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HALIFAX, NS October 13, 2023 – Fortune Bay Corp. (TSXV: FOR, FWB: 5QN, OTCQX: FTBYF) (“Fortune Bay” or the “Company”) is pleased to announce that it intends to complete a non-brokered private placement for aggregate gross proceeds of up to $700,000 (the “Offering”). The Company intends to issue up to 3,043,478 units at an issue price of $0.23 per unit, with each unit comprised of one common share and one common share purchase warrant.  Each warrant will be exercisable into one common share of the Company at an exercise price of $0.30 per share for a period of two years. The proceeds from the private placement will be used to support the Company’s ongoing activities as outlined in the News Release dated August 8, 2023. 

To facilitate the Offering, Fortune Bay has entered into an agreement, signed October 12, 2023, with Numus Capital Corp. (“Numus” or the “Agent”), a registered Exempt Market Dealer, to act as agent for the Offering. Fortune Bay has agreed to pay to Numus a cash fee equal to 7.5% of the gross proceeds received by Fortune Bay from the sale of units introduced by the Agent, except on subscriptions received from directors, officers, and employees of Fortune Bay, and to issue share purchase warrants entitling Numus to purchase the number of shares in the Company that is equal to 7.5% of the units sold by Numus as part of the Offering to investors introduced by the Agent, except on subscriptions received from directors, officers, and employees of Fortune Bay. Each share purchase warrant will be exercisable into one common share of Fortune Bay at $0.30 per share for a period of two years.

Completion of the financing is subject to the satisfaction of certain conditions, including approval by the TSX Venture Exchange.  All securities issued pursuant to the Offering will be subject to a four-month and one day hold period.