Falconstar Ventures Inc. Raises $300,000 in Successful IPO on TSX Venture Exchange

Details on IPO Completion and Gross Proceeds

On July 27, 2026, Falconstar Ventures Inc. announced the successful closing of its initial public offering. The company issued 3,000,000 common shares at $0.10 per share, raising gross proceeds of $300,000. This milestone officially launches Falconstar as a publicly listed capital pool company on the TSX Venture Exchange.

The offering was managed by Haywood Securities Inc., acting as the agent. The underwriting terms align with standard capital pool company market practices, including compensation through cash commissions, corporate finance fees, and warrant incentives tied to the company’s future listing performance.

Underwriting Fees and Warrant Issuance to Agent

Haywood Securities received a cash commission of 10% of the gross proceeds for underwriting services. Additionally, the company paid a corporate finance fee of $13,125, inclusive of applicable taxes.

Falconstar also granted Haywood Securities 300,000 non-transferable warrants, each allowing the purchase of one common share at $0.10 per share. These warrants have a five-year exercise period starting from the date Falconstar’s shares are listed on the TSXV, aligning the agent’s interests with the company’s long-term success.

Share Structure and Escrow Details Post-Offering

After the offering, Falconstar has 7,250,000 common shares outstanding. Of these, 4,250,000 shares are held by directors and officers and are subject to escrow restrictions per the capital pool company escrow agreement. This regulatory requirement ensures insiders maintain a financial stake during the company’s development phase.

Escrow restrictions prevent directors and officers from trading their shares freely until certain conditions, such as completing a qualifying transaction, are met. This protects minority shareholders by aligning management’s interests with those of the company.

Stock Option Grants to Directors and Officers

Simultaneously with the IPO closing on July 27, 2026, Falconstar granted 700,000 stock options to its directors and officers. Each option allows acquisition of one common share at an exercise price of $0.10, with a 10-year exercise period from the grant date, providing long-term incentives to management.

This option grant is typical for early-stage capital pool companies, enabling management to benefit from company growth while aligning with shareholder interests. The 10-year term offers flexibility for completing a qualifying transaction.

Capital Pool Company Structure and Strategic Objectives

Falconstar Ventures Inc. operates as a capital pool company under TSXV Policy 2.4, holding no assets other than cash and having not commenced commercial operations. The company’s sole business is to identify and evaluate potential acquisition targets with the goal of completing a qualifying transaction.

Capital pool companies serve as acquisition vehicles to capitalize on private sector opportunities by merging with or acquiring operating businesses. The net proceeds from the IPO, combined with existing working capital, will be used to pursue these objectives, offering investors exposure to potential acquisitions with regulatory oversight and transparency.

Management and Board Composition

The leadership team includes seven directors and officers. Giovanni Gasbarro serves as CEO, Chairman, Director, and Promoter, providing strategic leadership. Bruno Gasbarro is CFO, Secretary, and Director, responsible for financial and governance oversight. Independent directors include Nousheen Huq, Christopher Strongman, Kyle Guay, Gary McDonald, and Luigi Petrollini.

This governance structure balances insider leadership with independent oversight, supporting compliance with exchange standards and effective management as the company pursues its qualifying transaction.

TSXV Listing and Trading Start Date

Falconstar’s common shares were listed on the TSX Venture Exchange on July 27, 2026, coinciding with the IPO closing. Shares were initially halted pending regulatory clearance, with trading expected to begin under the symbol "FSTV.P" on or about July 29, 2026, subject to TSXV bulletin confirmation.

The brief halt period is standard, allowing the exchange to finalize listing documentation and notify market participants. The anticipated July 29 trading date provides clarity for investors preparing for active trading.

CUSIP, ISIN, and Access to Offering Documents

Falconstar’s common shares carry the CUSIP number 306132101 and ISIN CA3061321012, facilitating settlement and trading in Canadian and international markets. These identifiers ensure accurate trade processing.

Further details on Falconstar Ventures and the offering are available in the long-form prospectus dated July 10, 2026, filed on SEDAR+. The prospectus can be accessed via the company’s issuer profile at www.sedarplus.ca. Copies may also be obtained free of charge from Haywood Securities by email.

Use of Proceeds and Qualifying Transaction Plans

The net proceeds will fund Falconstar’s primary goal of identifying and evaluating businesses or assets to complete a qualifying transaction as per TSXV capital pool company policies. This requirement ensures capital deployment toward a meaningful business combination rather than indefinite capital raising.

Typically, a qualifying transaction involves a significant business combination transforming the company from a capital pool to an operating entity. Management and the board retain discretion over timing, target industry, and transaction structure, subject to shareholder and regulatory approval. Successful completion would represent a key milestone for Falconstar and its shareholders.