Nighthawk Gold Announces C$10.6 Million Bought Deal Private Placement

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TORONTO, July 17, 2023 (GLOBE NEWSWIRE) -- Nighthawk Gold Corp. (“Nighthawk” or the “Company”) (TSX: NHK; OTCQX: MIMZF) announces that it has entered into an agreement, with a syndicate of underwriters sole-led by National Bank Financial Inc. (collectively, the “Underwriters”), pursuant to which the Underwriters have agreed to purchase, or arrange for substitute purchasers to purchase, (i) 11,250,000 common shares of the Company (“HD Shares”) at a price of C$0.40 per HD Share, and (ii) 13,250,000 common shares of the Company issued on a flow-through basis (the “FT Shares”) and together with the HD Shares, the “Offered Securities”) at a price of C$0.46 per FT Share, for aggregate gross proceeds of C$10,595,000, on a bought deal private placement basis (the “Offering”). The Company has also granted the Underwriters an option to purchase up to an additional 6,449,000 shares of either the HD Shares or FT Shares or combination thereof with the same terms as the Offering, to be exercised in whole or in part at the sole discretion of the Underwriters, at any time up until two business days prior to the Closing Date.

The aggregate net proceeds raised from the HD Shares will be used to fund ongoing project development expenditures, and for working capital and general corporate purposes.

An amount equal to the aggregate gross proceeds raised from the FT Shares will be used to incur, on or before December 31, 2024, “Canadian exploration expenses” (within the meaning of the Income Tax Act (Canada) (the “Tax Act”)), that will qualify as “flow-through mining expenditures” within the meaning of the Tax Act (the “Qualifying Expenditures”).

The Offering is expected to close on or about August 4, 2023 or such other date as agreed between the Company and the Underwriters (the “Closing Date”), and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals including the approval of the Toronto Stock Exchange (“TSX”). The securities issued pursuant to the Offering shall be subject to a four-month plus one day hold period in Canada commencing on the Closing Date under applicable Canadian securities laws.