Falco Announces Completion of Private Placement
18 Agosto 2021 - 10:14AM
Falco Resources Ltd. (TSX-V:FPC) ("
Falco" or the
"
Company") is pleased to announce that it has
completed its previously announced private placement (the
“
Offering”) of units (the
“
Units”) with a syndicate of underwriters led by
CIBC Capital Markets (collectively, the
“
Underwriters”). Pursuant to the Offering, Falco
has issued an aggregate of 30,700,000 Units at a price of C$0.40
per Unit (the “
Offering Price”) for gross proceeds
of C$12,280,000.
Each Unit consists of one common share of the
Company (each a “Common Share”) and one-half
of one common share purchase warrant (each full warrant,
a “Warrant”). Each Warrant is exercisable to
acquire one Common Share until July 31, 2025, at an exercise price
of C$0.55. The expiry date of the Warrants may be accelerated by
the Company at any time following the six-month anniversary of the
closing date of the Offering if the volume-weighted average trading
price of the Common Shares on the TSX Venture Exchange is greater
than C$0.80 for any 10 consecutive trading days, at which time the
Company may accelerate the expiry date by issuing a press release
announcing the reduced warrant term whereupon the Warrants will
expire on the 30th calendar day after the date of such press
release.
The Company intends to use the net proceeds from
the Offering for the development of the Horne 5 Project and for
general corporate purposes.
In connection with the Offering, the
Underwriters received an aggregate cash fee equal to 5.0% of the
gross proceeds from the Offering.
All Common Shares and Warrants issued pursuant
to the Offering are subject to a four-month hold period under
applicable securities laws in Canada.
Insiders of the Company subscribed for 6,472,500
Units under the Offering. Each transaction with an insider of the
Company constitutes a “related party transaction” within the
meaning of Multilateral Instrument 61-101 – Protection of Minority
Security Holders in Special Transactions (“MI
61-101”). The Company is relying on exemptions from the
formal valuation requirements of MI 61-101 pursuant to section
5.5(a) and the minority shareholder approval requirements of MI
61-101 pursuant to section 5.7(1)(a) in respect of such insider
participation as the fair market value of the transaction, insofar
as it involves interested parties, does not exceed 25% of the
Company’s market capitalization.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy nor shall there be
any sale of the securities in the United States or in any other
jurisdiction in which such offer, solicitation or sale would be
unlawful. The securities have not been registered under the U.S.
Securities Act of 1933, as amended, and may not be offered or sold
in the United States absent registration or an applicable exemption
from the registration requirements thereunder.
About Falco Resources Ltd.
Falco Resources Ltd. is one of the largest
mineral claim holders in the Province of Québec, with extensive
land holdings in the Abitibi Greenstone Belt. Falco owns
approximately 70,000 hectares of land in the Rouyn-Noranda mining
camp, which represents 70% of the entire camp and includes 13
former gold and base metal mine sites. Falco’s principal asset is
the Horne 5 Project located in the former Horne mine that was
operated by Noranda (now Glencore Canada Corporation) from 1927 to
1976 and produced 11.6 million ounces of gold and 2.5 billion
pounds of copper. Osisko Gold Royalties Ltd’s subsidiary, Osisko
Development Corp., is Falco’s largest shareholder owning an 18.2%
interest in the Company.
For further information, please
contact: Luc LessardPresident and Chief Executive
Officer514-261-3336info@falcores.com
Jeffrey White, LL.B, MBADirector, Investor
Relations416-274-7762rjwhite@falcores.com
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 press release.
Cautionary Statement on Forward-Looking
Information
This news release contains forward-looking
statements and forward-looking information (together, "forward
looking statements") within the meaning of applicable Canadian
securities laws. Statements, other than statements of historical
facts, may be forward-looking statements. Generally,
forward-looking statements can be identified by the use of
terminology such as "plans", "expects", "estimates", "intends",
"anticipates", "believes" or variations of such words, or
statements that certain actions, events or results "may", "could",
"would", "might", "will be taken", "occur" or "be achieved, the
negative of these terms and similar terminology although not all
forward-looking statement contains these terms and phrases.
Forward-looking statements involve risks, uncertainties and other
factors that could cause actual results, performance, prospects and
opportunities to differ materially from those expressed or implied
by such forward-looking statements. These risk and uncertainties
include, but are not limited to, the risk factors set out in
Falco’s annual and/or quarterly management discussion and analysis
and in other of its public disclosure documents filed on SEDAR at
www.sedar.com, as well as all assumptions regarding the foregoing.
Although Falco believes that the assumptions and factors used in
preparing the forward-looking statements are reasonable, undue
reliance should not be placed on these statements, which only apply
as of the date of this news release, and no assurance can be given
that such events will occur in the disclosed time frame or at all.
Except where required by applicable law, Falco disclaims any
intention or obligation to update or revise any forward looking
statement, whether as a result of new information, future events or
otherwise.
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