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Fredonia Mining Inc. Announces Completion of Early Warrant Exercise Incentive Program

MWN-AI** Summary

Fredonia Mining Inc. announced the successful completion of its early warrant exercise incentive program on February 17, 2026, generating approximately $473,000 through the exercise of 1,576,666 share purchase warrants priced at $0.30 each. As part of the incentive program, participants received an equivalent number of new share purchase warrants, known as Incentive Warrants, allowing purchase of additional common shares at $0.60 each for a period of 24 months. These Incentive Warrants, alongside any shares they could generate, will be subject to a statutory hold until May 28, 2026.

Remaining from the initial offering, 5,090,001 $0.30 Warrants remain outstanding with an expiration date of September 25, 2027. The program incorporated a related party transaction involving key executives, including CEO Estanislao Auriemma and directors Ricardo Auriemma and Waldo Perez, who exercised a small percentage of the total warrants, thus adhering to regulations under Multilateral Instrument 61-101, which governs minority shareholder protections.

Fredonia’s incentivization approach involved exemptions from specific valuation and minority approval requirements, facilitating this program's implementation. The proceeds from the warrant exercise aim to support the company's ongoing projects and initiatives, particularly in the mineral-rich Deseado Massif region of Argentina, where Fredonia holds significant land for gold and silver exploration.

Investors can find detailed information regarding the program and usage of proceeds in the company’s financing offering document available on its website and SEDAR+. The news release emphasizes that statements regarding the company's future performance may contain forward-looking information, underscoring potential risks and uncertainties that could affect actual outcomes.

MWN-AI** Analysis

Fredonia Mining Inc. recently announced its completion of an early warrant exercise incentive program, generating approximately $473,000 from the exercise of 1,576,666 $0.30 Warrants. This initiative, designed to stimulate early warrant exercises, effectively tightened the capital structure without requiring excessive dilution; it rewarded participants with additional Incentive Warrants (each priced at $0.60) over a two-year period.

From an investment standpoint, the recent developments at Fredonia present several notable implications. First, the funds raised from the early exercise provide an immediate influx of capital, which the company can leverage for growth initiatives in its gold and silver projects in Argentina. Specifically, the financial backing can enhance exploration activities at their flagship El Dorado-Monserrat project, strategically positioned near significant mining operations. This positions Fredonia favorably, considering the geopolitical stability and favorable infrastructure in the province of Santa Cruz.

Investors should contemplate the potential impact of the remaining $0.30 Warrants, approximately 5.1 million of which are still outstanding until their expiry in September 2027. This warrants' excess will add to the overall dilution factor but also presents an opportunity for current warrant holders to leverage their positions. The company’s ability to integrate these warrants into its capital strategy could dictate future share price trajectories.

Furthermore, insider participation, albeit limited to 10%, suggests management's vested interest in the company's success, potentially cultivating additional investor confidence. However, cautious investors should keep an eye on the market dynamics, particularly commodity prices and broader market sentiment, as Fredonia’s future performance is sensitive to external economic conditions.

In conclusion, Fredonia Mining Inc. remains a compelling candidate for investors seeking exposure to precious metals, given its strategic initiatives and future growth potential, but they should also weigh market conditions and insider dynamics in their investment decisions.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: GlobeNewswire

TORONTO, Feb. 17, 2026 (GLOBE NEWSWIRE) -- Fredonia Mining Inc. (“Fredonia” or the “Company”) is pleased to announce that, further to its press release dated December 17, 2025, the Company received gross proceeds of approximately $473,000 from the exercise of 1,576,666 share purchase warrants (the (“$0.30 Warrants”) at an exercise price of $0.30 per underlying common share (the “Warrant Shares”) pursuant to its previously announced early warrant exercise incentive program (the “Program”).

As an incentive for the early exercise of warrants, exercising warrant holders received an additional 1,576,666 new share purchase warrants (each, an “Incentive Warrant”). Each Incentive Warrant entitles the holder to purchase one additional common share of the Company for a period of 24 months from the date of issuance of such Incentive Warrant at a price of $0.60. The Incentive Warrants and any common shares issuable on exercise thereof are subject to a statutory hold expiring May 28, 2026.

The balance of the 5,090,001 $0.30 Warrants not exercised under the Program remain outstanding and continue to be exercisable for common shares of the Company on their current terms, with an expiry date of September 25, 2027.

