NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION THROUGH U.S. NEWSWIRE SERVICES
Falco Pacific Resource Group Inc. (the “Company”) (TSX VENTURE:FPC) is pleased to announce that is has closed its previously announced (NR 13-11 dated October 21, 2013) non-brokered private placement (the “Offering”) of an aggregate of 12,045,999 units of the Company at a price of $0.30 per unit (“Unit”) and 4,142,770 flow through common shares at a price of $0.36 (“FT Shares”) for total gross proceeds of $5,105,197.
Each Unit shall consist of one non-flow-through common share in the capital of the Company (a “Common Share”) and one half of one transferable common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each Warrant shall be exercisable into one additional Common Share of the Company for 24 months from the closing date of the Offering at an exercise price of $0.60 per Common Share.
The Warrants shall be callable such that should the daily volume weighted average trading price of the Common Shares of the Company on the TSX Venture Exchange exceed $1.00 for a period of 20 consecutive trading days, during the period following 4 months from the closing date of the Offering until the expiry date of the Warrants, the Company may give notice in writing to the Warrant holders that the Warrants shall expire on that day which is 30 days following the notice date unless exercised by the holders prior to such date.
All securities issued pursuant to the offering and applicable securities laws in Canada are subject to a hold period that will expire four months and one day from the date of closing, being March 15, 2014. The Offering is subject to receipt of regulatory approvals, including the final approval of the TSX Venture Exchange. Net proceeds of the Offering will be used by the Company to fund operating and exploration expenses on the Rouyn-Noranda Project in Quebec, which includes the Horne Mine Complex area.
In conjunction with the closing of the Offering, the Company has agreed to pay certain finders including Axemen Resource Capital Ltd., an Exempt Market Dealer, (each, a “Finder”) a fee equal to a cash commission or Units at 5% of the gross proceeds raised from subscriptions in the Offering from persons introduced to the Company by the Finders which is equal to $54,720 and 507,638 Units. As well the company has issued to the Finders common share warrants (“Finders Warrants”) equal to 5% of the Units and FT Shares subscribed by for by persons introduced to the Company by the Finders totaling 677,688 Finders Warrants. Each Finders Warrant is exercisable to acquire one Common Share of the Company at an exercise price of $0.45 at any time up to May 14, 2015.
Commenting on the placement, Kelly Klatik, President and CEO of Falco Pacific stated, “We are delighted the interest in the private placement was oversubscribed, both from our existing shareholders and from new institutional and retail shareholders who recognize the potential of our land holdings and future deliverables in and around the Horne 5 Deposit area.”
This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein in the United States. The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to the account or benefit of a U.S. person absent an exemption from the registration requirements of such Act.
About Falco Pacific Resource Group
Founded in 2012 with the acquisition of the 728 square km Rouyn Noranda Project in Quebec, Falco Pacific is led by an experienced exploration team and is focused on the rapid evaluation of precious and base metal targets in one of the world’s great mining camps.
For more information, please go to www.falcopacific.com.
On behalf of the board of directors of:
FALCO PACIFIC RESOURCE GROUP
Kelly Klatik, President and CEO
Cautionary Note Regarding Forward-Looking Statements
Some of the statements contained in this release are forward-looking statements, such as the expected use of proceeds and estimates and statements that describe the Company’s future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties. Actual results in each case could differ materially from those currently anticipated in such statements.
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.
Falco Pacific Resource Group
Mr. Dean Linden
Business Development
+1.604.638.1429
info@falcopacific.com
www.falcopacific.com