Fortuna Completes Strategic Investment in Awalé Resources Limited and Files Early Warning Report

Rhea-AI Summary

Fortuna Mining Corp. (NYSE: FSM) has completed a strategic investment in Awalé Resources Limited, acquiring a 15% stake through a non-brokered private placement. The investment involves 15,037,593 common shares purchased at US$0.399 per share, totaling US$6 million. Awalé's primary asset is the 100% owned Odienné Project in Côte d'Ivoire. The investment aligns with Fortuna's long-term growth strategy and strengthens its exploration pipeline in the region. Through an investor rights agreement, Fortuna secured pre-emptive rights to maintain its interest and top-up rights for additional share purchases, applicable as long as it maintains a 10% or greater stake in Awalé.

Positive

• Strategic expansion into Côte d'Ivoire's emerging mining district through 15% stake acquisition in Awalé
• Investment strengthens Fortuna's exploration pipeline with 100% owned Odienné Project
• Secured pre-emptive rights and top-up rights to maintain or increase ownership position
• Leverages Fortuna's experienced in-country exploration team for potential production development

Negative

• US$6 million cash expenditure for early-stage exploration investment
• Investment success depends on exploration results with no guaranteed returns
• Project is still in exploration phase with no immediate revenue generation

Insights

Mining Industry Analyst

Fortuna expands exploration footprint in Côte d'Ivoire through strategic 15% stake in Awalé, strengthening its regional growth pipeline.

Fortuna Mining's $6 million strategic investment to acquire 15 percent of Awalé Resources represents a calculated move to enhance its exploration portfolio in West Africa. This transaction gives Fortuna exposure to Awalé's Odienné Project in Côte d'Ivoire, an area where Fortuna already has an experienced exploration team, suggesting operational synergies and regional knowledge that could benefit both companies.

The structure of this deal is particularly noteworthy. Beyond the initial $6 million investment, Fortuna has secured both pre-emptive rights to maintain its ownership percentage in future financings and top-up rights to purchase additional shares. These provisions create a pathway for Fortuna to potentially increase its stake over time if exploration results prove promising, while limiting initial financial exposure.

From a strategic perspective, this investment aligns with the industry trend of established producers securing early-stage exploration assets through minority investments rather than outright acquisitions. This approach allows Fortuna to gain exposure to Awalé's "emerging district" while limiting financial commitment and exploration risk. The investment complements Fortuna's existing operations in the region and diversifies its project pipeline without the full operational responsibilities of a complete acquisition.

The timing suggests Fortuna sees value in expanding its West African footprint now, possibly positioning itself ahead of potential resource discoveries. While the immediate financial impact on Fortuna is minimal given the company's size, the long-term strategic value lies in securing a meaningful stake in what their SVP Exploration describes as a "compelling opportunity" with a team that has "developed a solid geological understanding across the portfolio."

VANCOUVER, British Columbia, June 11, 2025 (GLOBE NEWSWIRE) -- Fortuna Mining Corp. (NYSE: FSM | TSX: FVI) is pleased to announce that it has acquired 15,037,593 common shares (the “Shares”) of Awalé Resources Limited (“Awalé), a TSX Venture Exchange listed mineral exploration company which is currently advancing its 100 percent-owned properties at the Odienné Project in Côte d’Ivoire.

“Awalé’s Odienné Project represents a compelling opportunity for Fortuna in Côte d’Ivoire,” said Paul Weedon, SVP Exploration of Fortuna. “Our experienced in-country exploration team is well positioned to help advance discoveries through to production. Awalé has built a strong presence in this emerging district and, through their capable and active team, developed a solid geological understanding across the portfolio. We look forward to supporting exploration across Awalé’s 100 percent-owned properties at the Odienné Project with the benefit of their insights.” Mr. Weedon concluded, “This investment strengthens Fortuna’s exploration pipeline in Côte d’Ivoire and is aligned with our long-term growth strategy.”

The Shares were acquired pursuant to a non-brokered private placement transaction at a cost of US$0.399 per Share (CAD$0.55 per Share) for gross proceeds of US$6,000,000 (CAD$8,264,999). Prior to this acquisition, Fortuna owned no shares of Awalé, and following the acquisition, Fortuna owns approximately 15 percent of Awalé’s issued shares.

The Shares were acquired for investment purposes. Fortuna may acquire additional securities of Awalé or dispose of its existing securities of Awalé on the basis of Fortuna’s assessment of market conditions, reformulation of plans and/or other relevant factors, in each case in accordance with applicable securities regulatory requirements.

