SOURCE: Fortress Financial Group, Inc.,

Fortress Financial Group, Inc.,

March 03, 2010 13:32 ET

Fortress Financial Group, Inc. -- Company to Now Complete Upon the Sale of Its Gold Interests -- High Gold Price Opens up Bid Process

Company Imposes a "Put Up or Shut Up" on the Existing Bidder and Confirms a Third Party Confirmed Transaction to Extract Maximum Value

LAS VEGAS, NV--(Marketwire - March 3, 2010) -  Fortress Financial Group, Inc. (PINKSHEETS: FFGO) is now in a position to finally confirm as follows:

  • A So Called Forced "Put Up or Shut Up imposed on Bidder"; and "Alternative Plan" now approved and in place to enrich Stockholders and Unlock Value, now finally approved as a Viable, yet Enhancement Enrichment Backup Plan; and 
  • Company secures Funding to play "Hardball" with future and existing potential Suitors primarily based upon the soaring yet sustainable Gold Prices; and
  • Company confirms that no deal to be priced below an amount of US$0.003 per share of Common Stock, clearly demonstrating that the current Stock Price at this time, reflects massive a undervaluation in its pricing; and
  • Company revises its Gold Price Forecast from US$1,100/oz in 2009 to US$1,300 in late 2010; and
  • All necessary deals now in place to immediately implement the possibly required "Alternative Proposal" has now been approved by the Stockholders, Board Members, Advisors, Creditors, Loan Note Holders, Searchlight Exploration, LLC and the other very Significant Minority stockholders in both "Bouse" and in "South Copperstone" Gold Mining Interests on late Tuesday March 2, 2010; and
  • Management in a position to pledge the swift closure of these sales of the Gold Interests; and now for the first time based upon a strong sound financial security solely based upon last minute and crucial financial support for the Company; and
  • Management clearly states that it is now in a position to "package" ITS "Gold Assets:" and to achieve "Top Dollar" through pending sale or failing which; through the proven and approved "Alternative Proposal").
  1. The Bidder for the Company's interests in the "Bouse" and the "South Copperstone" Gold Mining Interests has now been formally notified that they have until 17h00 EST on Friday March 19, 2010 to complete upon the transaction which now calls for the deposit of the full purchase price of the Company's interests in its Gold Properties; these funds to be placed in Escrow with the Company's Attorneys by no later than that date and time, as aforesaid. This could crudely be referred to a "put up, or shut up" notice. No further extensions of time will be granted whatsoever or under any circumstances.
  1. The Company' Management and its Advisors have expended significant time and financial resources in and during the past two months upon a fairly complex proposal (hereinafter referred to as "the alternative proposal"); the purpose of which was designed to maximize and to safeguard stockholder value in the event of your Company not being prepared to the accept an immediate or unsatisfactory offer for its Gold Interests. This alternative proposal was formally accepted on late Tuesday March 2, 2010 by the Company's Management, it's Advisors, Company Loan Note Holders, Searchlight Exploration, LLC and the substantial minority stockholders in both the "Bouse" And "South Copperstone" Gold Properties.
  1. This implementation of this alternative proposal is now at an extremely advanced stage and the Company is in a position to implement this alternative proposal without any delays whatsoever; should this deadline imposed upon the Bidder for the Company's Gold Interests; not be met in terms of the aforementioned time deadline and upon the Company's terms and conditions which are now inflexible and not negotiable whatsoever. There are no legal, regulatory nor audit "Obstacles" in be overcome at this juncture, in to over come in order to immediately temporarily consummate upon and remove thus this temporary impasse..
  1. Stockholders are advised that acceptance of this alternative proposal could well result in an immediate bid for the Company without any further or advance notice to stockholders. The Company's Management is acutely aware of the alleged criminal activities of third parties who actively and aggressively seek to cause irreparable to the Company, its stockholders and its stock price. The implementation of the alternative proposal failing which, the acceptance of the Purchase Offer will now without doubt ensure significant financial losses to those who may have acted in an unlawful activities in (a) the short selling or (b) The Naked Short Selling in their trading in the shares of the Company's Common Stock and/or (c) be or have been engaged in malicious, illegal, defamatory or harmful activities on Internet Stock Chat Forums which were planned, calculated, premeditated and designed to cause irreparable financial harm to the Company, its Officers and its Stockholders . Their actions have already caused severe but yet financially unquantified damage to the Company, its Stock Price and to its Stockholders. The Company in consultation with its stockholders may result in the bring about of a suitable and just Lawsuit which will seek to redress and/or obtain compensation from a Competent Court, these actions being considered and based upon recent successful Civil Judgments being awarded to Issuers under the same circumstances as the Company faces at this time. We choose not to comment any further at this time as the now proven illegal activities having being carried out by these influential Internet Stock Chat Forums have resulted in admissions of guilt with sentencing of their crimes to be determined.
  1. The Company wishes to stress that this alternative proposal will only be implemented should the Bidder for the Company's Gold Interests not meet the imposed time deadline as aforesaid. Should the Bidder formally advise the Company that it is unable to meet this deadline prior to the aforesaid date and time; the alternative proposal will be accepted by the Company and implemented without delay.

