Vancouver, British Columbia, October 17, 2025 (GLOBE NEWSWIRE) — via IBN – Fairchild Gold Corp. (“Fairchild” or “Company“) (TSXV: FAIR) is pleased to announce the closing on October 16, 2025 of its previously announced non-brokered private placement financing for gross proceeds of C$1,100,047.93 (“OfferIn connection with the closing of the Offering, the Company issued 12,222,777 shares (“Units“) at a price of $0.09 per unit.
Each Unit consists of one ordinary share (“Ordinary share“) in the capital of the Company and one warrant to purchase an ordinary share (“Order“, each entire warrant being convertible into an additional share of Common Stock at an exercise price of $0.15 within a period of sixty (60) months from the date of issuance. The Warrants include a acceleration clause providing that if the volume weighted average daily closing price of the Common Shares on the TSX Venture Exchange is at least $0.50 per Common Share for five (5) consecutive trading days, 12 months after the closing date of the Offering (“Trigger event“), the Company may, within 5 days after the Triggering Event, accelerate the expiration date of the warrants by notifying the warrant holders by news release, in which case the warrants will expire on the first day, that is, 10 calendar days after the date on which such notice was given by the Company announcing the Triggering Event.
No finder's compensation was paid as part of this Offer. The shares of common stock and warrants issued in the Offering will be subject to a statutory hold period of four months and one day from the date of issue or longer for certain subscribers. The Offering remains subject to final approval by the TSX Venture Exchange. The proceeds from the Offering will be used to advance the Company's gold mining projects in Nevada and for general working capital purposes.
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 registration or an applicable exemption from registration requirements. This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor is there any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.
About Fairchild Gold Corp.
Fairchild Gold Corp. is a mineral exploration company engaged in the acquisition, exploration and development of high-quality mineral resources in mining-friendly jurisdictions. Nevada Titan's flagship project is located in the historic Goodsprings mining district in Nevada, USA. The Company is also 100% owner of the Fairchild Lake property, which consists of 108 mining claims covering 2,224 hectares located approximately 250 kilometers northwest of Thunder Bay in the Patricia Mining Division of Ontario.
On behalf of the Board of Directors
Nicolas Perrault, CFA
Executive Chairman
Fairchild Gold Corporation
[email protected]; [email protected]
(866) 497-0284
www.fairchildgold.com
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 of this press release.
Cautionary Statement Regarding Forward-Looking Information
Certain information contained in this press 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 use of proceeds from the Offering and any statements regarding the Company's business plans, expectations and objectives. In this press release, words such as “may,” “will,” “could,” “would,” “likely,” “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate” and similar words and the negative form thereof are used to identify forward-looking information. Forward-looking information should not be relied upon as a guarantee of future performance or results and will not necessarily be an accurate indication of whether or when such future performance will be achieved. Forward-looking information is based on information currently available and/or the Company's management's good faith beliefs regarding future events and is subject to known and unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond the Company's control. For further information about these and other factors and assumptions underlying the forward-looking information set forth in this press release, please see the most recent Management's Discussion and Analysis and the Company's financial statements and other documents filed with the Canadian securities commissions and the discussion of risk factors set forth therein. Such documents are available at www.sedarplus.ca in the Company profile and on the Company website, https://fairchildgold.com/. The forward-looking information set forth herein reflects the Company's expectations as of the date of this press release and are subject to change after such date. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
Corporate Communications Contact:
IBN
Austin, Texas
www.InvestorBrandNetwork.com
512.354.7000 Office
[email protected]
