asamended (the “U.S.Securities Act”) or under any securities lawsof any State of the United States, and may not be offered or sold inthe United States or to, or for the account or benefit of, a “U.S.person” (as defined in Regulation S under the U.S. Securities Act) absent registration or an applicable exemption from the registrationrequirements of the U.S. Securities Act and all applicable statesecurities laws.

About Fitzroy Minerals

Fitzroy Minerals is  
focused on exploring and developing mineral assets with substantial  
upside potential in the Americas. The Company’s current property  
portfolio includes the Buen Retiro Copper Project located near  
Copiapó, Chile, the Caballos Copper and Polimet Gold-Copper-Silver  
projects located in Valparaiso, Chile, the Taquetren Gold Project  
located in Rio Negro, Argentina, and the Caribou Project in British  
Columbia, Canada. Fitzroy Minerals’ shares are  
listed on the TSX Venture Exchange under the symbol FTZ and on the  
OTCQX under the symbol FTZFF.  

On behalf of Fitzroy Minerals Inc.  

Merlin Marr-Johnson

President and CEO  

For further information, please contact:  

Merlin Marr-Johnson

mmj@fitzroyminerals.com

+44 7803 712280

For more information on Fitzroy Minerals, please visitthe Company's website: www.fitzroyminerals.com

Neither Exchange nor its Regulation Services Provider(as that term is defined in the policies of the Exchange) acceptsresponsibility for the adequacy or accuracy of this release.

CAUTIONARY STATEMENT REGARDINGFORWARD-LOOKING INFORMATION

This news release includes certain“forward-looking information” and “forward-looking statements”(collectively, “forward-looking statements”) within the meaning ofapplicable Canadian securities legislation. All statements in thisnews release that address events or developments that we expect tooccur in the future are forward-looking statements. Forward-lookingstatements are statements that are not historical facts and aregenerally, although not always, identified by words such as"expect", "plan", "anticipate","project", "target", "potential","schedule", "forecast", "budget","estimate", "intend" or "believe" andsimilar expressions or their negative connotations, or that events orconditions "will", "would", "may","could", "should" or "might" occur. Allsuch forward-looking statements are based on the opinions andestimates of management as of the date such statements are made.Forward-looking statements in this news release include statementsregarding, among others, the terms and completion of the PrivatePlacement, raising the minimum and maximum amounts of the PrivatePlacement, the payment of finder’s fees and issuance of finder’ssecurities, the anticipated closing date and the planned use ofproceeds for the Private Placement. Although the Company believes theexpectations expressed in such forward-looking statements are based onreasonable assumptions, such statements are not guarantees of futureperformance and actual results or developments may differ materiallyfrom those forward-looking statements. Factors that could cause actualresults to differ materially from those in forward-looking statementsinclude the ability to obtain regulatory approval for the PrivatePlacement, the state of equity markets in Canada and otherjurisdictions, market prices, exploration successes, and continuedavailability of capital and financing and general economic, market orbusiness conditions. These forward-looking statements are based on anumber of assumptions including, among other things, assumptionsregarding general business and economic conditions, the timing andreceipt of regulatory and governmental approvals, the ability of theCompany and other parties to satisfy stock exchange and otherregulatory requirements in a timely manner, the availability offinancing for the Company’s proposed transactions and programs onreasonable terms, and the ability of third-party service providers todeliver services in a timely manner. Investors are cautioned that anysuch statements are not guarantees of future performance and actualresults or developments may differ materially from those projected inthe forward-looking statements, and accordingly undue reliance shouldnot be put on such statements due to the inherent uncertainty therein.The Company does not assume any obligation to update or revise itsforward-looking statements, whether as a result of new information,future or otherwise, except as required by applicable law. 

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S.  
NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES  

Copyright (c) 2026 TheNewswire - All rights reserved.

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> **Disclaimer: This article is for reference only and does not constitute any investment advice.**