Stockholders are hereby cautioned in exercise extreme caution in their dealings in the Company's shares of Common Stock until such time as further information is made available. Stockholders may rest assured that the Company will be providing very detailed informative information without delay in order to (a) expedite the sale process of its Gold Interests and (b) provide stockholders with the necessary information to enable them to make an informed decision as to their actions in respect of their trading decisions in the Company's shares of Common Stock.

The Company's Management confirms and reiterates that as per its previous statements, it will not consider nor accept a bid for the Company's Gold Interests; that equates to a price of less than US$0.003 per share of the Company's Common Stock. We are not at this time prepared to elaborate any further on the pricing on these transactions; given the now very limited timing and extreme sensitivity of these negotiations. This will and may well change; and very rapidly in the event of our deciding to implement the alternative proposal.

The Company remains extremely positive on the outlook on the price of Gold and has now revised its outlook for mid to late 2010 to a sustainable and base price of US$1,300/oz in respect of the price of Gold which we have now upgraded from our 2009 outlook which was prudently based upon a price of US$1,100/oz. Based upon this expert and universally accepted outlook on the price of Gold for 2010, the Company is extremely confident that it is in a very strong position to only consider, negotiate and accept a sale of its Gold Interests upon the Company's self imposed, stated terms and conditions.

The Company's Management is now of the opinion that it is in an extremely strong negotiating position given the removal of previous financial constraints, the securing of the requisite funding to allow Management the flexibility to negotiate multiple offers for the Company's Gold interests and the given the desirability, demand and the inherent sought after demand and value of the Company's Gold interests.

The Company has secured the requisite funding required to implement this alternative proposal. All previous constraints placed upon the Company to dispose of its Gold interests upon what could possibly have been upon unacceptable terms; have now been removed. This has placed the Company is a strong and implacable position allowing Management to negotiate the best possible deal; with any such deal being upon the Company's terms and conditions.

The "Alternative Proposal" now secured and accepted by the Company has been effected with neither any suspensive nor actual conditions precedent, of whatsoever nature. The Company will now very aggressively and immediately act in order to secure and extract the promised long overdue value for its stockholders' and in respect of the sale of the Company's Gold Interests.

Stockholders are assured that the Company will now be releasing very detailed and constantly updated information on a very regular basis; as the Company's Management brings about the completion of the sale of its Gold interests within a very short period of time; and not the months of indecision and endless negotiations as has been be situation in which we have been placed, to date. This action will not preclude from the existing Bidder from resubmitting a revised Offer but will clearly allow, welcome and encourage a series of competing bids for the Company's Gold Interests. No longer will Management remain silent, we pledged "Transparency" to our stockholders; and these actions are a clear demonstration that we intend to honor that promise.

Further delays in this sale process are no longer deemed to be in the interest of our stockholders given the scramble for quality Gold Assets and the stable yet rising Gold Price. No longer will these delays will be accepted nor tolerated, by your Company's Management. The lack of information from your Company to date was correctly deemed to be necessary, fit and proper in order to safeguard the ongoing negotiations and more importantly, allowed the Company's Management and its Advisors the requisite time to study, refine, consult; thereby guaranteeing stockholders their position with the implementation of the alternative proposal as aforementioned, should the implementation of this proposal be deemed necessary in the absence of a binding and unconditional deal from the Bidder in the aforementioned timeframe.

Should be Company elect to accept to proceed with the "Alternative Proposal" as aforesaid. The Company guarantees that full and very detailed details of the value and scope of the Company's Gold Interests will be will be communicated to stockholders and all other interested parties; without any delays whatsoever.

Your Company's Management reiterates that your Company's shares of Common Stock remain tremendously undervalued, currently trading at a price of US$0.0001 per share of Common Stock; compared to an absolute guaranteed minimum buyout price of no less than US$0.003 per Common Stock; values our shares of Common Stock at a discount of no less than 1/30th of their absolute minimum value.

The planned and definite sale of these Assets is solely designed to unlock the true inherent underlying value of the Company's assets; to be coupled with a distribution in full of the net proceeds from this sale to our stockholders, this remains your Company's chosen route in the unlocking of maximum value for its stockholders.

The Company pledges to release many News Releases designed to advise our stockholders and other interested parties, as is necessary; in order to complete upon these transactions in the shortest period of time whilst ensuring that all stockholders and interested parties are provided the information that they require to make an informed investment decision.

This release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as amended and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" describe future expectations, plans, results, or strategies and are generally preceded by words such as "may", "future", "plan" or "planned", "will" or "should", "expected," "anticipates", "draft", "eventually," "projected" or "guidelines." You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements as a result of various factors and other risks identified in filings made by such company with the SEC.

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