Fairchild Gold raises private placement
Key facts
- C$2.2M PP
- C$0.06/unit
- +1 wt @ C$0.1 / 60mo
Vancouver, British Columbia--(Newsfile Corp. - July 29, 2026) - Fairchild Gold Corp. (TSXV: FAIR) (" Fairchild " or the " Company "), is pleased to announce it has upsized its previously announced non-brokered private placement. The Company intends to raise up to an additional $400,000 (the " Offering ") through the issuance of up to 6,666,666 units (each, a " Unit ") at a price of $0.06 per Unit, for aggregate gross proceeds of up to $2,200,000, in order to meet increased demands. Each Unit is comprised of one common share (a " Common Share ") in the capital of the Company and one common share purchase warrant (a " Warrant "), whereby each whole Warrant shall be convertible into an additional Common Share at an exercise price of $0.10 for a period of sixty (60) months from the date of issuance.
Closing of the Offering is subject to certain conditions including, but not limited to, the receipt of applicable regulatory approvals, including the approval of the TSX Venture Exchange. No finder's fee was paid in this Offering. All securities issued under the Offering are subject to a hold period expiring four months and one day from the closing date.
Fairchild intends to use the net proceeds of the Offering to complete the closing of the Golden Arrow Project acquisition and for general working capital purposes. Certain insiders of the Company may acquire Units. Such participation will each be considered 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 intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of the Offering due to the fair market value of the related party participation being below 25% of the Company's market capitalization for purposes of MI 61-101. The Company will file a material change report in respect of the Offering. However, the material change report will be filed less than 21 days prior to the closing of the Offering, which is consistent with market practice and the Company deems reasonable in the circumstances.
This press release does not constitute an offer to sell nor is a solicitation of an offer to buy any of the securities in the United States. The 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 or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Fairchild Gold Corp. Fairchild Gold Corp. is a public company engaged in the exploration and development of copper, gold and silver assets in North America. The Company's strategy is focused on advancing its Nevada property portfolio through disciplined exploration, strategic transactions and responsible development practices. Fairchild Gold's recently assembled portfolio of three Nevada properties includes Nevada Titan, Fairchild's flagship property, located in the Goodsprings Mining District, Nevada, an area known for historical high-grade copper, gold and platinum group element mining.