November 19, 2007
Raymond, Alberta…American Creek Resources Ltd. (the “Corporation”) today announced that it has engaged Union Securities Ltd. (“Union”) to complete a brokered private placement on a commercially reasonable efforts basis (the “Offering”) for gross proceeds of up to $6,020,000 from the sale of any combination of: (a) up to 5,000,000 flow-through common shares of the Corporation (“FT Shares”) at a price of $0.70 per FT Share for proceeds of up to $3,500,000; and (b) up to 4,200,000 units of the Corporation (“Units”) at a price of $0.60 per Unit for proceeds of up to $2,520,000. Each Unit will consist of one common share of the Corporation (“Common Share”) and one non-transferable share purchase warrant (“Warrant”) entitling the holder to acquire an additional Common Share at a price of $1.00 at any time within 12 months of issuance.
Union will act as lead agent of a syndicate of dealers and has been granted an over-allotment option (“Over-Allotment Option”) to sell additional Units and/or FT Shares up to 15% of the maximum number of Units and FT Shares sold. The Over-Allotment Option must be completed within 30 business days of the final closing date, which is to occur by December 31, 2007.
The FT Shares and Units will be offered to qualified purchasers in reliance upon exemptions from the prospectus and registration requirements of applicable jurisdictions. The Offering is subject to certain conditions, including regulatory approval. The proceeds from the sale of FT Shares will be used to incur expenditures which qualify as Canadian Exploration Expenses on the Corporation’s British Columbia mineral properties.
The Corporation will pay Union a cash commission equal to 7% of the gross proceeds from the sale of the Units and FT Shares, including pursuant to the Over-Allotment Option and issue non-transferable compensation options entitling Union to acquire that number of Units equal to 7% of the aggregate Units and FT Shares sold, including pursuant to the Over-Allotment Option, at a price of $0.60 per Unit at anytime within 12 months following the final closing of the Offering.
American Creek Resources Ltd. is an aggressive junior mineral exploration company focused on the acquisition, exploration and development of gold and silver deposits within the Province of British Columbia, Canada.
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