VANCOUVER, BC – TheNewswire – January 26, 2023 – Fairchild Gold Corporation (“fairchild” or “company”) (TSXV: Fair) We would like to inform you that we will be closed on January 26th.2023, 3rd tranche of the previously announced non-brokered private placement on December 21, 2022
In connection with the closing of the third offering, the Company has issued a total of 2,730,000 units (“unit”) at a price of $0.06 per unit with a total profit of $163,800. Each unit consists of one common share of the company’s equity (“share”) and transferable common stock purchase warrants (“warrant”). Each warrant in its entirety is exercisable for him to acquire 1 share at an exercise price of $0.10 per share until January 26, 2026, which is 36 months from the date of issuance. However, the following acceleration rights apply: At any time four months and one day after the date of issuance of the Warrants, the volume-weighted average trading price of our common stock on the TSX Venture Exchange (or other exchange on which our common stock is issued) will be: Stocks may be traded at any time) on 5 consecutive trading days (“trigger event”), in which case, the Company may advance the expiration date of the Warrant by notifying the Warrant holder through a news release within ten (10) days of the Trigger Event, in which case the Warrant will expire. The first day after thirty (30) calendar days from the date such notice was given by the Company announcing the Triggering Event.
Fairchild intends to use the net proceeds of the offering for project expenditures on its Fairchild Lake property, located approximately 250 kilometers northwest of the city of Thunder Bay in northwestern Ontario, and for general working capital purposes.
The Company awarded a total of $2,100 CAD Discoverer Fees and 35,000 Share Purchase Warrants (“finder’s warrant”) In connection with subscriptions from subscribers referred to an offering by Leede Jones Gable Inc. Each Finder’s Warrant can be exercised until January 26, 2025 to acquire his 1 share of the company’s capital at an exercise price of $0.15 per share. 24 months from the date of issue.
The Company closed the first tranche on January 6, 2023 and the second tranche on January 23, 2023. The offering remains subject to final approval by the TSX Venture Exchange.
Securities issued pursuant to the offering, and shares issued upon exercise of such securities, are subject to a statutory holding period ending four months and one day from the date of issuance of such securities.
The securities offered have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent an applicable exemption from registration or registration requirements. This news release does not constitute an offer to sell or the solicitation of an offer to buy, and no sale of securities shall be made in any state where such offer, solicitation or sale would be unlawful.
About Fairchild Gold Corporation
Fairchild conducts mineral exploration and acquisition of mineral assets in Canada. Its purpose is to find and develop economically valuable base metal properties and conduct exploration programs at the Fairchild Lake property. The Fairchild Lake Property consists of 25 single and multi-cell claims (108 cells) covering an area of 2,224 hectares located approximately 250 kilometers northwest of the city of Thunder Bay. Patricia Mining Division, Ontario.
On behalf of the Board of Directors
Robert Rosner
Director and Chief Financial Officer
Fairchild Gold Corporation
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(866) 497-0284
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Cautionary Note Regarding Forward-Looking Statements
Certain information contained in this news release constitutes “forward-looking information” or “forward-looking statements” (collectively, “forward-looking information”). Without limiting the foregoing, such forward-looking information includes statements regarding the process and completion of the offering, use of proceeds from the offering, and statements regarding our business plans, expectations and objectives. In this news release, the terms “likely”, “could”, “possible”, “possible”, “likely”, “possible”, “expected ‘, ‘predict’, ‘intend’, ‘plan’, ‘estimate’. ” and similar words and their negative forms are used to identify forward-looking information. Forward-looking information is not a guarantee of future performance or results and does not necessarily indicate accurately whether, or when, future performance will be achieved. Forward-looking information is based on the information available at the time and/or the good faith beliefs of our management regarding future events and involves known and unknown risks, uncertainties, assumptions and other projections. Affected by impossible factors. Control. For additional information regarding these and other factors and assumptions underlying the forward-looking information made in this news release, please refer to our most recent management discussion and analysis, our financial statements and our disclosure to the Canadian Securities Commission. See other documents submitted to the meeting. Discussion of the risk factors listed there. Such documents are available at: www.sedar.com Under the company profile and on the company website https://fairchildgold.com/. The forward-looking information contained herein reflects our expectations as of the date of this news release and is subject to change after that date. may be changed to The Company disclaims any intention or obligation in any news release announcement to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
