Canadian Warrants

Holders of redeemable Class A shares (symbol: FGX) of Faircourt Gold Income Corp. of record as of the close of business on July 29, 2010, will be issued Class C warrants, on the basis of one whole warrant for each share held. Each warrant entitles the holder to purchase one share at a price of $9.83 on, and only on, the last business day of each month commencing on July 30, 2010, until 5 p.m. (Toronto time) on July 29, 2011, at which time the warrants will expire.

The shares of the company will commence trading on an ex distribution basis at the opening on July 27, 2010, at which time up to 3,083,102 warrants will be posted for trading on a when-issued basis, under the following trading information:

Symbol: FGX.WT.C
Cusip: 30376T 13 3
Trading currency: Canadian
Designated market-maker: Canaccord Genuity Corp.
Other markets: None

Additional information on the warrant offering may be found in the company's short-form prospectus dated July 21, 2010, which is available at SEDAR. Capitalized terms used but not otherwise defined are as defined in the prospectus.

The company utilizes the book-entry-only system administered by CDS Clearing and Depository Services Inc. with respect to the shares, and intends to utilize the same system with respect to the warrants. A holder of warrants may subscribe for shares by instructing the CDS participant holding the subscriber's warrants to exercise all or a specified number of such warrants and forwarding the exercise price for each share subscribed for to such CDS participant.

A holder of warrants may subscribe for a whole number of shares by instructing the CDS participant holding the subscriber's warrants to exercise all or a specified number of such warrants and forwarding the exercise price for each share subscribed for in accordance with the terms of the offering and the warrant indenture to the CDS participant which holds the subscriber's warrants.

The exercise price is payable in Canadian funds by certified cheque, bank draft or money order drawn to the order of a CDS participant, by direct debit from the subscriber's brokerage account or, by electronic funds transfer or other similar payment mechanism. All payments must be forwarded to the appropriate office of the CDS participant. The entire exercise price for shares subscribed for must be paid at the time of subscription and must be received by the warrant agent prior to the date of the exercise of the warrants. Accordingly, a subscriber subscribing through a CDS participant must deliver its payment and instructions sufficiently in advance of the exercise date to allow the CDS participant to properly exercise the warrants on such subscriber's behalf. Shares will be issued on a fully paid basis only. Shares not issued prior to the closing of the record books on a distribution record date will not be eligible to receive the applicable distribution. Holders of warrants are encouraged to contact their broker or other CDS participants as each CDS participant may have an earlier cut-off time.

Each holder of warrants that subscribes for shares to which such holder is entitled pursuant to the basic subscription privilege may, at any time during the exercise period, subscribe for additional shares pursuant to the additional subscription privilege, if applicable, at a price equal to the exercise price for each additional share, subject to availability. Holders of warrants will not be required to fully exercise all of their warrants under the basic subscription privilege in order to be eligible for the additional subscription privilege.

To apply for additional shares under the additional subscription privilege, a beneficial holder of warrants must forward its request to a CDS participant. Payment for additional shares, in the same manner as for shares, must accompany the request when it is delivered to the CDS participant. Accordingly, the subscriber must deliver payment and instructions sufficiently in advance of the expiry date to allow the CDS participant to properly exercise warrants on such subscriber's behalf and apply for additional shares under the additional subscription privilege, as applicable. Payment in full of the exercise price must be received by the warrant agent prior to 5 p.m. (Toronto time) on the expiry date, failing which the subscriber's entitlement to such shares will terminate. Any excess funds will be returned by mail or credited to a subscriber's account with its CDS participant, without interest or deduction. Holders of warrants are encouraged to contact their broker or other CDS participants as each CDS participant may have an earlier cut-off time.

The shares are not registered under the 1933 act. The offering is made in Canada and not in the United States. The offering is not, and under no circumstances is to be construed as, an offering of any shares for sale in the United States or an offering to or for the account or benefit of any U.S. person or a solicitation therein of an offer to buy any securities. Accordingly, the warrants may not be distributed to shareholders located in the United States, and no subscriptions will be accepted from any person, or their agent, who appears to be, or who the company has reason to believe is, resident in the United States.

It is expected that the CDS participant will, prior to the expiry date, attempt to sell for the U.S. shareholders the warrants allotable to such U.S. shareholders at the price or prices it determines in its discretion. None of the company, the manager, the dealer manager or any CDS participant will be subject to any liability for the failure to sell any warrants for such shareholders or as a result of the sale of any warrants at a particular price on a particular day. Any proceeds received by the CDS participant(s) with respect to the sale of warrants, net of brokerage fees and costs incurred and, if applicable, of Canadian tax required to be withheld, will be delivered by mailing cheques (in Canadian funds and without payment of any interest) as soon as practicable to such shareholders whose warrants were sold, at their last recorded addresses. Amounts of less than $1 will not be forwarded. There is a risk that the proceeds received from the sale of warrants will not exceed the brokerage fees and costs of or incurred by the CDS participant(s) in connection with the sale of such warrants and, if applicable, the Canadian tax required to be withheld. In such event, no proceeds will be forwarded.