The Program constituted a “related party transaction” pursuant to Multilateral Instrument 61-101 Protection of Minority Shareholders in Special Transactions (“MI 61-101”), as Estanislao Auriemma, the Chief Executive Officer and a director of the Company, exercised 47,778 $0.30 Warrants in the Program, and Ricardo Auriemma and Waldo Perez, each directors of the Company, exercised 47,778 and 47,777 $0.30 Warrants in the Program, respectively. Total insider participation in the Program was limited to 10% of the outstanding $0.30 Warrants. The Company relied on the exemptions from the valuation and minority approval requirements of MI 61-101 in Section 5.5 (b) - Issuer Not Listed on Specified Markets and Section 5.7(a) - Fair Market Value Not More Than 25% of Market Capitalization in implementing the Program.

For additional information about the Program, including the proposed use of proceeds thereof, see the Company’s Amended and Restated Listed Issuer Financing Offering Document dated January 26, 2026, available on the Company’s profile on SEDAR+ at www.sedarplus.ca, or on the Company’s website at www.fredoniamanagement.com.

All information in this news release about the number of $0.30 Warrants exercised and outstanding is presented on a “post-consolidated” basis, with each one whole warrant being exercisable for one common share.

About Fredonia

Fredonia holds gold and silver license areas totaling approximately 18,300 ha. in the prolific Deseado Massif geological region in the Province of Santa Cruz, Argentina, including its flagship advanced El Dorado-Monserrat project (approx. 6,200 ha.) located close to AngloGold Ashanti’s 300,000 oz./yr Au-Ag Cerro Vanguardia mine, the El Aguila project (approx. 9,100 ha.), and the Petrificados project (approx. 3,000 ha).

For further information: Please visit the Company’s website at www.fredoniamanagement.com or contact: Estanislao Auriemma, Chief Executive Officer, Direct +54 91 149 980 623, Email: [email protected].

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

This news release contains “forward?looking information” within the meaning of the applicable Canadian securities legislation that is based on expectations, estimates, projections and interpretations as at the date of this news release. The information in this news release about the Incentive Program and participation therein, the issuance of Incentive Warrants, and the receipt of all necessary regulatory approvals, including approval of the TSXV and ability of the Company to satisfy the listing conditions of the TSXV, if at all, and any other information herein that is not a historical fact may be “forward-looking information”. Any statement that involves discussions with respect to predictions, expectations, interpretations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “interpreted”, “management's view”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information and are intended to identify forward-looking information. This forward-looking information is based on reasonable assumptions and estimates of management of the Company at the time such assumptions and estimates were made, and involves known and unknown risks, uncertainties or other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. Such factors include, among others, volatility in the trading price of the Common Shares, risks relating to the ability of the Company to obtain required approvals, the global economic climate, metal prices, and dilution. Although the forward-looking information contained in this news release is based upon what management believes, or believed at the time, to be reasonable assumptions, the Company cannot guarantee shareholders and prospective purchasers of securities of the Company that actual results will be consistent with such forward-looking information, as there may be other factors that cause results not to be as anticipated, estimated or intended, and neither Company nor any other person assumes responsibility for the accuracy and completeness of any such forward looking information. The Company does not undertake, and assumes no obligation, to update or revise any such forward looking statements or forward-looking information contained herein to reflect new events or circumstances, except as may be required by law. Accordingly, readers should not place undue reliance on forward-looking statements and information.


FAQ**

How does Fredonia Mining Inc. plan to utilize the gross proceeds of approximately $473,000 from the exercise of the $0.30 Warrants under the early warrant exercise incentive program (Program) for its future projects like El Dorado-Monserrat?

Fredonia Mining Inc. plans to use the approximately $473,000 from the exercise of the $0.30 Warrants under the early warrant exercise incentive program to support ongoing and future projects, including the development of the El Dorado-Monserrat project.

Given that insider participation in the early warrant exercise program was limited to 10%, what impact might the involvement of executives have on the future performance and stock price of Fredonia Mining FREDF?

The limited 10% insider participation in Fredonia Mining's early warrant exercise program may suggest cautious confidence among executives, which could lead to a muted positive perception among investors, potentially impacting future performance and stock price volatility.

How does Fredonia Mining FREDF anticipate the remaining $0.Warrants, which are exercisable until September 25, 2027, will affect their capital structure and funding capacities in the coming years?

Fredonia Mining FREDF anticipates that the $0.30 Warrants, if exercised before their expiration in September 2027, will strengthen their capital structure and enhance funding capacities by providing additional equity, thereby supporting future growth and operational initiatives.

With the statutory hold on the Incentive Warrants expiring on May 28, 2026, what strategies does Fredonia Mining FREDF have in place to manage liquidity and investor sentiment once these warrants can be exercised?

Fredonia Mining plans to implement a strategic communication campaign to engage investors, enhance liquidity through proactive market-making activities, and explore potential partnerships or financing options to ensure stability once the Incentive Warrants can be exercised.

**MWN-AI FAQ is based on asking OpenAI questions about Fredonia Mining Inc. (TSXVC: FRED:CC).

Fredonia Mining Inc.

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