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Independent advisor recommends Moneta approve merger with Nighthawk Gold

Jan 22, 2024

Moneta Gold Inc. is pleased to announce that Institutional Shareholder Services ("ISS"), an independent proxy advisory firm who provides voting recommendations to institutional shareholders, has recommended that Moneta shareholders vote FOR the proposed special resolutions at the upcoming meetings to be held on January 29, 2024 (the "Meetings") for Moneta and Nighthawk Gold Inc. ("Nighthawk") shareholders to approve the proposed plan of arrangement pursuant to which Moneta will, among other things, acquire all of the issued and outstanding common shares of Nighthawk (the "Transaction").

Nighthawk Gold Corp. and Moneta Gold Inc. announced the proposed directors for the MergeCo Board to be appointed on completion of the arrangement on November 28, 2023 which remains subject to Nighthawk and Moneta shareholder approval and other customary closing conditions.

Proposed Board of Directors: 

The Board of Directors of MergeCo will consist of seven (7) directors, comprised of four (4) nominees from Moneta and three (3) nominees from Nighthawk. The proposed directors will include: 

  • Keyvan Salehi, P.Eng., MBA - President and CEO of MergeCo and Director

  • Josef Vejvoda, CIM, ICD.D - Non-executive Chairman of the MergeCo Board

  • Morris Prychidny, CPA, CA

  • Blair Zaritsky, CPA, CA

  • Edie Hofmeister, MA, JD

  • Rodney A. Cooper, P.Eng., MBA, Acc. Dir.

  • Krista Muhr


Mr. Salehi is a professional engineer and a seasoned mining executive with more than 20 years of experience in mine construction, mine operations, technical services, corporate development, and capital markets. He is the current President and CEO of Nighthawk. Previously, Mr. Salehi was the VP Corporate Development & Technical Services for Mountain Province Diamonds, where he provided operational and technical oversight for the construction and operation of the Gahcho Kué mine in the Northwest Territories. He was the VP Corporate Development & Technical Services for Kirkland Lake Gold, where he led the due diligence and execution of the merger with Newmarket Gold. Mr. Salehi also had management roles with St. Andrew Goldfields, Lake Shore Gold, FNX Mining, and Vale. 

Mr. Vejvoda is the Chairman and interim President and CEO of Moneta. Mr. Vejvoda acts as a special advisor to K2 & Associates Investment Management Inc., a multi-strategy investment fund. Mr. Vejvoda has over 25 years of extensive capital markets experience and has held senior management roles at Merrill Lynch Canada, National Bank Financial, and TD Securities. Previously, Mr. Vejvoda served on the boards of ShoreTel Inc. (sold to Mitel Networks), Dominion Diamond Corp. (sold to Washington Corporate), Acerus Pharma, and PNI Digital Media Inc. (sold to Staples Inc.). 

Mr. Prychidny is a Chartered Accountant with more than 35 years of experience in the mining, entertainment and real estate industries. He serves as the Chair of Talisker Resources and as a director for Fountain Asset Corp., Northfield Capital Corporation, and Orion Capital Inc. He was a former director of Barkerville Gold Mines Ltd. 

Mr. Zaritsky is currently the CFO of Osisko Mining Inc. and was instrumental in merging 4 companies to obtain Windfall Lake, Osisko's flagship asset. He has over 15 years of Canadian public practice experience, with exposure to various types of engagements and clients, gained through managing audit engagements of publicly listed companies traded on the TSX, TSX Venture, and CSE exchanges. 

Ms. Hofmeister is an attorney who has advised large and small multi-national extractive companies on legal and ESG matters for over 20 years. She currently serves as the director for Osisko Gold Royalties, Prime Mining, and was the former EVP Corporate Affairs & General Counsel for Tahoe Resources Inc. Ms. Hofmeister serves as the Chair of the International Bar Association's Business and Human Rights Committee, a group dedicated to promoting high ESG standards in multi-national corporations.

Mr. Cooper is a professional engineer, and seasoned executive with extensive technical experience in the mining sector, including the Timmins camp. Previously, he was the President & COO for Labrador Iron Mines Ltd., VP Technical Services for Kinross Gold Corp., and was a VP & Senior Mining Analyst in equity research at Dundee Securities.

Ms. Muhr brings 20 years of experience working with public companies in the global metals and mining sector with strong ESG and capital market credentials at senior levels. She is currently the SVP, Investor Relations & Communications for Galiano Gold and a director of Ensign Minerals. Previously, she served as SVP, External Affairs and Sustainability for Eldorado Gold Corporation. 

About Moneta
Moneta is a Canadian-based gold exploration company whose primary focus is on advancing its 100% wholly owned Tower Gold Project, located in the Timmins region of Northeastern Ontario, Canada's most prolific gold producing camp. 

About Nighthawk
Nighthawk is a Canadian-based gold exploration and development company with 100% ownership of the Colomac Gold Project and more than 947 km2 District Scale Property within 200 km north of Yellowknife, Northwest Territories, Canada. Nighthawk's experienced management team, with a track record of successfully advancing projects and operating mines, is working towards rapidly advancing its assets towards a development decision.



For more information, please visit www.monetagold.com.

About Moneta Gold 

Moneta is a Canadian-based gold exploration company whose primary focus is on advancing its 100% wholly owned Tower Gold project, located in the Timmins region of Northeastern Ontario, Canada's most prolific gold producing camp. The September 2022, PEA study outlined a combined open pit and underground mining and a 7.0 million tonne per annum conventional leach operation over a 24-year mine life, with 4.6 Moz of recovered gold, generating an after-tax NPV5% of $1,066M, IRR of 31.7%, and a 2.6-year payback at a gold price US$1,600/oz. Tower Gold hosts an estimated gold mineral resource of 4.5 Moz indicated and 8.3 Moz inferred. Moneta is committed to creating shareholder value through the strategic allocation of capital and a focus on the current resource upgrade drilling program, while conducting all business activities in an environmentally and socially responsible manner.


Tags: Northern Ontario / Deals & Financial / Gold / All Articles