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Nighthawk Gold Corp (3)
Symbol NHK
Shares Issued 51,391,500
Close 2021-03-22 C$ 1.04
Recent Sedar Documents

Nighthawk Gold arranges $10.95-million financing

2021-03-22 08:12 ET - News Release

Mr. Keyvan Salehi reports

NIGHTHAWK ANNOUNCES $10.95 MILLION BOUGHT DEAL FINANCING

Nighthawk Gold Corp. has entered into an agreement with a syndicate of underwriters led by Scotiabank, pursuant to which the underwriters have agreed to purchase 2.55 million units, 865,000 flow-through units and 5.75 million premium flow-through units on a bought deal private placement basis for aggregate proceeds of approximately $10.95-million.

The units will be sold at a price of 96 cents per unit, the FT units will be sold at a price of $1.15 per FT unit and the premium FT units will be sold at a price of $1.305 per premium FT unit. Each unit will comprise one non-flow-through common share and 0.4 of one common share purchase warrant. Each FT unit will comprise one flow-through common share and 0.4 of one warrant. Each premium FT unit will comprise one flow-through common share and 0.4 of one warrant. The common share component of both the FT units and the premium FT units will qualify as flow-through shares within the meaning of the Income Tax Act (Canada). Each warrant shall entitle the holder thereof to acquire one common share at a price of $1.35 until the date that is 24 months following the closing date of the offering.

The net proceeds from the sale of the units will be used for general and administrative expenses and the gross proceeds from the sale of the FT units and premium FT units will be used for exploration expenditures on Nighthawk's Indin Lake gold property located in Canada's Northwest Territories, including the company's previously outlined drilling targets focused on mineral resource expansion opportunities and greenfield targets to identify new, near-surface mineralization proximal to the main Colomac deposit (see press release dated March 1, 2021).

Keyvan Salehi, president and chief executive officer, commented: "The size and quality of our land position provides us with a very strong footprint in Canada's Northwest Territories. We see a tremendous opportunity given the prospective nature of the Indin Lake gold property, a vastly underexplored Archean gold camp. This round of financing allows us to advance a number of our targets including known deposits that will be explored in an effort to expand the in-pit mineral resources, and to conduct significant testing at a select group of greenfield targets to support our goals of substantially increasing the global mineral resource base. With the continued support from our key shareholders led by Northfield Capital and Kinross Gold Corp., we look forward to an exciting year as we prepare to commence drilling this month."

The offering is expected to close on or about April 13, 2021, or such other date as agreed between the company and the underwriters, and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the Toronto Stock Exchange.

It is anticipated that insiders of the company may participate in the offering. By virtue of their participation, the offering would constitute a related party transaction under applicable securities laws. The company expects to release a material change report including details with respect to the related party transaction less than 21 days prior to the closing of the offering, which the company deems reasonable in the circumstances so as to be able to avail itself of potential financing opportunities and complete the offering in an expeditious manner. As the related party transaction will not exceed specified limits and will constitute a distribution of securities for cash, it is expected that neither a formal valuation nor minority shareholder approval will be required in connection with the offering.

About Nighthawk Gold Corp.

Nighthawk is a Canadian-based gold exploration company with 100-per-cent ownership of a district-scale land position within the Indin Lake greenstone belt, located approximately 200 kilometres north of Yellowknife, NWT, Canada. Within this largely underexplored Archean gold camp, the company has identified a number of high-priority targets, all centred around a growing multimillion-ounce deposit. These targets lie within large regional deformation zones that are pregnant with gold mineralization and are known to host significant deposits which warrant additional exploration and follow-up. The main goals and objectives over the next 12 to 24 months will be to carry out aggressive exploration to support mineral resource expansion opportunities as well as to foster new, near-surface discoveries that support the global mineral resource base.

The company has an experienced and dedicated team with a record of successfully advancing projects and is well financed and supported to complete its goals and objectives.

Richard Roy, PGeo, vice-president of exploration of Nighthawk, who is the qualified person as defined by National Instrument 43-101, has reviewed and approved of the scientific and technical disclosure contained in this news release.

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