/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
TSX.V - FPC
MONTREAL, Dec. 9, 2024
/CNW/ - Falco Resources Ltd. (TSXV: FPC) ("Falco" or the
"Corporation") is pleased to announce that it has entered
into an agreement with Cantor Fitzgerald Canada Corporation to act
as sole agent and sole bookrunner (the "Agent"), in
connection with a "best efforts" private placement for aggregate
gross proceeds of up to C$5,000,000
from the sale of units of the Corporation (the "Units") at a
price of C$0.25 per Unit (the
"Offering").
Each Unit will consist of one common share of the Corporation
(each, a "Common Share") and one common share purchase
warrant (each, a "Warrant"). Each Warrant shall entitle the
holder to purchase one Common Share (each, a "Warrant
Share") at a price of C$0.35 at
any time on or before that date which is 60 months after the
closing date of the Offering.
The Corporation has granted the Agent an option, on the same
terms and conditions as the Offering, exercisable until the second
business day prior to the closing date of the Offering, to sell up
to an additional C$1,000,000 in Units
("Agent's Option"). If the Agents' Option is exercised in
full, the aggregate gross proceeds of the Offering would be
C$6,000,000.
The Corporation intends to use the net proceeds from the sale of
Units for the advancement of the Horne 5 Project and for working
capital and general corporate purposes.
The Offering is anticipated to close on or about December 20, 2024 (the "Closing Date") and
is subject to certain conditions including, but not limited to, the
receipt of all necessary approvals including the approval of the
TSX Venture Exchange.
The Units are being offered by way of private placement in all
of the provinces of Canada to
investors who qualify as "accredited investors" under Canadian
securities legislation or who are otherwise exempt from prospectus
delivery requirements. The Offering may also be offered in
the United States to "accredited
investors" (as defined in Rule 501(a) of Regulation D) pursuant to
an exemption from registration under the United States Securities
Act of 1933, as amended, and in such other jurisdictions outside of
Canada in accordance with
applicable law.
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.
The Common Shares issuable from the sale of Units to "accredited
investors" in Canada or otherwise
on a prospectus exempt basis will be subject to a hold period of
four months plus one day from the date of issuance of the
Units.
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 67,000 hectares
of land in the Noranda Mining Camp, which represents 67% of the
entire camp and includes 13 former gold and base metal mine sites.
Falco's principal asset is the Horne 5 Project located under the
former Horne mine that was operated by Noranda from 1927 to 1976
and produced 11.6 million ounces of gold and 2.5 billion pounds of
copper. Osisko Development Corp. is Falco's largest shareholder
owning a 16.7% interest in the Corporation.
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. Often, but not always, forward-looking
statements can be identified by words such as "plans", "expects",
"seeks", "may", "should", "could", "will", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates", "believes", or
variations including negative variations thereof of such words and
phrases that refer to certain actions, events or results that may,
could, would, might or will occur or be taken or achieved. Without
limiting the generality of the foregoing statements, the
Corporation meeting all conditions for a timely closing of the
Offering, including obtaining all required approvals, and the
proposed use of the proceeds of the Offering are forward-looking
statements. Forward- looking statements involve known and unknown
risks, uncertainties and other factors which may cause the actual
plans, results, performance or achievements of Falco to differ
materially from any future plans, results, performance or
achievements expressed or implied by the 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.sedarplus.ca, 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 frames 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.
SOURCE Falco Resources Ltd.