Shareholders whose recorded addresses are outside of Canada, other than the U.S. shareholders, will be permitted to subscribe for shares pursuant to the terms of the offering or, if they do not wish to exercise any of their warrants to subscribe for shares, will be permitted to sell or otherwise transfer their warrants through a CDS participant provided that they represent to the satisfaction of the company that the receipt by them of warrants and the issuance to them of shares upon the exercise of the warrants will not be in violation of the laws of their jurisdiction of residence and that there will be no additional costs or disclosure of their requirements on the part of the company.

The warrants will be governed by the terms of a warrant indenture to be dated on or about July 30, 2010, between the manager, on behalf of the company and CIBC Mellon Trust Company, as warrant agent. The warrant indenture provides for appropriate adjustments to the warrants in the event of stock dividends, subdivisions, consolidations and other forms of capital reorganization.

As soon as practicable following the exercise of a warrant, the company will pay a fee of 15 cents per warrant exercised to the CDS participant whose client is exercising the warrant.
 
Faircourt Gold symbol change for A warrants

2009-07-07 17:41 MT - Symbol Change
TSX bulletin 2009-0880
At the request of the company, effective at the opening of business on Thursday, July 9, 2009, trading will continue in the Class A share purchase warrants under the new symbol FGX.WT.A. There will be no change to the Cusip number.
 
Faircourt Gold to list 2,762,430 B warrants July 9

2009-07-07 17:39 MT - Warrants Called to Trade
TSX bulletin 2009-0882

A total of 2,762,430 transferable Class B warrants of Faircourt Gold Income Corp. will be listed and posted for trading at the opening on Thursday, July 9, 2009, under the following trading information.

Symbol: FGX.WT.B
Cusip: 30376T 12 5
Trading currency: Canadian
Designated market-maker: W.D. Latimer Co. Ltd.
Other markets: None

The Class B warrants will be issued as part of an offering of units at $9.05 per unit, each unit consisting of one Class A share and one Class B warrant to acquire a Class A share pursuant to the terms of a short-form prospectus dated June 25, 2009. Details of the prospectus offering are contained elsewhere in today's bulletins. Each Class B warrant will entitle the holder to purchase one Class A share at a price of $9.05 per share on, and only on, any of March 31, June 30, Sept. 30 or Dec. 31, or the business day immediately following such date if such date falls on a non-business day, until and including June 30, 2014. Upon the exercise of a Class B warrant, the company will pay a fee equal to 14 cents to the dealer whose client is exercising the Class B warrant and nine cents to the agents.

Global warrant certificates representing the Class B warrants will be issued in registered form to CDS Clearing and Depository Services Inc. or its nominee and will be deposited with CDS on the closing date. The company expects that each purchaser of units under the offering will receive a confirmation of the number of Class B warrants issued to it from its CDS participant in accordance with the practices and procedures of that CDS participant. CDS will be responsible for establishing and maintaining book-based accounts for its participants holding Class B warrants.

The Class B warrants will be governed by the terms of a warrant indenture to be dated as of July 9, 2009, between the company and CIBC Mellon Trust Company, as warrant agent. The warrant indenture will provide for appropriate adjustments to the Class B warrants in the event of stock dividends, subdivisions, consolidations and other forms of capital reorganization.
 
Faircourt Gold closes $22-million IPO
 
2007-11-16 14:50 MT - News Release
Mr. Charles Taerk reports
FAIRCOURT GOLD INCOME CORP. CLOSES AT $22 MILLION
Faircourt Gold Income Corp. has completed its initial public offering of 2.2 million units of the company, each unit consisting of one Class A share and one-half of a warrant, at a price of $10 per unit for gross proceeds of $22-million. Each whole warrant entitles the holder to purchase one share at a subscription price of $10 on either Oct. 30, 2009, or May 31, 2010. The warrants may only be exercised on these two dates. The shares and the warrants separated immediately upon issue and began trading today on the Toronto Stock Exchange under the symbols FGX and FGX.WT, respectively.
The company's investment objectives are to provide holders of shares with monthly distributions, initially targeted to yield 5 per cent per year based on the issue price of $10 per unit; and the opportunity for capital appreciation. It is anticipated that the first distribution will be paid to shareholders of record on Jan. 31, 2008, and that the payment date for such distribution will be Feb. 14, 2008.
Faircourt Asset Management Inc. will be responsible for the company's overall investment strategy. The company has been created to provide investors with exposure to the leading global companies on the S&P TSX Global Gold Index, while also providing monthly distributions. The manager believes the fundamentals for investments in gold companies are strengthening due to increasing global demand for gold and related gold equity investments.
In order to generate additional returns and to reduce risk, the company will use the expertise of Connor, Clark & Lunn Capital Markets Inc. to write covered call options on securities held in the portfolio and cash secured put options on securities desired to be held in the portfolio. It is the manager's belief that by using the option strategy, it will assist in providing shareholders with lower volatility and potentially enhanced returns than they would otherwise have achieved by owning the individual securities in the portfolio directly.
The syndicate of agents for the offering was co-led by CIBC World Markets Inc. and BMO Nesbitt Burns Inc., and included National Bank Financial Inc., Scotia Capital Inc., TD Securities Inc., Canaccord Capital Corporation, Dundee Securities Corporation, HSBC Securities (Canada) Inc., Raymond James Ltd., Blackmont Capital Inc., Desjardins Securities Inc., Richardson Partners Financial Limited and Wellington West Capital Inc.
 
