Early Warning News Release
July 03 2018 - 9:33AM
Osisko Gold Royalties Ltd (TSX:OR) (NYSE:OR) (“Osisko”) announces
that it has completed the previously announced purchase from Falco
Resources Ltd. (TSXV:FPC) (“Falco”) of a secured debenture having a
principal amount of C$7,000,000 (the “Debenture”). The Debenture
will, upon approval of the disinterested shareholders of Falco,
become convertible (the “Conversion”) into units of Falco, with
each unit comprised of one common share of Falco and one-half of
one common share purchase warrant of Falco.
Immediately prior to the closing of the
Debenture, Osisko had beneficial ownership of, or control and
direction over, (i) 23,927,005 common shares of Falco,
representing approximately 12.7% of the issued and outstanding
common shares of Falco, and (ii) 1,550,500 common share
purchase warrants. Immediately following the closing of the
Debenture, assuming receipt of the disinterested shareholder
approval of Falco as a result of which the Conversion will become
effective, and after giving effect to the exercise of the common
share purchase warrants then held by Osisko, including the warrants
issuable upon the Conversion, Osisko would have beneficial
ownership of, or control and direction over, 43,634,171 common
shares of Falco, representing approximately 20.9% of the common
shares that would then be issued and outstanding.
At the meeting of shareholders of Falco where
disinterested shareholder approval will be sought, the shareholders
will also be asked to approve a waiver of the Shareholder Rights
Plan of Falco should, as a result of the Conversion, Osisko become
the beneficial owner of more than 20% of the issued and outstanding
common shares of Falco (on a partially-diluted basis assuming
exercise of the warrants of Falco then held by Osisko).
In connection with the purchase of the
Debenture, Falco and Osisko have also entered into as of the date
hereof an investor rights agreement, pursuant to which, among other
rights, Osisko has obtained the right to designate two individuals
for election or appointment to the board of directors of Falco,
which individuals are, as of the date hereof, Mr. Sean Roosen
and Mr. Bryan A. Coates.
Osisko acquired the Debenture for investment
purposes and in accordance with applicable securities laws, Osisko
may, from time to time and at any time, acquire additional common
shares of Falco and/or other equity, debt or other securities or
instruments (collectively, “Securities”) of Falco in the open
market or otherwise, and reserves the right to dispose of any or
all of its Securities in the open market or otherwise at any time
and from time to time, and to engage in similar transactions with
respect to the Securities, the whole depending on market
conditions, the business and prospects of Falco and other relevant
factors.
This news release is issued under the early
warning provisions of the Canadian securities legislation. A copy
of the early warning report to be filed by Osisko in connection
with the Debenture described above will be available on SEDAR under
Falco’s profile. To obtain a copy of the early warning report, you
may also contact Joseph de la Plante, Vice President, Corporate
Development of Osisko at (514) 940‑0670. Falco’s head office
is located at 1100 avenue des Canadiens-de-Montréal, Suite 300,
Montréal, Québec, H3B 2S2.
About Osisko Gold Royalties
Ltd
Osisko Gold Royalties Ltd is an intermediate
precious metal royalty company focused on the Americas that
commenced activities in June 2014. Osisko holds a North American
focused portfolio of over 130 royalties, streams and precious metal
offtakes. Osisko’s portfolio is anchored by five cornerstone
assets, including a 5% net smelter return royalty on the Canadian
Malartic mine, which is the largest gold mine in Canada. Osisko
also owns a portfolio of publicly held resource companies,
including a 15.5% interest in Osisko Mining Inc., and a 32.4%
interest in Barkerville Gold Mines Ltd.
Osisko is a corporation incorporated under the
laws of the Province of Québec, with its head office located at
1100 avenue des Canadiens-de-Montréal, Suite 300, Montréal, Québec,
H3B 2S2.
For further information please contact, please
contact Osisko:
Joseph de la PlanteVice President, Corporate
DevelopmentTel. (514) 940-0670jdelaplante@osiskogr.com
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