FALCON GOLD CORP. RESTATES NON-BROKERED PRIVATE PLACEMENT

Falcon Gold Corp. (TSXV: FG) has announced a restatement of its previously planned non-brokered private placement, intending to issue up to 11,666,667 units at a price of C$0.03 per unit, which would yield gross proceeds of up to C$350,000. This announcement, made on August 10, 2026, follows an earlier release dated July 30, 2026. Each unit will consist of one common share and one transferable common share purchase warrant, with the warrants allowing holders to acquire additional shares at an exercise price of C$0.05 for a period of three years.

R7 Investments Ltd., controlled by Falcon's Chief Executive Officer Karim Rayani, plans to subscribe for 1,000,000 units, equating to an investment of C$30,000. This transaction is classified as a related party transaction under Multilateral Instrument 61-101, which necessitates certain disclosures and may exempt the company from formal valuation and minority shareholder approval requirements, as the investment does not exceed 25% of Falcon Gold's market capitalization.

Falcon Gold Corp. is a Canadian mineral exploration company with a focus on acquiring and advancing opportunities in precious and battery metals across the Americas. Its flagship asset, the Central Canada Gold Project, is strategically located near Agnico Eagle's Hammond Reef Gold Deposit in northwestern Ontario, an area known for its geological significance and historical production. The project benefits from a rich exploration history, including high-grade gold intercepts from past drilling campaigns, which underline its potential for future development.

The proceeds from this private placement are earmarked for advancing Falcon's property portfolio in Northwestern Ontario and for general working capital purposes. The company also retains the option to pay finder's fees in connection with the placement, adhering to the policies of the TSX Venture Exchange. All securities issued will be subject to a statutory hold period of four months and one day from the closing date, in compliance with applicable securities laws.

This fundraising initiative reflects ongoing sector dynamics, where companies in the mineral exploration space are increasingly seeking capital to fund exploration and development activities amid fluctuating commodity prices. As the demand for precious metals continues to rise, driven by factors such as inflation hedging and technological advancements in battery production, Falcon Gold's strategic positioning and capital-raising efforts may enhance its competitive standing in a challenging market. The successful completion of this placement could provide the necessary resources for Falcon Gold to capitalize on its exploration potential, contributing to the broader narrative of growth within the mining sector.