Financings

Fairchild closes $1.2M first tranche of placement

By The Northwire Desk — AI Analysis Aug 27, 2025 · 19:22 FAIR · 0.055 Fairchild Gold Corp.

FAIR · Price

Fairchild Gold Corp. closed the first tranche of its non‑brokered listed issuer financing exemption private placement, issuing 20.05 million units at C$0.06 per unit for gross proceeds of approximately $1.203 million.
Each unit includes one common share and one warrant to purchase an additional share at C$0.10, exercisable for three years from the closing date.
Net proceeds are earmarked for project expenditures on the Copper Chief project in Nevada and general working capital over the next 12 months.

Offering Size: 20.05 million units (out of a maximum of 24 million units).
Price per Unit: C$0.06 (US $0.06) → total gross proceeds of $1,203,000; max possible gross proceeds $1.44 million.
Unit Composition: 1 common share + 1 common share purchase warrant (exercise price C$0.10, exercisable up to three years after closing).
Closing Timeline: First tranche closed; final tranche expected by 8 Sept 2025.
Use of Proceeds: Project expenditures at the Copper Chief project in Nevada and general working capital for the next 12 months.
Insider Participation: An insider subscribed for 4,666,666 units (≈23% of tranche). Transaction qualifies as a related‑party transaction but is exempt from valuation and minority shareholder approval requirements under MI 61‑101 because fair market value ≤25% of market cap.
Regulatory Status: Units sold under the Listed Issuer Financing Exemption (NI 45‑106) with no hold period; offering subject to final acceptance by TSX Venture Exchange. No finder's fee paid.
Early Warning Report – Ownership Changes:
Prior to offering, Shahal Khan held ~1 million common shares and 1 million warrants (~0.99% of outstanding shares).
Post‑offering, Khan holds ~13 million common shares and 7 million warrants (~10.73% of outstanding shares; 15.60% on a partially diluted basis).
Khan is now classified as an insider and may adjust holdings in the future.

No direct quotes were provided in the release.

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