Nighthawk Increases Proposed Private Placement to up to $8,000,000
Toronto, Ontario, June 6, 2014 – Nighthawk Gold Corp. (“Nighthawk” or the “Company”) (TSX Venture Exchange: NHK) is pleased to announce that it will be increasing the total size of its best efforts private placement (the “Offering”) previously announced on June 3, 2014 for aggregate gross proceeds of up to $8,000,000. All other terms of the Offering will remain as previously announced, including that the Offering is being led by Primary Capital Inc.
The Offering is for flow through units (“FT Units”) at a price of $0.40 per FT Unit and units (“Units”) at a price of $0.40 per Unit for aggregate gross proceeds of up to $8,000,000. Each FT Unit shall consist of one common share of Nighthawk, which will qualify as a “flow-through share” within the meaning of the Income Tax Act (Canada) and one-half of one common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each Unit shall be comprised of one common share and one-half of one Warrant. Each Warrant shall entitle the holder thereof to acquire one common share of Nighthawk at a price of $0.50 for a period of 18 months following the closing of the Offering.
The Offering is scheduled to close on or about June 25, 2014 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the acceptance by the TSX Venture Exchange.
Nighthawk Gold Corp.
Nighthawk is a Canadian-based exploration company focused on acquiring and developing gold mineral properties in the Northwest Territories, Canada. Its land position covers 229,791 acres or 930 square kilometres in the Indin Lake Gold Camp, located approximately 220 kilometres north of Yellowknife, Northwest Territories.
For more information about the Company, please visit www.nighthawkgold.com.
Certain information set forth in this news release may contain forward-looking information that are based on the then current expectations, beliefs, assumptions, estimates and forecasts about the Company’s business and the industry and markets in which it operates. Forward-looking information in this press release includes statements with respect to the completion of the Offering. Assumptions and factors underlying the Company’s expectations regarding forward-looking information contained herein include, among others: that financing will be available if and when needed on reasonable terms; that general business and economic conditions will not change in a material adverse manner; that the Company’s current exploration activities can be achieved and that its other corporate activities will proceed as expected; and governmental and other approvals required to conduct the Company’s planned exploration activities will be available on reasonable terms and in a timely manner. Readers are cautioned that the assumptions used in the preparation of such forward-looking information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking information.
Forward-looking information also involves known and unknown risks and uncertainties and other factors, which may cause actual events or results in future periods to differ materially from any projections of future events or results expressed or implied by such forward-looking information, including, among others: risks related to the availability of financing on commercially reasonable terms and the use of proceeds; changes in the market or potential downturns in economic conditions; industry conditions; volatility of commodity prices; risks associated with the uncertainty of exploration results and estimates; currency fluctuations; dependency upon regulatory approvals; changes in laws and regulations; and delays in obtaining governmental or other approvals or financing. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. This press release is not, and is not to be construed in any way as, an offer to buy or sell securities in the United States. The Company undertakes no obligation to update or reissue forward-looking information as a result of new information or events except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking information.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
For more information, please contact:
David Wiley, President & CEO
Nighthawk Gold Corp.
(416) 363-4567 (FAX)