American Creek Resources Announces up to $800,000 Non-Brokered Private Placement

Rhea-AI Summary

American Creek Resources (TSXV: AMK) (OTCQB: ACKRF) has announced a non-brokered private placement offering to raise up to $800,000 through the sale of up to 8,888,889 units at $0.09 per unit.

Each unit consists of one common share and one purchase warrant, with each warrant allowing holders to purchase an additional common share at $0.14 within 24 months of the offering's closing date. The proceeds will be used for general working capital.

The company may pay finder's fees and expects insider participation in the offering. The securities will have a four-month and one-day hold period from issuance. The offering requires TSX Venture Exchange approval and is exempt from formal valuation and minority shareholder approval requirements under MI 61-101.

Positive

• Raising up to $800,000 in additional working capital
• Warrant exercise price of $0.14 represents 55.5% premium to unit price
• Insider participation indicates management confidence

Negative

• Potential dilution for existing shareholders
• Unit price of $0.09 may indicate downward pressure on stock value
• Additional working capital needed suggests possible cash flow concerns

Cardston, Alberta--(Newsfile Corp. - April 14, 2025) - American Creek Resources Ltd. (TSXV: AMK) (OTCQB: ACKRF) (the "Company" or "American Creek") announces that it proposes to undertake an up to $800,000 non-brokered private placement (the "Offering") of up to 8,888,889 units (the "Units") to be sold to eligible purchasers at a price of $0.09 per Unit. Each Unit will consist of one common share of the Company and one common purchase warrant. Each warrant will entitle the holder to purchase one common share of the Company at a price of $0.14 at any time on or before that date which is 24 months after the closing date of the Offering. The proceeds received from the sale of the Units will be used for general working capital.

The Units are being offered to qualified purchasers in reliance upon exemptions from prospectus and registration requirements of applicable securities legislation. The Company may pay finders' fees to eligible finders in connection with the Offering, subject to compliance with applicable securities laws and the policies of the TSX Venture Exchange.

All securities issued and sold under the Offering will be subject to a hold period expiring four months and one day from their date of issuance. Completion of the Offering and the payment of any finders' fees remain subject to the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange.

It is anticipated that insiders of the Company may participate in the Offering. The participation of any insiders may be considered a related party transaction within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Such insider participation is expected to be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(b) and 5.7(1)(a) of MI 61-101, as the Company is not listed on any of the exchanges or markets outlined in subsection 5.5(b) of MI 61-101, and the fair market value of the securities to be distributed to the insiders is not expected to exceed 25% of the Company's market capitalization.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.

About American Creek and the Treaty Creek Project

American Creek is a proud partner in the Treaty Creek Project, a joint venture with Tudor Gold Corp. located in BC's prolific "Golden Triangle".

American Creek holds a fully carried 20% interest in the Treaty Creek Project until a production notice is given, meaning that no exploration or development costs are incurred by American Creek until such time as a production notice has been issued. American Creek shareholders have a unique opportunity to avoid the dilutive effects of exploration while maintaining their full 20% exposure to one of the world's most exciting mega deposits.

The Company also holds the Austruck-Bonanza gold property located near Kamloops, BC.

ON BEHALF OF AMERICAN CREEK RESOURCES LTD.

"Darren Blaney"
Darren Blaney, President & CEO

For further information please contact Kelvin Burton at:

Phone: (403)752-4040 or Email: info@americancreek.com.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Statement Regarding Forward-Looking Statements

This news release may contain forward-looking statements (within the meaning of applicable securities laws) which reflect American Creek's current expectations regarding future events. Forward-looking statements are identified by words such as "believe", "anticipate", "project", "expect", "intend", "plan", "will", "may", "estimate" and other similar expressions. The forward-looking statements in this news release are based on a number of key expectations and assumptions made by American Creek as of the date hereof. Although the forward-looking statements contained in this news release are based on what American Creek's management believes to be reasonable assumptions, American Creek cannot assure investors that actual results will be consistent with such statements.

The forward-looking statements in this news release are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. Several factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including those identified in American Creek's most recent Management's Discussion and Analysis, which is available on SEDAR+ at www.sedarplus.ca. Readers, therefore, should not place undue reliance on any such forward-looking statements. These forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, American Creek assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

Not for distribution to United States newswire services or for dissemination in the United States

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/248467

FAQ

What are the terms of American Creek Resources (ACKRF) private placement announced in April 2025?

The company is offering up to 8,888,889 units at $0.09 each, with each unit including one common share and one warrant exercisable at $0.14 for 24 months.

How much money is ACKRF trying to raise through the April 2025 private placement?

American Creek Resources aims to raise up to $800,000 through this non-brokered private placement.

What is the hold period for ACKRF's private placement securities?

All securities issued will have a hold period of four months and one day from their date of issuance.

How will American Creek Resources (ACKRF) use the proceeds from the private placement?

The proceeds from the offering will be used for general working capital purposes.

Are insiders participating in ACKRF's April 2025 private placement?

Yes, insiders are expected to participate in the offering, which is exempt from formal valuation and minority shareholder approval requirements.