Subject: HAWKEYE news release 398 - 2025
Word Document
File: '\\swfile\EmailIn\20260526 163248 Attachment HGO NR 398 - Hawkeye Closes PP for $112^J950 - May 21 2026_SUB-726720 (1).docx'
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HAWKEYE Gold & Diamond Inc.
Suite 655 - 1771 Robson Street, Vancouver, BC, Canada V6G 3B7
Phone: (604) 908-8511 dot www.hawkeyegold.com
TSX VENTURE EXCHANGE - HAWK / FRANKFURT EXCHANGE - HGT
HAWKEYE Gold & Diamond Inc.
Suite 655 - 1771 Robson Street, Vancouver, BC, Canada V6G 3B7
Phone: (604) 908-8511 dot www.hawkeyegold.com
TSX VENTURE EXCHANGE - HAWK / FRANKFURT EXCHANGE - HGT
May 26, 2026 TSX Venture Exchange Listed
Frankfurt Exchange Listed
News Release No. 398 - 2026
HAWKEYE ANNOUNCES CLSOING Of A NON-BROKERED PRIVATE PLACEMENT
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): announces it has closed upon a non-brokered private placement (the "Offering") previously announced on March 3, 2026 (news release no. 397 - 2026) by selling 2,259,000 non-flow-through units ("Common Units") at a price of $0.05 per Common Unit. The Offering raised the Company total proceeds of $112,950.
Each common unit will consist of one common share of the Company and one-half of a transferable share purchase warrant, with each such warrant entitling the holder to acquire one common share of the Issuer at a price of $0.10 per common share for a period of twenty-four (24) months expiring on May 22, 2028.
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 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 and the underlying securities issued pursuant to the private placement offering are subject to a four month plus one day hold period expiring on September 23, 2028. Proceeds from the financing will be used for general working capital purposes. A total of $3,600 and the issuance of 36,000 share purchase warrants exercisable at a price of $0.10 per share expiring May 22, 2028 were issued in connection with this private placement for finders' fees.
Insiders of the Company participated in the private placement, which is considered to be a "related party transaction" within the meaning of TSXV Policy 5.9 ("Policy 5.9") and Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101") adopted in Policy 5.9. The Company relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101 in respect of related party participation in the Offering, as neither the Company is listed on a "specified market" nor does the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves the related parties, exceed 25% of the Company's market capitalization (as determined under MI 61-101).
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.
About HAWKEYE
HAWKEYE Gold & Diamond Inc. is a junior mineral exploration and development company based in Vancouver, British Columbia (BC), Canada. The Company owns a 100% interest in the Bonanza property, which is a high-grade copper, gold, silver skarn/porphyry prospect located on the northern region of Vancouver Island, BC, Canada. The Company owns three 2% royalty interests which are subject to buy-down provisions on the Railway, McBride and Todagin properties located in the Golden Triangle of northwest BC. 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.
Per:
"Greg Neeld"
President & CEO
Vancouver: (604) 908-8511
Email: greg@hawkeyegold.com
Web Site: www.hawkeyegold.com
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.
PDF Document
File: Attachment HGO NR 398 - Hawkeye Closes PP for 112,950 - May 26 2026.pdf
May 26, 2026 TSX Venture Exchange Listed
Frankfurt Exchange Listed
News Release No. 398 - 2026
HAWKEYE ANNOUNCES CLSOING Of A NON-BROKERED PRIVATE PLACEMENT
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):
announces it has closed upon a non-brokered private placement (the "Offering") previously announced on
March 3, 2026 (news release no. 397 2026) by selling 2,259,000 non-flow-through units ("Common
Units") at a price of $0.05 per Common Unit. The Offering raised the Company total proceeds of $112,950.
Each common unit will consist of one common share of the Company and one-half of a transferable share
purchase warrant, with each such warrant entitling the holder to acquire one common share of the Issuer at
a price of $0.10 per common share for a period of twenty-four (24) months expiring on May 22, 2028.
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 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 and the underlying securities issued pursuant to the private placement offering are
subject to a four month plus one day hold period expiring on September 23, 2028. Proceeds from the
financing will be used for general working capital purposes. A total of $3,600 and the issuance of 36,000
share purchase warrants exercisable at a price of $0.10 per share expiring May 22, 2028 were issued in
connection with this private placement for finders' fees.
Insiders of the Company participated in the private placement, which is considered to be a "related party
transaction" within the meaning of TSXV Policy 5.9 ("Policy 5.9") and Multilateral Instrument 61-101
Protection of Minority Security Holders in Special Transactions ("MI 61-101") adopted in Policy 5.9. The
Company relied on the exemptions from the formal valuation and minority shareholder approval
requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101 in respect of related
party participation in the Offering, as neither the Company is listed on a "specified market" nor does the
fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the
consideration for, the transaction, insofar as it involves the related parties, exceed 25% of the Company's
market capitalization (as determined under MI 61-101).
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
HAWKEYE Gold & Diamond Inc.
Suite 655 1771 Robson Street, Vancouver, BC, Canada V6G 3B7
Phone: (604) 908-8511 dot www.hawkeyegold.com
TSX VENTURE EXCHANGE HAWK / FRANKFURT EXCHANGE - HGT
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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.
About HAWKEYE
HAWKEYE Gold & Diamond Inc. is a junior mineral exploration and development company based in
Vancouver, British Columbia (BC), Canada. The Company owns a 100% interest in the Bonanza property,
which is a high-grade copper, gold, silver skarn/porphyry prospect located on the northern region of
Vancouver Island, BC, Canada. The Company owns three 2% royalty interests which are subject to buy-
down provisions on the Railway, McBride and Todagin properties located in the Golden Triangle of
northwest BC. 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.
Per:
"Greg Neeld"
President & CEO
Vancouver: (604) 908-8511
Email: greg@hawkeyegold.com
Web Site: www.hawkeyegold.com
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.
HAWKEYE Gold & Diamond Inc.
Suite 655 1771 Robson Street, Vancouver, BC, Canada V6G 3B7
Phone: (604) 908-8511 dot www.hawkeyegold.com
TSX VENTURE EXCHANGE HAWK / FRANKFURT EXCHANGE - HGT
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