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WISE.CN ·

Second Tranche of Non-Brokered Private Placement Closed

Financings

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES

HAWKMOON RESOURCES CLOSES SECOND TRANCHE OF $1,892,729 NON-BROKERED

PRIVATE PLACEMENT

December 13, 2021 – Vancouver, B.C. – Hawkmoon Resources Corp. (CSE: HM, FSE: 966) (“Hawkmoon” or

the “Company”) is pleased to announce that it has completed the second tranche (the “Second Tranche”) of

its previously announced non -brokered private placemen t (the “ Private Placement ”), for aggregate gross

proceeds of $1,092,729. Together with the proceeds from the first tranche of the Private Placement, completed

earlier in December, the Company has raised an aggregate of $1,892,729 through the Private Placement.

Through the Second Tranche, the Company issued:

a. 745,332 common shares of the Company (each, a “Share”) at a purchase price of $0.075 per Share;

b. 2,070,333 non-flow-through units of the Company (each, an “NFT Unit”) at a purchase price of $0.09

per NFT Unit, with each NFT Unit consisting of one (1) Share and one (1) common share purchase

warrant (a “ Warrant”), with each Warrant exercisable into one (1) Share at an exercise price of

$0.12 for a period of two years following the issuance date;

c. 425,000 flow-through units of the Company (each, a “Half Warrant FT Unit”) at a purchase price of

$0.10 per Half Warrant FT Unit, with each Half Warrant FT Unit consisting of one Share, issued on

a flow-through basis pursuant to the Income Tax Act (Canada) (a “FT Share”), and one-half of one

(1/2) Warrant; and

d. 8,080,000 flow-through units of the Company (each, a “Whole Warrant FT Unit”) at a purchase price

of $0.10 per Whole Warrant FT Unit, with each Whole Warrant FT Unit consisting of one (1) FT Share

and one (1) Warrant.

In connection with the Second Tranche, finder’s fees of $91,742 were paid and 573,549 finder’s warrants were

issued. Each finder’s warrant is exercisable at $0.10 for a period of twenty -four (24) months from the date of

issuance. All securities issued in connection with the Second Tranche are subject to a statutory hold period

expiring four months and one day from i ssuance. The Company expects to use the net proceeds from the

Second Tranche towards drilling programs and for general working capital.

Certain portions of the securities issued in the Second Tranche constitute Related Party Transactions within

the meaning of Multilateral Instrument 61 -101 – Protection of Minority Security Holdings in Special

Transactions (“MI 61-101”). Two directors of the Company acquired 342,000 Shares (the “Insider Shares”) in

aggregate. The Company relied on exemptions from the formal valuation and minority approval requirements

of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61 -101, as neither the fair ma rket value of the

Insider Shares, nor the consideration paid for the Insider Shares, exceed ed 25% of the Company’s market

capitalization.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not

be offered or sold in the United States absent registration or an applicable exemption from the registration

requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall

there be any sale of the securities in the United States or in any other jurisdiction in which such offer, solicitation

or sale would be unlawful.

About Hawkmoon Resources

Hawkmoon is focused entirely on its three Quebec gold projects. Two of these projects are located in one of

the world’s largest gold endowed areas, the Abitibi Greenstone Belt. Both these gold projects are accessed by

government-maintained roads and are in close proximity to each other east of the town of Lebel-sur-Quévillon.

The third project is situated in the Belleterre Gold Camp southwest of Val-d’Or.

For more information, review the Company’s filings available at www.sedar.com.

Forward-Looking Statements

This news release contains certain forward -looking statements within the meaning of applicable securities

laws. All statements that are not historical facts, inc luding without limitation, statements regarding future

estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future

performance, including statements regarding the expected use of proceeds from the Second Tranche are

“forward-looking statements”. These forward -looking statements reflect the expectations or beliefs of

management of the Company based on information currently available to it. Forward-looking statements are

subject to a number of risks and uncer tainties, including those detailed from time to time in filings made by

the Company with securities regulatory authorities, which may cause actual outcomes to differ materially from

those discussed in the forward-looking statements. These factors should be considered carefully and readers

are cautioned not to place undue reliance on such forward -looking statements. The forward -looking

statements and information contained in this news release are made as of the date hereof and the Company

undertakes no obligation to update publicly or revise any forward-looking statements or information, whether

as a result of new information, future events or otherwise, unless so required by applicable securities laws.

Contact Information

Branden Haynes

Director and Chief Executive Officer

Telephone: 604-817-1595

Email: [email protected]