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Events Calendar

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Financial Summary Table

Financial Statements

MD&A

AIF

Analyst Coverage

Haywood Securities Inc

Pierre Vaillancourt
pvaillancourt@haywood.com

Laurentian Bank Securities

Ryan Hanley
HanleyR@lb-securities.ca

PI Financial

Phil Ker
pker@pifinancial.com

Sprott Capital Partners Inc.

Brandon Gaspar
bgaspar@sprott.com

Opinions, estimates or forecasts regarding Nighthawk Gold’s performance that are made by these analysts are theirs alone and do not represent the opinions, estimates or forecasts of Nighthawk Gold Corp., or its management.

Nighthawk Gold does not imply its endorsement of, or concurrence with such information and takes no responsibility for monitoring, supplementing or correcting any information or forecasts provided.

Annual Meeting

With the ongoing impact of the COVID-19 pandemic, the Company has decided to conduct the Meeting virtually via live audio webcast to ensure the health and safety of shareholders, employees and the communities in which we live. The Board of Directors and management of the Company believe that enabling shareholders to attend the Meeting virtually will also lead to greater shareholder attendance and participation. Shareholders will be able to listen to the Meeting, all in real time, via live webcast available online using the TSX meeting platform at https://virtual-meetings.tsxtrust.com/1378 (Meeting ID#1378; Password: nighthawk2022). Registered shareholders and duly appointed proxy holders who participate in the Meeting virtually will also be able to ask questions and vote. Shareholders will be able to access the Meeting using an internet connected device such as a laptop, computer, tablet or mobile phone, and the Meeting platform will be supported across browsers and devices that are running the most updated version of the applicable software plugins (except for Internet Explorer). It is important to note that shareholders accessing the Meeting virtually must remain connected to the internet at all times during the Meeting in order to vote when balloting commences. It is your responsibility to ensure internet connectivity for the duration of the Meeting.

Notice-and-Access
Management Information Circular
Form of Proxy
Voter Instruction Form
2021 Annual Financial Statements and MD&A

Following the conclusion of the formal business to be conducted at the Meeting, the Company will invite questions and comments from registered shareholders and duly appointed proxy holders participating through the TSX meeting platform who may submit their questions or comments by clicking on the “Ask a Question” button within the TSX meeting platform to type their message or question. Messages or questions can be submitted at anytime during the Q&A session and until such time as the Chair ends the session.

The Company urges all shareholders to vote by proxy in advance of the Meeting in accordance with the instructions set out below and to participate in the Meeting virtually using the details provided below:

Meeting materials are available electronically at www.sedar.com [http://www.sedar.com] and also on https://docs.tsxtrust.com/2249
*Participants should log in approximately 10 to 15 minutes prior to the scheduled start time.

Registered shareholders and duly appointed proxyholders are entitled to vote at the Meeting may attend and vote at the Meeting virtually by following the steps listed below:

Date and Time:Wednesday, June 29, 2022, at 11:00 a.m. (Toronto time)
Webcast:https://virtual-meetings.tsxtrust.com/1378
Meeting ID:1378
Meeting Password:nighthawk2022

Meeting materials are available electronically at www.sedar.com [http://www.sedar.com] and also on https://docs.tsxtrust.com/2249
*Participants should log in approximately 10 to 15 minutes prior to the scheduled start time.

Registered shareholders and duly appointed proxyholders are entitled to vote at the Meeting may attend and vote at the Meeting virtually by following the steps listed below:

  1. Type in https://virtual-meetings.tsxtrust.com/1378 on your browser at least 10 to 15 minutes before the Meeting starts.
  2. Click on “I have a control number”.
  3. Enter your 12-digit control number (on your proxy form).
  4. Enter the Meeting Password: nighthawk2022 (case sensitive).
  5. When the ballot is opened, click on the “Voting” icon. To vote, simply select your voting direction from the options shown on screen and click “Submit”. A confirmation message will appear to show your vote has been received.

Beneficial shareholders entitled to vote at the Meeting may attend and vote at the Meeting virtually by following the steps listed below:

  1. Appoint yourself as proxyholder by writing your name in the space provided on the form of proxy or Voting Instruction Form (“VIF”).
  2. Sign and send it to your intermediary by the voting deadline, following the submission instructions on the VIF.
  3. Obtain a control number by contacting TSX Trust Company by emailing tsxtrustproxyvoting@tmx.com the “Request for Control Number” form, which can be found at https://tsxtrust.com/resource/en/75.
  4. Type in https://virtual-meetings.tsxtrust.com/1378 on your browser at least 10 to 15 minutes before the Meeting starts.
  5. Click on “I have a control number”.
  6. Enter the control number provided by email from tsxtrustproxyvoting@tmx.com.
  7. Enter the Meeting Password: nighthawk2022 (case sensitive).
  8. When the ballot is opened, click on the “Voting” icon. To vote, simply select your voting direction from the options show on screen and click “Submit”. A confirmation message will appear to show your vote has been received.

If you are a registered shareholder of the Company and unable to attend the Meeting, please exercise your right to vote by: (a) completing, dating, signing and returning the form of proxy in the enclosed proxy return envelope to TSX Trust Company, 100 Adelaide Street West, Suite 301, Toronto, Ontario, Canada, M5H 4H1, (b) logging on to www.voteproxyonline.com and entering your control number as instructed on the login page, or (c) faxing the completed form of proxy to (416) 595-9593. A completed proxy must be received at TSX Trust Company no later than 11:00 a.m. (Toronto time) on June 27, 2022 or at least 48 hours (excluding Saturdays, Sundays and holidays) preceding any adjournment of the Meeting. Late proxies may be accepted or rejected by the Chairman of the Meeting in his discretion, and the Chairman is under no obligation to accept or reject any particular late proxies.

If you are a non-registered shareholder of the Company and received this Notice of Meeting and accompanying materials through a broker, a financial institution, a participant, a trustee or administrator of a self-administered retirement savings plan, retirement income fund, education savings plan or other similar self-administered savings or investment plan registered under the Income Tax Act (Canada), or a nominee of any of the foregoing that holds your securities on your behalf (an “intermediary”), please complete and return the materials in accordance with the instructions provided to you by your intermediary.

Guests can also listen to the Meeting by following the steps below:

  1. Type in https://virtual-meetings.tsxtrust.com/1378 on your browser at least 10 to 15 minutes before the Meeting starts.
  2. Click on “I am a Guest”.

If you have any questions or require further information with regard to voting your Shares, please contact TSX Trust Company toll-free in North America at 1-866-600-5869 or by email at tsxtis@tmx.com

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