Fairchild arranges $1.1-million private placement

Executive Summary

• Fairchild Gold Corp. announced a fully‑committed, non‑brokered private placement of up to 12,222,222 units at $0.09 per unit, targeting gross proceeds of approximately $1.1 million.
• The majority of the subscription is from a European strategic investor; closing expected around Oct. 17, 2025, subject to regulatory approvals.
• Proceeds will be used to advance Fairchild’s Nevada gold projects and for general working capital.

Key Details

• Units Offered: Up to 12,222,222 units at $0.09 per unit.
• Gross Proceeds: Approximately $1.1 million.
• Unit Composition: Each unit = 1 common share + 1 common‑share purchase warrant.
• Warrant Terms:
• Exercise price: $0.15 per share.
• Term: 5 years from closing.
• Acceleration clause: If TSX Venture Exchange VWAP ≥ $0.50 for five consecutive trading days (starting 12 months post‑closing), Fairchild may accelerate expiry to the first day 10 calendar days after notice.
• Regulatory Conditions: Subject to TSX Venture Exchange approval and other customary approvals; securities subject to a hold period of 4 months + 1 day from closing.
• Finder’s Fees: None will be paid.
• Use of Proceeds: Advance Nevada gold projects (including the Titan project) and general working capital.

Notable Quotes

“This swiftly executed financing led by a seasoned European‑based strategic investor is a strong vote of confidence in the company's focused value creation strategy as it accelerates its ongoing efforts in Nevada.” – Nikolas Perrault, CFA, Executive Chairman, Fairchild Gold Corp.