File: Attachment Falconstar - Press Release - Initial LOI Announcement.pdf

FALCONSTAR VENTURES INC.

FALCONSTAR ENTERS INTO LETTER OF INTENT FOR QUALIFYING TRANSACTION WITH FANMORE TECHNOLOGIES INC.

Vancouver, British Columbia September 22, 2026 Falconstar Ventures Inc. (TSXV: FSTV.P) ("Falconstar" or the "Company") a capital pool company ("CPC"), is pleased to announce that it has entered into a binding letter of intent dated September 22, 2026 (the "LOI") with Fanmore Technologies Inc. ("Fanmore"), pursuant to which the Company proposes to acquire, directly or indirectly, all of the issued and outstanding common shares of Fanmore (the "Transaction"). The Transaction is intended to constitute an arm's length "Qualifying Transaction" for the Company as that term is defined in Policy 2.4 of the Corporate Finance Manual of the TSX Venture Exchange (the "TSXV"). Upon completion of the Transaction, the Company, as the resulting issuer, will continue the business of Fanmore.

The LOI contemplates that the parties will negotiate and enter into a definitive agreement governing the Transaction (the "Definitive Agreement") which will supersede the LOI and which will contain customary covenants, representations, warranties and other terms. Completion of the Transaction remains subject to the conditions in the LOI, including due diligence to Falconstar's satisfaction in its sole discretion, execution of the Definitive Agreement, completion of the Concurrent Financing (as defined below) and receipt of all required TSXV, shareholder, court and other approvals.

The Company will issue a comprehensive news release setting out further details of the Transaction and the resulting issuer, including a C$2,000,000 concurrent financing to be completed before the completion of the Transaction (the "Concurrent Financing") and a $100,000 secured working capital loan to be provided to Fanmore prior to closing. Any advance under the loan will be subject to Falconstar's satisfactory due diligence, prior TSXV acceptance, execution of definitive loan and security documentation and compliance with applicable TSXV requirements.

Trading in the Company's common shares has been halted in connection with the proposed Transaction and will remain halted pending satisfaction of the applicable TSXV requirements for resumption of trading.

Overview of Fanmore Technologies Inc.

Fanmore is a privately held British Columbia technology company focused on fan engagement, loyalty and rewards. Its platform is designed to help sports teams and leagues connect fan activity across digital touchpoints, reward engagement and use first-party data to support fan relationships and commercial partnerships.

About Falconstar Ventures Inc.

Falconstar Ventures Inc. is a CPC pursuant to Policy 2.4 of the TSXV. The Company has not commenced commercial operations and has no assets other than cash. Except as specifically contemplated by the TSXV's Capital Pool Company policy, until completion of its Qualifying Transaction, the Company will not carry on any business other than the identification and evaluation of businesses or assets with a view to completing a Qualifying Transaction.

Cautionary Note Regarding Forward-Looking Information

This news release contains "forward-looking information" within the meaning of applicable Canadian securities laws, including statements regarding the proposed Transaction and the business of the resulting issuer, negotiation and execution of the Definitive Agreement, the Concurrent Financing, the proposed loan to Fanmore, satisfaction of closing conditions and receipt of required approvals, and the anticipated comprehensive news release. This forward-looking information is based on management's current expectations and assumptions, including satisfactory completion of due diligence, availability of financing on acceptable terms, agreement on definitive documentation and receipt of required approvals. Although the Company considers these expectations and assumptions reasonable, actual results may differ materially due to risks and uncertainties, including unsatisfactory due diligence results, an inability to obtain financing or agree on definitive terms, delays or failure to obtain required approvals, failure to satisfy other closing conditions, and changes in business, economic and market conditions. Readers should not place undue reliance on forward-looking information. Except as required by applicable law, the Company undertakes no obligation to update or revise this information as a result of new information, future events or otherwise.

For further information, please contact:

Giovanni Gasbarro Chief Executive Officer Telephone: (604) 828-6766 Email: giogas2@gmail.com

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW. ANY SECURITIES REFERRED TO HEREIN WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 (THE "1933 ACT") AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO A U.S. PERSON IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT.

All information provided in this press release relating to Fanmore has been provided by management of Fanmore and has not been independently verified by management of the Company. As of the date of this press release, the Company has not entered into a Definitive Agreement with Fanmore with respect to the Transaction, and readers are cautioned that there can be no assurance that a Definitive Agreement will be executed.

Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable pursuant to TSXV requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSXV has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

File: '\\swfile\EmailIn\20260922 155915 Attachment Falconstar - Press Release - Initial LOI Announcement.docx'

FALCONSTAR VENTURES INC.

FALCONSTAR ENTERS INTO LETTER OF INTENT FOR QUALIFYING TRANSACTION WITH FANMORE TECHNOLOGIES INC.

Vancouver, British Columbia - September 22, 2026 - Falconstar Ventures Inc. (TSXV: FSTV.P) ("Falconstar" or the "Company") a capital pool company ("CPC"), is pleased to announce that it has entered into a binding letter of intent dated September 22, 2026 (the "LOI") with Fanmore Technologies Inc. ("Fanmore"), pursuant to which the Company proposes to acquire, directly or indirectly, all of the issued and outstanding common shares of Fanmore (the "Transaction"). The Transaction is intended to constitute an arm's length "Qualifying Transaction" for the Company as that term is defined in Policy 2.4 of the Corporate Finance Manual of the TSX Venture Exchange (the "TSXV"). Upon completion of the Transaction, the Company, as the resulting issuer, will continue the business of Fanmore.

The LOI contemplates that the parties will negotiate and enter into a definitive agreement governing the Transaction (the "Definitive Agreement") which will supersede the LOI and which will contain customary covenants, representations, warranties and other terms. Completion of the Transaction remains subject to the conditions in the LOI, including due diligence to Falconstar's satisfaction in its sole discretion, execution of the Definitive Agreement, completion of the Concurrent Financing (as defined below) and receipt of all required TSXV, shareholder, court and other approvals.

The Company will issue a comprehensive news release setting out further details of the Transaction and the resulting issuer, including a C$2,000,000 concurrent financing to be completed before the completion of the Transaction (the "Concurrent Financing") and a $100,000 secured working capital loan to be provided to Fanmore prior to closing. Any advance under the loan will be subject to Falconstar's satisfactory due diligence, prior TSXV acceptance, execution of definitive loan and security documentation and compliance with applicable TSXV requirements.

Trading in the Company's common shares has been halted in connection with the proposed Transaction and will remain halted pending satisfaction of the applicable TSXV requirements for resumption of trading.

Overview of Fanmore Technologies Inc.

Fanmore is a privately held British Columbia technology company focused on fan engagement, loyalty and rewards. Its platform is designed to help sports teams and leagues connect fan activity across digital touchpoints, reward engagement and use first-party data to support fan relationships and commercial partnerships.

About Falconstar Ventures Inc.

Falconstar Ventures Inc. is a CPC pursuant to Policy 2.4 of the TSXV. The Company has not commenced commercial operations and has no assets other than cash. Except as specifically contemplated by the TSXV's Capital Pool Company policy, until completion of its Qualifying Transaction, the Company will not carry on any business other than the identification and evaluation of businesses or assets with a view to completing a Qualifying Transaction.

Cautionary Note Regarding Forward-Looking Information

This news release contains "forward-looking information" within the meaning of applicable Canadian securities laws, including statements regarding the proposed Transaction and the business of the resulting issuer, negotiation and execution of the Definitive Agreement, the Concurrent Financing, the proposed loan to Fanmore, satisfaction of closing conditions and receipt of required approvals, and the anticipated comprehensive news release. This forward-looking information is based on management's current expectations and assumptions, including satisfactory completion of due diligence, availability of financing on acceptable terms, agreement on definitive documentation and receipt of required approvals. Although the Company considers these expectations and assumptions reasonable, actual results may differ materially due to risks and uncertainties, including unsatisfactory due diligence results, an inability to obtain financing or agree on definitive terms, delays or failure to obtain required approvals, failure to satisfy other closing conditions, and changes in business, economic and market conditions. Readers should not place undue reliance on forward-looking information. Except as required by applicable law, the Company undertakes no obligation to update or revise this information as a result of new information, future events or otherwise.

For further information, please contact:

Giovanni Gasbarro

Chief Executive Officer

Telephone: (604) 828-6766

Email: giogas2@gmail.com

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW. ANY SECURITIES REFERRED TO HEREIN WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 (THE "1933 ACT") AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO A U.S. PERSON IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT.

All information provided in this press release relating to Fanmore has been provided by management of Fanmore and has not been independently verified by management of the Company. As of the date of this press release, the Company has not entered into a Definitive Agreement with Fanmore with respect to the Transaction, and readers are cautioned that there can be no assurance that a Definitive Agreement will be executed.

Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable pursuant to TSXV requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSXV has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.