Falcon GOLD Corp. Provides Update ON Spin Out Transaction
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NEWS RELEASE FG: TSX-V
3FA: GR
FGLDF: OTCQB
FALCON GOLD CORP. PROVIDES UPDATE ON SPIN OUT TRANSACTION
Vancouver, B.C., October 20, 2022, Falcon Gold Corp. (FG: TSX-V), (3FA: GR), (FGLDF: OTCQB); ("Falcon"
or the “ Company”). Further to the Company’s news release of September 2 7, 2022 , the Company is
pleased to announce that it has obtained a final order from the Supreme Court of British Columbia
approving the previously announced spin-out by way of plan of arrangement under sections 288 and 291
of the Business Corporations Act (British C olumbia) (the " Arrangement") involving its wholly -owned
subsidiary, Latamark Resources Corp. ("Latamark").
The Company and Latamark anticipate implementing the Arrangement on or about November 2, 2022.
Holders of Falcon common shares as of the close of business on October 28, 2022 will be entitled to
receive one common share in the capital of Latamark (each, a "Latamark Share") for every 5.8 common
shares held in the Company. Latamark will also issue 5,000,000 Latamark Shares to Falcon pursuant to the
Arrangement.
In accordance with TSX Venture Exchange policy, the following are the relevant dates pertaining to
Latamark’s distribution of its shares to the Falcon shareholders, including the Due Bill period of October
27, 2022 – November 2, 2022:
Due Bill Trading Date: October 27, 2022
Record Date: October 28, 2022
Payable or Distribution Date: November 2, 2022
Ex-Distribution Date: November 3, 2022
Due Bill Redemption Date: November 4, 2022
As previously announced, the Company received the required shareholder approval in connection with
the Arrangement at its special meeting of shareholders held on September 8, 2022.
Shareholders are cautioned that there is no certainty that the Arrangement will be completed on the
terms currently proposed or at all, including the issuance of the Latamark Shares to Falcon shareholders
on November 2, 2022 . Additional information about the Arrangement are detailed in the Company's
Information Circular filed on the Company's profile on SEDAR at www.sedar.com.
About Falcon Gold Corp.
Falcon is a Canadian mineral exploration company focused on generating, acquiring, and exploring
opportunities in the Americas. Falcon’s flagship project, the Central Canada Gold Mine, is approximately
20km southeast of Agnico Eagle’s Hammond Reef Gold Deposit which has currently estimated 3.32 million
FALCON GOLD CORP.
615 – 800 West Pender Street
Vancouver, BC, V6C 2V6
VANCOUVER TEL: (604) 670-0019
TORONTO TEL: (416) 477-1220
www.falcongold.ca
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ounces of gold (123.5 million tonnes grading 0.84 g/t gold) mineral reserves, and 2.3 million ounces of
measured and indicated mineral resources (133.4 million tonnes grading 0.54 g/t gold). The Hammond
Reef gold property lies on the Hammond shear zone, which is a northeast-trending splay off the Quetico
Fault Zone (“QFZ”) and may be the control for the gold deposit. The Central Gold property lies on a similar
major northeast-trending splay of the QFZ.
The Company holds 14 additional projects: The Esperanza Gold/Silver/Copper mineral concessions located
in La Rioja Province, Argentina, The Viernes Gold/Silver/Copper project in Antofagasta Chile, The
Springpole West Property in the world -renowned Red Lake m ining camp; a 49% interest in the Burton
Gold property with Iamgold near Sudbury Ontario; and in B.C., the Spitfire -Sunny Boy, Gaspard Gold
claims; and most recently the Great Burnt, Hope Brook, and Baie Verte acquisitions adjacent to First
Mining, Matador, Benton-Sokoman’s JV, and Marvel Discovery in Central Newfoundland.
CONTACT INFORMATION:
Falcon Gold Corp.
“Karim Rayani”
Karim Rayani
Chief Executive Officer, Director
Telephone: (604) 716-0551
Email: [email protected]
Cautionary Language and Forward-Looking Statements
Certain statements in this release are forward -looking statements which reflect the expectations of
management. Forward-looking statements consist of statements that are not purely historical, including
any statements regarding beliefs, plans, expectations, or intentions regarding the future. Forward-looking
statements in this press release relate to, among other things: completion of the Arrangement. Actual
future results may differ materially. There can be no assurance that such statements will prove to be
accurate, and actual results and future events could differ materially from those anticipated in such
statements. There is no assurance any of the conditions for closing will be met. Forward -looking
statements reflect the beli efs, opinions, and projections on the date the statements are made and are
based upon a number of assumptions and estimates that, while considered reasonable by the respective
parties, are inherently subject to significant business, economic, competitive, political and social
uncertainties and contingencies. Readers should not place undue reliance on the forward -looking
statements and information contained in this news release concerning these times. Except as required by
law, the Company does not assume an y obligation to update the forward -looking statements of beliefs,
opinions, projections, or other factors, should they change, except as required by law.
Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts
responsibility for the adequacy or accuracy of this release.