Falco and Osisko Agree to Extend Loan Maturity
For Immediate Release TSX.V - FPC
FALCO AND OSISKO AGREE TO EXTEND LOAN MATURITY
(Montreal, Québec, June 1st, 2018) – Falco Resources Ltd. (FPC: TSX-V) (“Falco” or the “Company” ) is
pleased to announce that in connecti on with the C$10 million loan ( “Loan”) provided by Osisko Gold
Royalties Ltd (TSX: OR) (“Osisko”) on May 30, 2016, as amended, that both Falco and Osisko have agreed
to extend the maturity to December 31st, 2018.
As per the Loan, Falco and Osisko shall negotiate in good faith the terms, conditions and form of a silver
and/or gold stream agreement (“Stream Agreement”), which shall be substantially in the form typical for
such transaction in the industry , whereby Osisko may provide Falco with a portion of the development
capital required to build the Horne 5 Project (“Stream”). In this case, the principal amount of the Loan and
any accrued interest will be applied against the Stream deposit. No interest s hall accrue on principal
amount as from June 1 st, 2018 unless Osisko and Falco fail to enter into a Stream Agreement by August
30, 2018, in which case interest shall accrue retroactively from and after June 1 st, 2018. Accrued interest
shall be payable upon repayment of the principal amount when due.
Notwithstanding the original terms of the Loan, in the event that on the maturity date or the earlier date
on which Osisko makes a demand for payment of the Loan, should Falco and Osisko not have entered into
a Stream Agreement, Osisko will have the option to request the Loan to be paid in cash together with the
accrued and unpaid interest or to be granted a 1% net smelter return royalty on the Horne 5 Project and
accrued interests will be paid in cash.
Under certain events of default, Osisko may, at its option, require the repayment of the principal amount
and the accrued interest in cash.
The extension and amendment to the Loan are considered a “related party transaction” under Regulation
61-101 respecting Protection of Minority Security Holders in Special Transactions (“Regulation 61-101”).
The extension and a mendment to the L oan are exempt from the requirements to obtain a formal
valuation pursuant to the exemption in section 5.5(b) of Regulation 61-101, as the shares of the Company
are not listed on a specified market, and are exempt from minority shareholder approval pursuant to
section 5.7(1)(f) of Regulation 61-101, as the Loan does not have an equity or voting component and is on
reasonable commercial terms that are not less advantageous to the Company than if the Loan was
obtained from an arm's length party.
About Falco
Falco Resources Ltd. is one of the largest mineral claim holders in the Province of Québec, with extensive
land holdings in the Abitibi Greenstone Belt. Falco owns about 67,000 hectares of land in the Rouyn -
Noranda mining camp, which represents approximately 70% of the entire camp and includes 13 former
gold and base metal mine sites. Falco's principal asset is the Horne 5 Project located in the former Horne
mine that was operated by Noranda from 1927 to 1976 and produced 11.6 million ounces of gold and 2.5
billion pounds of copper. Osisko Gold Royalties Ltd is the largest shareholder of the Company and
currently owns 12.7% of the i ssued and outstanding shares of the Company. The Company has
188,957,863 shares issued and outstanding.
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For further information contact:
Vincent Metcalfe
Chief Financial Officer
514-905-3162
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.
Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking statements and forward-looking information (together, "forward-looking
statements") within the meaning of applicable securities laws and the United States Private Securities Litigation
Reform Act of 1995. All statements, other than statements of historical facts, are forward -looking statements.
Generally, forward -looking statements can be identified by the use of terminology such as "plans", "expects',
"estimates", "intends", "anticipates", "believes" or variations of such words, or statements that certain actions,
events or results "may", "could", "would", "might", "will be taken", "occur" or "be achieved". Forward -looking
statements involve risks, uncertainties and other factors that could cause actual results, performance, prospects and
opportunities to differ materially from those expressed or implied by such forward -looking statements. Factors that
could cause actual results to differ materially from these forward- looking statements include the reli ability of the
historical data referenced in this press release and those risks set out in Falco's public documents, including in each
management discussion and analysis, filed on SEDAR at www.sedar.com. Although Falco believes that the
assumptions and fac tors used in preparing the forward- looking statements are reasonable, undue reliance should
not be placed on these statements, which only apply as of the date of this news release, and no assurance can be
given that such events will occur in the disclosed times frames or at all. Except where required by applicable law,
Falco disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of
new information, future events or otherwise.