February 4, 2011 TSX-V: AMK
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 11,500,000 units for gross proceeds of $750,000 if the Offering is fully subscribed. The Offering is comprised of 6,000,000 flow-through units (“FT Units”) at a price of $0.07 per FT Unit for gross proceeds of up to $420,000 and 5,500,000 non-flow-through units (“NFT Units”) at a price of $0.06 per NFT Unit for gross proceeds of up to $330,000. The Corporation has the option to increase the number of Units by as much as 15% for an additional 900,000 FT Units and 825,000 NFT Units.
Each FT Unit will consist of one flow-through common share of the Corporation (“FT Share”) and one-half of one non-transferable common share purchase warrant (a “Warrant”). Each whole Warrant entitles the holder to purchase one non-flow-through common share (“NFT Share”) at an exercise price of $0.10 for a period of one year from the date of issuance of the Warrant.
Each NFT Unit will consist of one NFT Share and one-half of one non-transferable common share purchase warrant (a “Warrant”). Each whole Warrant entitles the holder to purchase one NFT Share at an exercise price of $0.10 for a period of one year from the date of issuance of the Warrant.
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 FT Unit will be used to incur expenditures which qualify as Canadian Exploration Expenses and will be spent primarily on the Corporation’s Electrum 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 8% 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 NFT Shares equal to 8% of the gross number of shares from the sales made to purchasers referred to the Corporation by a Finder at a price of $0.10 per Common Share for a period of one year from the closing of the Offering.
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.
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.
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.