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SCZ.V ·

Forte Announces Execution of Definitive Agreement Regarding Acquisition of Santacruz Silver Mining Ltd.

Mergers & Acquisitions

FORTE RESOURCES INC.

1750 – 999 West Hastings Street Vancouver, B.C. V6C 2W2

FORTE ANNOUNCES EXECUTION OF DEFINITIVE AGREEMENT REGARDING ACQUISITION OF SANTACRUZ SILVER MINING LTD.

January 4, 2012 TSX Venture Exchange Trading Symbol: FJX.P

Forte Resources Inc. (the “Company”), a capital pool company pursuant to Policy 2.4 of the TSX Venture Exchange (the “TSX-V”), is pleased to announce that further to its press release dated October 25, 2011, it has signed a definitive business combination agreement for its qualifying transaction with its target, Santacruz Silver Mining Ltd. (“Santacruz”) and that Santacruz has arranged a private placement of common shares.

Transaction

The Company is pleased to announce it has executed a definitive agreement dated December 16, 2011 (the “Definitive Agreement”) with Santacruz to acquire all of the issued and outstanding securities of Santacruz from its securityholders (the “Transaction”). Santacruz is a private company incorporated under the laws of the Province of British Columbia, which is the parent of Impulsora Minera Santacruz S.A., a private Mexican company which holds options to acquire a 100% interest in the Rosario, Gavilanes and San Felipe silver projects, located in the historical mining districts of Charcas, San Luis Potosi, San Dimas Durango and San Felipe Sonora, Mexico, respectively.

Under the terms of the Definitive Agreement, the Company will acquire Santacruz through a statutory amalgamation with a wholly owned subsidiary of the Company (the Company after the Transaction being referred to herein as the “Resulting Issuer”). Securityholders of Santacruz will receive one security of Forte in exchange for each security of Santacruz held, following a subdivision of Santacruz’s share capital on a 4.7722 new for one old basis (the “Subdivision”). It is anticipated that the Company will issue an aggregate of 26,493,131 common shares to shareholders and special warrantholders of Santacruz, prior to the completion of any financings in Santacruz, and a further approximately 664,473 share purchase warrants exercisable at a price of CDN$1.25 per share until July 20, 2012 to warrantholders of Santacruz.

The Transaction is an arm’s length transaction. Subject to the approval of the TSX-V, the Company intends to issue an aggregate of 2,375,000 common shares to two finders upon the closing of the Transaction in consideration for services provided by the finders with respect to the Transaction. Each finder is an arm’s length party to the Company.

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Following the completion of the Transaction (based on the outstanding share capital of each of the Company and Santacruz as of the date hereof,), approximately 44,319,945 common shares of the Resulting Issuer would be issued and outstanding (prior to the completion of any financing completed concurrently with the Transaction). Forte shareholders will hold common shares representing approximately 34.83% of the outstanding common shares of the Resulting Issuer following the completion of the Transaction, but prior to the completion of any financing in either the Company or Santacruz.

The proposed Transaction is subject to a number of terms and conditions, including the completion of satisfactory due diligence investigations, the completion of a financing of the Company or Santacruz generating minimum proceeds of $15 million, and the approval of the TSX-V and other applicable regulatory authorities.

The parties intend that the Resulting Issuer will be listed on the TSX-V as a Tier 2 mining issuer following completion of the Transaction. Trading in the common shares of the Company will remain halted pending the satisfaction of all applicable requirements of the TSX-V. There can be no assurance that trading in the common shares of the Company will resume prior to the completion of the Transaction. Further details concerning the Transaction, Santacruz (including additional financial information and technical information respecting the assets of Santacruz) will be disclosed in a filing statement to be prepared by the Company.

Private Placement

Following completion of the Subdivision and conditional acceptance of the Transaction by the TSX-V, Santacruz intends to complete a private placement offering (the "Offering") of a minimum of 16,666,666 common shares and up to 22,222,222 common shares at a price of $0.90 per common share for aggregate gross proceeds of a minimum of $15 million and a maximum of $20 million.

Santacruz has retained Canaccord Capital Corporation. ("Canaccord") to act as its agent on a "commercially reasonable efforts" basis in respect of the Offering. Canaccord will receive as compensation for services a cash commission of 6% of the gross proceeds of the Offering. In addition, Santacruz will grant to Canaccord compensation options which will entitle Canaccord to acquire such number of common shares as is equal to 6% of the number of common shares sold under the Offering at a price of $1.00 per common share and exercisable for a period of 24 months from the closing of the Offering. Canaccord will also receive from the Company a corporate finance fee of 200,000 common shares. In addition, Santacruz will be responsible for payment of all reasonable out-of-pocket expenses incurred by Canaccord in connection with the Offering.

The gross proceeds of the Offering will be used to pay for costs and expenses associated with the Transaction and the Offering, for exploration programs and property holding costs in respect of the Rosario and Gavilanes properties and for general working capital purposes.

The Offering is subject to certain conditions, including but not limited to the receipt of all required regulatory approvals and consents, including the approval of the TSX-V. Upon completion of the Transaction, the securities issued by the Company in exchange for the securities issued by Santacruz pursuant to the Offering will be free of resale restrictions under applicable Canadian securities legislation and TSX-V policies.

For further information contact:

Santacruz Silver Mining, Ltd.

Arturo Préstamo Telephone: 81.8378.5707 Email: [email protected]

On behalf of the Board of Directors

Gunther Roehlig President, Chief Executive Officer and Chief Financial Officer

Telephone: 604.683.0911

All information contained in this press release relating to Santacruz was provided by Santacruz to the Company for inclusion herein. The Company has not independently verified such information and shall bear no liability for any misrepresentation contained therein.

Completion of the transaction is subject to a number of conditions, including but not limited to, TSX-V acceptance and if applicable pursuant to exchange requirements, majority of the minority shareholder approval. Where applicable, the transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX-V has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

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