NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Vancouver, British Columbia, Canada – HAWKEYE Gold & Diamond Inc. (the “Company” or “HAWKEYE”) (TSX.V-HAWK; Frankfurt Ticker: HGT; WKN: A12A61 ISIN: CA42016R3027): is pleased to announce it has arranged to complete a non-brokered private placement (the “Offering”) to sell non-flow-through units (“Common Units”) at a price of $0.02 per Common Unit and flow-through units (“Flow-Through Units”) at a price of $0.025 per Flow-Through Unit. The Offering will raise the Company total proceeds of $450,000 through the sale of up to 10,000,000 Common Units and 10,000,000 Flow-Through Units in the capital of the Issuer.
Each Common Unit will consist of one non-flow through common share of the Company (a “Common Share”) and one transferable share purchase warrant, with each such warrant entitling the holder to acquire one Common Share at a price of $0.075 per Common Share for a period of twenty-four (24) months following closing of the Offering.
Each Flow-Through Unit will consist of one flow-through common share of the Company (a “Flow-Through Share”) and one half of a transferable share purchase warrant, with each such full warrant entitling the holder thereof to acquire one non-flow-through Common Share at a price of $0.075 per Common Share for a period of twenty-four (24) months following closing of the Offering.
If at any time after the Closing Date the Corporation’s Common Shares have a closing price of $0.15 (CDN) or more per share for ten consecutive trading days on the TSX Venture Exchange (the “TSXV”), the Corporation shall be entitled to give notice to the holders of the warrants issued pursuant to the Common Units and Flow-Through Units that such warrants will expire thirty days from the date of mailing of such notice or the news release of such notice, unless such warrants are exercised before the expiry of that period, and in such event all unexercised warrants will expire at 4:30 p.m. (Vancouver time) on the last day of such thirty day period. None of the warrants issued pursuant to the Offering will be listed for trading.
The Common Units, the Flow-Through Units and the underlying securities issued pursuant to the private placement Offering will be subject to a four month plus one day hold period from closing of the Offering in accordance with applicable securities legislation and completion is subject to receipt of applicable regulatory approvals, including the approval of the TSXV. Finder’s fees may be paid on all or a portion of the Offering.
Proceeds will be used for work programs, possible acquisitions, trades and general working capital purposes.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
HAWKEYE Gold & Diamond Inc. is a junior mineral exploration and development company based in Vancouver, British Columbia (BC), Canada. The Company’s precious and base metals properties are located in the prolific Golden Triangle of northwest BC, in the world-class Barkerville gold camp situated in the historic Cariboo Mining District of central BC, and on Vancouver Island, BC, Canada. HAWKEYE’s corporate mandate is to build strong asset growth and shareholder value through the acquisition of low-cost, high-potential opportunities with discovery potential, and to manage its business in an environmentally responsible manner while contributing to the local community and economy.
HAWKEYE GOLD & DIAMOND INC.
President & CEO
Neither 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 release.
Cautionary Notes Regarding Forward Looking Statements
This News Release contains forward-looking statements. Forward-looking statements are statements that relate to future events. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our industry, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. Except as required by applicable law, the Company does not intend to update any of the forward-looking statements to conform these statements to actual results