 
Faircourt Gold Income to list on TSX on Nov. 16
 
2007-11-14 19:58 MT - New Listing
TSX bulletin 2007-1610
An application has been granted for the original listing in the industrial category of up to 17.25 million Class A shares and up to 5.75 million Class A share purchase warrants of Faircourt Gold Income Corp., of which up to 10 million Class A shares and up to five million warrants will be issued and outstanding, and up to 7.25 million Class A shares and up to 750,000 warrants will be reserved for issuance upon completion of a public offering. Listing of the Class A shares and warrants will become effective at 5:01 p.m. on Thursday, Nov. 15, 2007, in anticipation of the offering closing on Nov. 16, 2007. The Class A shares and warrants will be posted for trading at the open on Friday, Nov. 16, 2007.
Each whole warrant will entitle the holder to purchase one Class A share at a subscription price of $10 at 4 p.m. (Toronto time) on either Oct. 30, 2009, or May 31, 2010. The warrants may only be exercised on these two dates. Warrants not exercised by 4:01 p.m. (Toronto time) on May 31, 2010, will be void and of no value. A fee of 15 cents per warrant will be payable by the company at the time a warrant is exercised to the dealer whose client is exercising the warrant and 10 cents per warrant will be payable to the agents. The warrants will be governed by the terms of a warrant indenture dated Oct. 30, 2007, between the company and CIBC Mellon Trust Co. The warrant indenture provides for appropriate adjustments to the warrants in the event of stock dividends, subdivisions, consolidations and other terms of the capital reorganization.
Registration of interests in and transfers of Class A shares and the warrants will be made only through the book-entry-only system of CDS Clearing and Depository Services Inc. Class A shares and warrants must be purchased, transferred and surrendered for retraction only through a CDS participant. Beneficial owners of Class A shares and warrants will not have the right to receive physical certificates evidencing their ownership.
Additional information on the Class A shares and warrants may be found in the final prospectus dated Oct. 30, 2007, which is available at www.sedar.com. Capitalized terms not otherwise defined are as defined in the prospectus.
 
Class A share symbol: FGX
Class A share Cusip No.: 30376T 10 9
Class A trading currency: Canadian dollars
 
Warrant symbol: FGX.WT
Warrant Cusip No.: 30376T 11 7
Warrant trading currency: Canadian dollars
 
Designated market-maker: Byron Securities Ltd.
Other markets: None
Incorporation: The company was incorporated under the laws of the Province of Ontario by Articles of Incorporation dated Sept. 6, 2007.
Manager: Faircourt Asset Management Inc.
Option adviser: Connor, Clark & Lunn Capital Markets Inc.
Fiscal year-end: Dec. 31
Transfer agent and registrar: CIBC Mellon Trust Co. has been appointed as transfer agent and registrar for the Class A shares and warrants at its principal office in Toronto
 
Nature of business: The company has been created to provide investors with exposure to the leading global companies primarily involved in gold exploration, mining or production on the S&P TSX Global Gold Index, while also providing monthly distributions.
 
 
Distributions: The company intends to pay monthly distributions. The initial indicative distribution of the company is 4.17 cents per Class A share per month (50 cents per Class A share per year) representing a yield of 5 per cent per year based on the $10-per-unit issue price. Commencing in 2008, the company will annually determine and announce each November an indicative distribution amount for the following calendar year based upon the prevailing market conditions and the estimate by the manager of distributable cash flow for the year. The amount of distributions may fluctuate from month to month and there can be no assurance that the company will make any distribution in any particular month or months. The company may make additional distributions in any given year.
 
 
Public offering: Pursuant to the terms of the prospectus, up to 10 million units are being offered to the public at a price of $10 per unit by CIBC World Markets Inc., BMO Nesbitt Burns Inc., National Bank Financial Inc., Scotia Capital Inc., TD Securities Inc., Canaccord Capital Corp., Dundee Securities Corp., HSBC Securities (Canada) Inc., Raymond James Ltd., Blackmont Capital Inc., Desjardins Securities Inc., Richardson Partners Financial Ltd. and Wellington West Capital Inc., as agents. In addition, the underwriters have been granted an overallotment option to purchase up to 15 per cent of the total number of Class A shares and up to 15 per cent of the total number of warrants issued at closing. The units will separate into Class A shares and warrants immediately upon issue.