Talamore Completes Bookbuild and Announces Upsize of Previously Announced Equity Offering to C$130 Million

Talamore Completes Bookbuild and Announces Upsize of Previously Announced Equity Offering to C$130 Million

/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

VANCOUVER, BC, July 7, 2026 /CNW/ - Talamore Mining Corp. (TSXV: TALA) (OTCQB: TALMF) ("Talamore" or the "Company") is pleased to announce the successful completion of the bookbuild and the upsize of its previously announced equity offering with strong support from new and existing shareholders.

Talamore received strong indications of interest for the equity offering and due to investor demand, has agreed with the Agents (as defined below) to increase the size of its previously announced "best-efforts" private placement to aggregate gross proceeds of approximately C$130 million. 

The Company is also pleased to announce the pricing of the equity offering for 16,250,000 common shares of the Company (the "Common Shares") at a price of C$8.00 per Common Share (the "Equity Offering Price") representing aggregate gross proceeds of approximately C$130 million (the "Equity Offering").

In connection with the Equity Offering, Talamore has entered into an agreement with Stifel Nicolaus Canada Inc. ("Stifel Canada") and BMO Capital Markets ("BMO"), to act as co-lead agents and joint bookrunners on their own behalf and on behalf of a syndicate of agents including National Bank Financial Inc., CIBC World Markets, Ventum Financial Corp. and Desjardins Capital Markets (collectively with Stifel Canada and BMO, the "Agents"). The Company has granted the Agents an option (the "Agents' Option"), exercisable up to 48 hours prior to the closing of the Equity Offering, to increase the size of the Equity Offering by up to 15%.

The Common Shares to be issued under the Equity Offering will be offered by way of private placement in each of the provinces and territories of Canada, pursuant to applicable private placement exemptions under National Instrument 45-106 – Prospectus Exemptions. The Common Shares may also be sold in the United States pursuant to an exemption from the registration requirements of the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), and in such other jurisdictions as may be permitted such that such sales are completed in a manner so as to not require filing of a prospectus, registration statement, offering memorandum or similar document nor give rise to any disclosure obligations or submission to the jurisdiction of such jurisdictions on the part of the Company.

The net proceeds from the Equity Offering are expected to be used to fund initial construction activities and early works at the Coffee Project and allow the Company to advance permitting, engineering, and procurement of long-lead items, as well as for general working capital.

The Equity Offering is scheduled to close on or about July 21, 2026 (the "Closing Date") and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the TSX Venture Exchange (the "TSXV"). The Common Shares to be issued under the Equity Offering will be subject to a statutory hold period of four months and one day from the Closing Date in accordance with applicable securities laws in Canada.

The securities referred to in this news release have not been and will not be registered under the U.S. Securities Act, or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, "U.S. Persons" (as such term is defined in Regulation S under the U.S. Securities Act) absent such registration or an applicable exemption from the registration requirements of the U.S. Securities Act. This news release does not constitute an offer for sale of securities, nor a solicitation for offers to buy any securities.

About Talamore Mining

Talamore Mining Corp. (formerly Fuerte Metals Corp.) is a Canadian exploration and development company advancing the Coffee Gold Project in Yukon, Canada. Coffee is a 100%-owned, open-pit heap leach gold project in the final stages of permitting and engineering, and the Company is working toward a construction decision. In addition to Coffee, Talamore holds a portfolio of copper and gold assets in Chile and Mexico, providing longer-term growth potential.

Talamore recognizes that protection of the land and water around the Coffee Gold Project is of central importance to the Trondëk Hwëch'in, Selkirk First Nation, White River First Nation, and the First Nation of Na-Cho Nyäk Dun. The Company is focused on building long-term relationships grounded in transparency, respect, and follow-through. From day one, Talamore's approach is simple: do the work properly, be honest about it, and follow through on what we say.

Forward-Looking Information

This news release includes certain "forward-looking information" and "forward-looking statements" under applicable securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the Equity Offering, including the anticipated size of the Equity Offering, the Agents' Option, the intended use of the net proceeds of the Equity Offering, the Closing Date and closing of the Offering, and the receipt of all necessary approvals, including the approval of the TSXV, as well as future development plans and the business and operations of the Company. Forward-looking statements are necessarily based upon estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to business integration risks; fluctuations in general macroeconomic conditions; fluctuations in securities markets; fluctuations in spot and forward prices of gold, silver, base metals or certain other commodities; fluctuations in currency markets; results of exploration; the economics of processing methods; change in national and local government, legislation, taxation, controls, regulations and political or economic developments; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or unexpected formations pressures, cave-ins and flooding); inability to obtain adequate insurance to cover risks and hazards; the presence of laws and regulations that may impose restrictions on mining; employee relations; relationships with and claims by local communities and indigenous populations; availability of and increasing costs associated with mining inputs and labour; the speculative nature of mineral exploration and development (including the risks of obtaining necessary licenses, permits and approvals from government authorities); and title to properties.

There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

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.

SOURCE Talamore Mining Corporation