Fortress Financial Group, Inc.

January 05, 2010 08:00 ET

Fortress Financial Group, Inc. -- Further Update on Sale of Company's Gold Interests

NEW YORK, NY--(Marketwire - January 5, 2010) - Fortress Financial Group, Inc. (PINKSHEETS: FFGO) confirmed its Statement on December 9, 2009 and updated on December 16, 2009 and on December 21, 2009 that it had received a confirmed Offer to acquire the Company's entire interest in both the "Bouse" and the "South Copperstone" Gold Properties. The Company's Management recommended acceptance of this Offer to both the significant minority interest holders in the "Bouse" and "South Copperstone" Gold Properties and to your Company's Loan Note Holders.

The Company's Management remains in discussions in respect of the revised terms of this Offer with the party that has submitted the Offer. The Company is in a position to state that certain of the revised terms were (a) a higher price was requested by certain minority stockholders in the Gold Properties (b) That the price payable be linked to the price of Gold in 2010 as requested by certain minority stockholders (c) That the purchase be priced in Euros and not in US Dollars (d) An insistence by the party making the Offer that there now be a revision of the existing 5% Net Smelter Royalties on commodities produced and the 25% carried net profits interest (NPI) in favor of Searchlight Exploration, LLC ("Searchlight") under the existing Agreements with Searchlight; and (e) The provision of an effective workable mechanism to purchase the shares in both "Bouse" and "South Copperstone" from those stockholders who received shares in these two Gold Properties through Stock Dividends in 2005.

The Company's Management remains very confident that an agreement may well be reached between all of the parties; and in all likelihood at a higher price than originally offered to the Company.

Given the unforeseeable delays in December of 2009, the involvement and consent requirements from two significant third parties and the complexities surrounding the transactions; the Company's Management is reluctant to commit to a definite guideline on the timing of the closure of these agreements as we had previously stated that we had hoped that these transactions could be concluded before the end of December of 2009. Management does not expect that these negotiations are likely to be protracted as all parties are committed to the consummation of these transactions.

The Company's Management is not in a position to divulge any further details including the pricing of these transactions as it will prejudice ongoing negotiations and all likelihood will be prejudicial to stockholders interests should another party put in a bid for these Gold Properties.

Should the Company complete these transactions, it will report immediately on a Form 8-K Filing and by a press release. Similarly, should the Company experience delays in these negotiations, it will update stockholders accordingly.

The Company confirms that its outstanding shares of Common Stock remain unchanged and are as detailed in our last Form 8-K Filing. The Company has not issued any additional shares of its Common Stock whatsoever.

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.

Contact Information