Falco Announces Election of Directors, Appointment of New Chair of The Board and Closing of Its Senior Debt Transactions

10 hours ago 2

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Glencore
Debenture

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In connection with the extension of the maturity date of the Corporation’s existing senior secured convertible debenture entered into with Glencore (the “Glencore Debenture”), the Glencore Debenture was amended with effect as of the Effective Date (the “Amended Glencore Debenture”) in order for (i) the accrued interest on the existing Glencore Debenture up to the Effective Date to be capitalized such that the principal amount of the Amended Glencore Debenture will be $15,433,754, (ii) the conversion price to be maintained at $0.37 per Common Share, and (iii) the interest rate to be maintained at 10%. The 19,424,944 common share purchase warrants currently held by Glencore will remain outstanding in accordance with their terms until their expiry on December 31, 2025. In consideration for the extension of the maturity date of the Glencore Debenture, the Corporation will issue to Glencore, on the Effective Date, 21,381,422 common share purchase warrants (the “New Glencore Warrants”), each exercisable at any time from and after January 1, 2026, at an exercise price of (i) $0.38 per Common Share for 15,061,158 of the New Glencore Warrants and (ii) $0.42 per Common Share for the remaining 6,320,264 New Glencore Warrants, with the New Glencore Warrants expiring on December 31, 2026.

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The Common Shares issuable upon conversion of the OR Royalties Loan and the Glencore Debenture will be subject to a hold period of four months from the Effective Date, in accordance with applicable Canadian securities laws. The OR Royalties Warrants and the New Glencore Warrants (and the underlying Common Shares issuable pursuant thereto) will be subject to a hold period of four months from the Effective Date, in accordance with applicable Canadian securities laws.

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About
Falco

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Falco is one of the largest mineral claim holders in the province of Québec, with an extensive portfolio of properties in the Abitibi-Témiscamingue greenstone belt. Falco holds rights to approximately 63,000 hectares of land in the Noranda Camp, which represents 63% of the camp as a whole and includes 13 former gold and base metal mining sites. Falco’s main asset is the Horne 5 project located beneath the former Horne mine, which 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, with an approximate 16% interest in the Corporation.

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For
further
information,
please
contact:

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Luc Lessard
President, Chief Executive Officer and Director 514-261-3336
[email protected]

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Anthony Glavac
Chief Financial Officer 514-604-9310

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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.

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Cautionary
Statement
on
Forward-Looking
Information

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This news release contains forward-looking statements and forward-looking information (together, “forward looking statements”) within the meaning of applicable securities laws. 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.
These
statements
are
made
as
of
the
date
of
this
news
release.
Forward-looking
statements
involve
known and unknown risks, uncertainties and other factors which may cause the actual results, performance, prospects and opportunities
to
differ
materially
from
those
expressed
or
implied
by
such
forward-looking
statements.
These
risks
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 the Corporation believes the forward-looking statements in this news
release
are
reasonable, it can
give
no
assurance
that the
expectations
and
assumptions
in
such
statements
will prove to be correct. Consequently, the Corporation cautions investors that any forward-looking statements by the Corporation
are
not
guarantees
of
future
results
or
performance
and
that
actual
results
may
differ
materially
from
those in forward-looking statements.