FALCON GOLD CORP. RESTATES NON-BROKERED PRIVATE PLACEMENT
Rhea-AI Summary
Falcon Gold (TSXV: FG, OTC: FGLDF) plans to restate its previously announced non-brokered private placement to issue up to 11,666,667 units at C$0.03 per unit, for potential gross proceeds of up to C$350,000. Each unit will include one common share and one transferable warrant, with each warrant exercisable at C$0.05 for three years from issuance.
According to Falcon Gold, R7 Investments, controlled by CEO and director Karim Rayani, intends to subscribe for 1,000,000 units (C$30,000), a related party transaction under MI 61-101, for which the company expects to rely on valuation and minority approval exemptions. Net proceeds are earmarked to advance Northwestern Ontario properties and for working capital. Securities will carry a four-month-plus-one-day hold, and the placement remains subject to TSX Venture Exchange approval and customary conditions; finders’ fees may be paid in line with exchange policies.
Positive
- Potential gross financing of up to C$350,000 at C$0.03 per unit
- Insider participation of C$30,000 via 1,000,000 units by CEO-controlled entity
- Three-year warrants at C$0.05 included with each unit
- Net proceeds allocated to Northwestern Ontario properties and working capital
Negative
- Potential issuance of 11,666,667 new shares plus equal number of warrants
- Private placement completion still subject to TSX Venture Exchange approval
- Transaction with CEO-controlled entity categorized as related party under MI 61-101
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FG: TSX-V
The Company intends to issue up to 11,666,667 units (the "Units") at a price of
Each Unit will consist of one common share of the Company and one transferable common share purchase warrant. Each warrant will entitle the holder to acquire one additional common share at an exercise price of
R7 Investments Ltd., a company controlled by Karim Rayani, the Company's Chief Executive Officer and a director, intends to subscribe for 1,000,000 Units, representing an investment of
The net proceeds of the private placement will be used to advance the Company's
All securities issued pursuant to the private placement will be subject to a statutory hold period of four months and one day from the closing date in accordance with applicable securities laws.
Completion of the private placement remains subject to the approval of the TSX Venture Exchange and the satisfaction of customary closing conditions.
ON BEHALF OF THE BOARD OF DIRECTORS
FALCON GOLD CORP.
"Karim Rayani"
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.
About Falcon Gold Corp.
Falcon Gold Corp. is a Canadian mineral exploration company focused on the acquisition, exploration, and advancement of precious and battery metals opportunities across the Americas, with a portfolio spanning established mining camps and emerging exploration districts. Its flagship asset, the Central Canada Gold Project, is located approximately 20 kilometres southeast of Agnico Eagle's Hammond Reef Gold Deposit in northwestern Ontario. The project lies within the highly prospective Quetico Fault Zone, a major regional structural corridor interpreted as a key control on gold mineralization in the district. The Hammond Reef deposit is associated with a northeast-trending structural system linked to this broader regional framework, highlighting the significance of the geological setting. The Central Canada property has a documented exploration and development history spanning more than a century. Early work between 1901 and 1907 included shallow shaft development and small-scale production from high-grade material processed through stamp milling. Between 1930 and 1935, Central Canada Mines Ltd. further advanced the project with deeper underground development, crosscutting, and the installation of a small-scale gold mill. Subsequent exploration programs have included diamond drilling campaigns that returned multiple high-grade gold intercepts, supporting the presence of significant mineralization within the system. Beyond its flagship project, Falcon Gold maintains a diversified portfolio of Canadian exploration assets. This includes a
Cautionary Language and Forward-Looking Statements
This news release may contain "forward-looking statements" and "forward-looking information" (collectively, "forward-looking statements") within the meaning of applicable securities laws, including but not limited to statements relating to the timing and content of future work programs, including planned drilling programs, geological interpretations, receipt of property titles, and other corporate and technical matters. Forward-looking statements are based on assumptions, expectations, estimates, and projections as of the date of this news release and are subject to known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially from those expressed or implied herein. In some cases, forward-looking statements can be identified by terminology such as "may," "should," "intend," "expect," "plan," "anticipate," "believe," "estimate," "project," "potential," or "continue," or the negative of these terms, or other comparable terminology. Forward-looking statements in this news release may include, but are not limited to, statements regarding planned drilling activities on the Central Canada Gold Project, which is currently permitted for up to 20 drill holes, and the interpretation and potential extension of mineralization along structural trends within the project area. There can be no assurance that the Company's exploration programs will proceed as currently contemplated or that they will achieve their intended objectives. Forward-looking statements are inherently subject to significant business, economic, competitive, and geological uncertainties and contingencies. Actual results may differ materially from those currently anticipated. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that plans, assumptions, or expectations will prove to be accurate.
Neither 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.
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SOURCE Falcon Gold Corp.