September 16, 2021
Vancouver, B.C., September 16th, 2021. FALCON GOLD CORP. (FG: TSX-V), (3FA: GR), (FGLDF: OTCQB); (“Falcon” or the “Company”) is pleased to report it has received conditional approval from TSX Venture Exchange to proceed with the Warrant Incentive Program (the “Program”). The Program will commence as of today’s date and terminate Monday, October 18th 2021.
Under the proposed Incentive, if the Placement Warrants are exercised prior to 4:00 p.m. (Vancouver Time) on the 30th day after TSX Venture approval (the “Incentive Period”), the Placement Warrant holders would receive one (1) additional warrant (an “Incentive Warrant”) in consideration of the early exercise of each Placement Warrant. Each Incentive Warrant will be exercisable to acquire one (1) common share of the Company at a price of $0.18 per share for a period of one (1) year from the date of issuance. The Company believes this will give existing Placement Warrant holders the right incentive to exercise their existing Warrants. The Incentive Warrant will be subject to a hold period of four months plus one day after the date of distribution.
In the event the Placement Warrant holder decides not to participate in the Incentive program, then following the expiry of the Incentive Period, the Placement Warrant holder may exercise the Placement Warrants under their original terms.
The Company feels this fairly advantageous program to reward our placement holders for their patience during this volatile year, allowing us to keep our float with our current shareholder base.
No Directors or Officers of the Company owns or control any of the Placement Warrants. The Company is not aware of any potential new insider position that would be created upon the exercise of the Placement Warrants nor the Incentive Warrants.
The Company would receive gross proceeds of $ 690,000 from the incentive program if all the warrants from the July 13, 2020 placement are exercised. Funds will be used for further exploration expenditures and working capital.
These securities have not been and will not be registered under the United States Securities Act of 1933, as amended, (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from registration is available. This announcement does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in this Warrant Incentive Program within the United States or to, or for the account or benefit of, U.S. Persons (as defined under Regulation S under the U.S. Securities Act).