Fortuna’s early warning report has been filed and is available for viewing on SEDAR+, and a copy of the report may also be obtained by emailing info@fmcmail.com or by contacting the Corporate Secretary at +1.604.484.4085.

In connection with the investment, Fortuna has entered into an investor rights agreement (the “Investor Rights Agreement”) with Awalé. Under the terms of the Investor Rights Agreement, Fortuna has been granted, among other things, (i) pre-emptive rights to maintain its interest in Awalé through participation in future equity financings of the Company and (ii) top-up rights to purchase additional shares in order to maintain its interest in Awalé. Fortuna will have such investor rights for so long as it holds a 10% or greater interest in Awalé (calculated in accordance with the terms of the Investor Rights Agreement).

About Fortuna Mining Corp.

Fortuna Mining Corp. is a Canadian precious metals mining company with three operating mines and exploration activities in Argentina, Côte d’Ivoire, Mexico, and Peru, as well as the Diamba Sud Gold Project located in Senegal. Sustainability is integral to all our operations and relationships. We produce gold and silver and generate shared value over the long-term for our stakeholders through efficient production, environmental protection, and social responsibility. For more information, please visit www.fortunamining.com.

ON BEHALF OF THE BOARD

Jorge A. Ganoza
President, CEO, and Director
Fortuna Mining Corp.

Investor Relations:
Carlos Baca | info@fmcmail.com | fortunamining.com | X | LinkedIn | YouTube

Forward-Looking Statements

This news release contains forward-looking statements which constitute “forward-looking information” within the meaning of applicable Canadian securities legislation and “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 (collectively, “forward-looking statements”). All statements included herein, other than statements of historical fact, are forward-looking statements, including, without limitation, the Company’s business strategy, plans and outlook, statements regarding the possible future acquisition or disposition by the Company of securities, and statements regarding exploration plans in respect of the Odienné Project.

Forward-looking Statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any results, performance or achievements expressed or implied by the Forward-looking Statements. Such uncertainties and factors include, among others, changes in general economic conditions and financial markets; changes in prices for gold, silver, and other metals; the timing and success of the Company’s proposed exploration programs; technological and operational hazards in Fortuna’s mining and mine development activities; risks inherent in mineral exploration; fluctuations in prices for energy, labor, materials, supplies and services; fluctuations in currencies; uncertainties inherent in the estimation of mineral reserves, mineral resources, and metal recoveries; the Company’s ability to obtain all necessary permits, licenses and regulatory approvals in a timely manner; governmental and other approvals; political unrest or instability in countries where Fortuna is active; labor relations issues; as well as those factors discussed under “Risk Factors” in the Company's Annual Information Form for the financial year ended December 31, 2024. 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 cause actions, events or results to differ from those anticipated, estimated or intended. Forward-looking Statements contained herein are based on the assumptions, beliefs, expectations and opinions of management, including but not limited to, expected trends in mineral prices and currency exchange rates; that the Company’s activities will be in accordance with the Company’s public statements and stated goals; that there will be no material adverse change affecting the Company or its properties; that all required approvals will be obtained; that there will be no significant disruptions affecting operations and such other assumptions as set out herein. Forward-looking Statements are made as of the date hereof and the Company disclaims any obligation to update any Forward-looking Statements, whether as a result of new information, future events or results or otherwise, except as required by law. There can be no assurance that Forward-looking Statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, investors should not place undue reliance on Forward-looking Statements.

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FAQ

What is Fortuna Mining's (FSM) investment in Awalé Resources?

Fortuna Mining acquired a 15% stake in Awalé Resources through a US$6 million private placement, purchasing 15,037,593 shares at US$0.399 per share.

What rights did Fortuna (FSM) secure in its investment agreement with Awalé?

Fortuna secured pre-emptive rights to maintain its interest in future equity financings and top-up rights to purchase additional shares, valid while maintaining a 10% or greater stake.

Where is Awalé's Odienné Project located and what is Fortuna's strategy?

The Odienné Project is located in Côte d'Ivoire, and Fortuna's investment aligns with their long-term growth strategy to expand their exploration pipeline in the region.

How much did Fortuna (FSM) pay per share for Awalé Resources?

Fortuna paid US$0.399 (CAD$0.55) per share in the private placement transaction.

What percentage ownership does Fortuna (FSM) now have in Awalé Resources?

Following the investment, Fortuna owns approximately 15% of Awalé's issued shares, up from zero prior ownership.