Fitzroy Minerals Signs Exclusivity Agreement with Ptolemy Mining
Fitzroy Minerals Signs Exclusivity Agreement with Ptolemy Mining
Vancouver, British Columbia June 27, 2024 – Fitzroy Minerals Inc. (TSXV: FTZ) (OTCQB: FTZFF) (“Fitzroy
Minerals” or the “ Company”) is pleased to announce that it has entered into an exclusivity letter
agreement (the “ Agreement”) with Ptolemy Mining Limited (“ Ptolemy”). Ptolemy, through a wholly-
owned subsidiary, is the legal and beneficial holder of the Manto Negro, Buen Retiro and Sierra Fritis
properties located in Chile (the “Properties” or the “Buen Retiro Project”).
Pursuant to the Agreement, Ptolemy has granted the Company an exclusive right for 90 days (the
“Exclusivity Period”) to complete its technical, financial and legal due diligence investigations and to
negotiate a definitive acquisition agreement to acquire all of the issued and outstanding ordinary shares
of Ptolemy, or all of the assets of Ptolemy (the “Acquisition”).
The Company will pay Ptolemy an exclusivity fee of USD$100,000. For the duration of the Exclusivity
Period, Ptolemy has agreed to deal exclusively with the Company and to cooperate with the Company in
connection with its due diligence investigations. Upon completion of due diligence during the Exclusivity
Period, the negotiation of a definitive acquisition agreement may not materialize.
Merlin Marr-Johnson, President and CEO of Fitzroy Minerals commented, "The Buen Retiro Project offers
the opportunity to work on a potentially significant IOCG deposit in a copper-rich district in Chile, the
worlds’ leading copper-producing country. There is a real shortage of large open pittable copper deposits
with excellent infrastructure in established mining jurisdictions. Buen Retiro Project, if consummated,
offers Fitzroy Minerals shareholders significant discovery leverage into a copper bull market.
Should the Acquisition be completed, the Company would have a balanced portfolio of assets. Early-stage
exploration for gold at Taquetren in Argentina and copper at Caballos in Chile; plus gold -copper-silver
Polimet in Chile that is on-trend from the El Bronce gold deposit, and the Buen Retiro Copper Project which
has many of the characteristics of a major deposit. Institutional investors regularly ask the junior resources
sector to consolidate projects within a single company and Fitzroy Minerals intends to do exactly that. The
Company intends to offer strong discovery potential from a range of projects in the key commodities of
gold and copper.”
Ptolemy Mining Limited and Buen Retiro
Ptolemy is a UK registered private company that , through a wholly-owned subsidiary, is the legal and
beneficial holder of the Manto Negro, Buen Retiro and Sierra Fritis properties located in Chile. The Manto
Negro and Buen Retiro concessions are held under a single option agreement, the Buen Retiro Option.
The Sierra Fritis concessions are held under a separate option agreement, the Sierra Fritis Option.
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Ptolemy is an arm’s length party to the Company. Mr. Merlin Marr -Johnson, the President and Chief
Executive Officer of the Company, owns performance rights convertible upon a triggering event into
approximately 6% of the outstanding shares of Ptolemy.
If the Company decides to proceed with t he Acquisition, it will be subject to certain conditions to be
determined between the parties, which will include, without limitation, the approval of the TSX Venture
Exchange (“Exchange”).
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 Caballos Copper and Polimet Gold-
Copper-Silver projects located in Valparaiso, Chile and the Taquetren Gold project located in Rio Negro,
Argentina, as well as the Cariboo project in British Columbia, Canada. Fitzroy Minerals’ shares are listed
on the Exchange under the symbol FTZ and on the OTCQB under the symbol FTZFF.
On behalf of Fitzroy Minerals Inc.
Merlin Marr-Johnson
President and CEO
For further information, please contact:
Merlin Marr-Johnson
+1 604-505-4554
For more information on Fitzroy Minerals, please visit the Company's website: www.fitzroyminerals.com
Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of the
Exchange) accepts responsibility for the adequacy or accuracy of this release.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This news release includes certain statements and information that constitute forward -looking
information within the meaning of applicable Canadian securities laws. All statements in this news release,
other than statements of historical facts are forward -looking statements. Such forward -looking
statements and forward-looking information specifically include, but are not limited to, statements that
relate to the completion of the Acquisition , and timely receipt of all necessary approvals, including any
requisite approval of the Exchange, future mineral exploration and development on the Buen Retiro Project
and the mineralization potential of this property, and exploration plans of the Company.
Statements contained in this release that are not historical facts are forward -looking statements that
involve various risks and uncertainty affecting the business of the Company. Such statements can
generally, but not always, be identified by words such a s "expects", "plans", "anticipates", "intends",
"estimates", "forecasts", "schedules", "prepares", "potential" and similar expressions, or that events or
conditions "will", "would", "may", "could" or "should" occur. All statements that describe the Company 's
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plans relating to operations and potential strategic opportunities are forward -looking statements under
applicable securities laws. These statements address future events and conditions and are reliant on
assumptions made by the Company's management, and s o involve inherent risks and uncertainties,
including, the inability to enter into an agreement to complete the Acquisition, the inability to satisfy the
conditions precedent to complete the Acquisition, the due diligence results of the Buen Retiro Project not
being to the satisfaction of the Company, the inability to obtain all necessary regulatory approvals for the
Acquisition, consents or authorizations required for mining activities, environmental regulations or
hazards and compliance with complex regulations associate d with mining activities, climate change and
climate change regulations , fluctuations in exchange rates, the availability of obtaining necessary
financing to complete the Acquisition and the business objectives of the Company, and such furt her risks
as disclosed in the Company's periodic filings with Canadian securities regulators. As a result of these risks
and uncertainties, and the assumptions underlying the forward -looking information, actual results could
materially differ from those currently pr ojected, and there is no representation by the Company that the
actual results realized in the future will be the same in whole or in part as those presented here in. The
Company disclaims any intent or obligation to update forward -looking statements or information except
as required by law. Readers are referred to the additional information regarding the Company's business
contained in the Company's reports filed with the securities regulatory authorities in Canada. Although the
Company has attempted to identify important factors that could cause actual actions, events, or results to
differ materially from those described in forward -looking statements, there may be other factors that
could cause actions, events or results not to be as anticipated, estimated or intended. For more information
on the Company and the risks and challenges of its business, investors should review the Company's filings
that are available at www.sedarplus.ca.
The Company provides no assurance that forward -looking statements and information will prove to be
accurate, as actual results and future events could differ materially from those anticipated in such
statements or information. Accordingly, readers should n ot place undue reliance on forward -looking
statements or information. The Company does not undertake to update any forward-looking statements,
other than as required by law.