September 1, 2009 TSXV: AMK
Raymond, Alberta…. American Creek Resources Ltd. (the “Corporation”) is pleased to announce that on August 31, 2009 it entered into and closed a purchase agreement (the “Purchase Agreement”) with a group of investors (the “Investment Group”). Pursuant to the Purchase Agreement, the Investment Group has invested an aggregate of $850,000 in the Corporation (the “Investment”). In return for the Investment, the Investment Group has received 2,833,330 units (“Units”) of the Corporation at a price of $0.30 per Unit. Each Unit consists of one common share of the Corporation (“Common Share”) and one non-transferable warrant (“Warrant”). Each Warrant may be exercised for one additional Common Share at a price of $0.40 per Common Share for a period of 24 months from the date of closing of the Investment, provided that the Warrants will expire if not exercised within 15 days from receipt by the holder of written notice from the Corporation that the Common Shares have a volume-weighted trading price of $0.80 or higher for 10 consecutive trading days (the “Accelerated Expiry”). The Investment Group has agreed that 1,416,665 Units acquired will be subject to a two-month hold period (the “Voluntary Hold Period”) in addition to the four month statutory hold period (the “Statutory Hold Period”). The Corporation has agreed that the Accelerated Expiry will not be exercised until the Statutory Hold Period or Voluntary Hold Period, as applicable, has expired. All securities issued in connection with this transaction are subject to a hold period which expires on December 31, 2009 or February 28, 2010 respectively.
In addition, the Corporation has agreed that, upon the exercise of its option to acquire a 51% interest in the Treaty Creek Property pursuant to its option agreement with Teuton Resources Corporation, it will grant to the Investment Group: (i) a 2% net smelter returns royalty over its interest in certain mineral claims; and (ii) a 1% net smelter returns royalty over its interest in certain other mineral claims, which comprise the Treaty Creek Property (together the “Royalties”).
This transaction has been conditionally accepted by the TSX Venture Exchange (the “Exchange”). The proceeds from the Investment will be used to finance the Corporation’s ongoing exploration and development activities and for general working capital purposes.
The Corporation also announces that an aggregate of 1,135,000 incentive stock options (“Options”) have been granted to certain directors, officers, consultants and employees of the Corporation. The Options are exercisable at an exercise price of $0.28 per share for a term of 5 years. Common shares which may be acquired upon exercise of the Options shall be subject to a hold period which will expire on December 31, 2009.
About American Creek Resources Ltd.
The Corporation is a Canadian mineral exploration company focused on the acquisition, exploration and development of mineral deposits within the Province of British Columbia, Canada.
Certain information contained in this news release constitutes forward-looking statements regarding the Corporation’s mineral properties. Forward looking statements are frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate" or statements that certain events or conditions "may" or "will" occur. Forward-looking statements are based on the reasonable opinions and estimates of management of American Creek and are subject to a variety of risks, uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. These factors include: the inherent risks involved in the exploration and development of mineral properties, uncertainties involved in the interpretation of drill results and other geological data, fluctuating commodity prices, unforeseen permitting requirements, changes in environmental laws or regulations, the possibility of project cost overruns or unanticipated costs and expenses, weather conditions, the availability of contractors for equipment and services, the availability of future financing and general business and economic conditions. Such statements are also based on a number of assumptions which may prove to be incorrect, including assumptions about general business and economic conditions being accurate, the timing and receipt of regulatory approvals for projects and operations, the availability of financing, the ability to secure equipment and labour, and American Creek’s ongoing relationship with third parties. The foregoing factors, risks and assumptions are not exhaustive. Events or circumstances could cause actual events or results to differ materially from those estimated or projected and expressed in, or implied by, these forward-looking statements. Accordingly, readers should not place undue reliance on forward-looking statements. These forward-looking statements are as of the date they are made and American Creek disclaims any obligation to update any forward-looking statements, except as required by law.
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.