Raymond, Alberta… American Creek Resources Ltd. (the “Corporation”) today announced that it will be offering on a non-brokered private placement basis (the “Offering”) up to 2,000,000 units (“Units”) at a price of $0.40 per Unit for gross proceeds of $800,000 if the Offering is fully subscribed.Each Unit will consist of one flow-through common share of the Corporation (“FT Share”) along with one non-flow-through common share of the Corporation (“Common Share”) and two non-transferable Common Share purchase warrants (a “Warrant”).Each whole Warrant may be exercised for one additional non-flow-through Common Share at a price of $0.40 per Common Share for a period of two years from the closing of the Offering, provided that the Warrants will expire if not exercised within 15 business days from receipt by the holder of written notice from the Corporation that the Common Shares have traded at $0.80 or higher for 10 consecutive trading days.
Units will be offered to qualified purchasers in reliance upon exemptions from prospectus and registration requirements of applicable securities legislation. Proceeds from the sale of the FT Share portion of each Unit will be used to incur expenditures which qualify as Canadian Exploration Expenses and will be spent primarily on the Corporation’s Treaty Creek Project located in British Columbia. Insiders of the Corporation may participate in the Offering.
The Offering is subject to acceptance by the TSX Venture Exchange (the “Exchange”) and if permitted under applicable securities laws and by the Exchange, the Corporation will pay a finder’s fee to dealers, limited market dealers and other arm’s length third parties (a “Finder”) equal to 10% of the gross proceeds realized from the sales made to purchasers referred to the Corporation by a Finder, payable in either cash or shares or both, at the sole discretion of the Corporation, together with a non-transferrable warrant (“Finder’s Warrant”) to purchase the number of Common Shares equal to 10% of the gross number of shares from the sales made to purchasers referred to the Corporation by a Finder at a price of $0.40 per Common Share for a period of two years from the closing of the Offering, provided that the Finder’s Warrants will expire if not exercised within 15 business days from receipt by the holder of written notice from the Corporation that the Common Shares have traded at $0.80 or higher for 10 consecutive trading days.
Securities issued in this private placement will be subject to a hold period of four months and a day from the date of issuance of the securities.
The Corporation also wishes to update several previous press releases.Further to the Press Release dated February 10, 2009, the liability to Canada Revenue Agency for failing to meet the required Canadian Exploration Expenditures has been assessed at $518,590 as stated in the corporation’s Financial Statements for the periods ending December 31, 2008 and March 31, 2009.Other potential liabilities regarding this matter remain unknown at this time.The Corporation has commenced legal action against its former solicitors regarding said liabilities.The Corporation advises that it has instituted new internal policies relating to the use of flow-through funds that exceed those required by the Income Tax Act.
The Corporation also wishes to clarify that the Corporation’s Qualified Person has not verified the resource results that were previously disclosed by Seabridge Gold Inc. and Silver Standard Resources Inc. respectively and which were highlighted in the Corporation’s Press Releases dated March 16 and March 31, 2009, and that those results are not necessarily indicative of the mineralization on the Corporation’s Treaty Creek Property.
Raul Sanabria, P. Geo., is the Qualified Person for the purposes of National Instrument 43-101 for the Treaty Creek Project and has verified and approved the contents of this news release.
American Creek Resources Ltd. is a Canadian junior mineral exploration company focused on the acquisition, exploration and development of mineral deposits within the Province of British Columbia, Canada.
For further information please contact Darren Blaney at:Phone: 403 752-4040 or Email:This email address is being protected from spambots. You need JavaScript enabled to view it.. Information relating to the Corporation is available on its website at www.americancreek.com.
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.
