Fidelity Minerals closes and upsizes non-brokered private placement
Key facts
- C$1M PP
- C$0.2/unit
- +0.5 wt @ C$0.3
- Aug 20 close
Vancouver, BC, August 20, 2026 – TheNewswire - Fidelity Minerals Corp. (TSX-V: FMN | FSE: S5GM | SSE: MNYC) (“ Fidelity Minerals ” or the “ Company ”) is pleased to announce that it has closed its previously announced non-brokered private placement financing (the “ Financing ”). Due to investor demand, the Financing was upsized from the originally announced 2,500,000 units for gross proceeds of up to C$500,000 to 5,000,000 units (each, a “ Unit ”) at a price of C$0.20 per Unit for aggregate gross proceeds of C$1,000,000.
Each Unit consists of one common share (each, a “ Share ”) and one-half of one transferable common share purchase warrant (each whole warrant, a “ Warrant ”). Each Warrant is exercisable into one additional Share at a price of C$0.30 per Share until August 20, 2028. If the closing price of the Company’s common shares equals or exceeds C$0.60 for 10 consecutive trading days, the Company may accelerate the expiry date of the Warrants by press release, after which the Warrants will expire 30 days later.
Of the total Units issued in the Financing, 461,250 Units were subscribed by a director of the Company (the “ Participating Insider ”). The Participating Insider subscription constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Securityholders in Special Transactions (“ MI 61-101 ”). The issuance to the Participating Insider is exempt from the valuation requirement of MI 61-101 by virtue of the exemption contained in section 5.5(b) as the Shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in section 5.7(a) of MI 61-101 in that the fair market value of the consideration of the securities issued to the related parties did not exceed 25% of the Company’s market capitalization.
In connection with the Financing, the Company paid aggregate cash finders’ fees of C$55,650 and issued an aggregate of 278,250 finder warrants (the “ Finder Warrants ”) to eligible finders. Each Finder Warrant is exercisable into one Share at a price of C$0.30 per Share until August 20, 2028 and is subject to the same acceleration provisions as the Warrants.
The securities issued under the Financing, the Finder Warrants, and the Shares issuable upon exercise of the Warrants and Finder Warrants are subject to a statutory hold period expiring December 21, 2026. Closing of the Financing is subject to final approval of the TSX Venture Exchange.
The Company intends to use the net proceeds of the Financing to advance its Peruvian exploration and community relations programs, and for general working capital.
The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.