TORONTO, ONTARIO–(Marketwired – May 27, 2016) –
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 LAWS.
Nighthawk Gold Corp. (TSX VENTURE:NHK) (“Nighthawk“) and Superior Copper Corporation (TSX VENTURE:SPC) (“Superior“) are pleased to announce the successful completion of the previously announced amalgamation (the “Amalgamation“) involving Superior, Nighthawk and a wholly-owned subsidiary of Nighthawk, whereby Nighthawk has acquired all of the issued and outstanding common shares of Superior. The newly amalgamated company, known as Superior Copper Corporation, which holds all of Superior’s assets, is a wholly-owned subsidiary of Nighthawk. Nighthawk has a total of 112,739,407 common shares issued and outstanding upon closing of the Amalgamation, and under the terms of the Amalgamation, the former shareholders of Superior received an aggregate of 54,285,714 common shares of Nighthawk (“Nighthawk Shares“), representing approximately 48.2% of the issued and outstanding Nighthawk Shares in the pro forma company. The common shares of Superior will be delisted from the TSX Venture Exchange effective market open on June 1, 2016. Nighthawk also intends to cause Superior to submit an application to cease to be a reporting issuer and to otherwise terminate its public reporting requirements as soon as possible. For additional information concerning the Amalgamation please refer to the management information circular of Superior dated April 25, 2016 and available under its issuer profile on SEDAR at www.sedar.com.
About Nighthawk
Nighthawk is a Canadian-based exploration company focused on acquiring and developing gold mineral properties in the Northwest Territories and Northern Ontario. Including the mineral claims and leases of the Colomac Gold Project, Nighthawk’s Indin Lake Gold Property comprises a total land package of 222,203 acres in the Indin Lake Greenstone Belt, located approximately 200 kilometres north of Yellowknife, Northwest Territories. Nighthawk also holds a 100% interest in the property known as the Superior Project, which covers 39,015 acres approximately 85 kilometres north of Sault Ste. Marie, Ontario.
This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements“) within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. In this news release, forward-looking statements relate, among other things, to: the anticipated benefits of the Amalgamation to the respective shareholders of Nighthawk and Superior; the timing and receipt of stock exchange and regulatory approvals and the delisting of the common shares of Superior from the TSX Venture Exchange; the length of the current market cycle and requirements for an issuer to survive in the current market cycle; future growth potential of Nighthawk and Superior and their respective business; and future development plans.
Readers should not place undue reliance on the forward-looking statements and information contained in this news release. Except as required by law, neither Nighthawk nor Superior assumes an obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.
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 release. No stock exchange, securities commission or other regulatory authority has approved or disapproved of the information contained herein.
Dr. Michael J. Byron
President and Chief Executive Officer
(416) 628-5940
mbyron@nighthawkgold.com