Cardston, Alberta--(Newsfile Corp. - August 6, 2024) - American Creek Resources Ltd. (TSXV: AMK) (OTCQB: ACKRF) (the "Company" or "American Creek") provides an update relating to its news release of June 6, 2024, in which it announced that it has entered into a non-binding and arm's length letter of intent ("LOI") with Cunningham Mining Ltd. ("Cunningham"), whereby Cunningham, or a subsidiary of Cunningham, proposes to acquire all of the issued and outstanding securities of the Company at a share price of $0.43 payable in cash (the "Proposed Transaction"). Refer to the June 6, 2024 news release for full details on the LOI and Proposed Transaction: Click Here.
American Creek has now received confirmation that Cunningham has entered into a token subscription facility of up to US$153 million for a 36-month term following a centralized exchange listing of the Cunningham Mining Token, the funds from which are expected to be used to fund Cunningham's financial obligations under the Proposed Transaction. The August 5, 2024, Cunningham news release can be viewed HERE.
Consequently, the parties are now working on negotiating and finalizing a Definitive Agreement and as such, have extended the exclusivity period under the LOI to 4:00 p.m. (Vancouver Time) on September 5, 2024.
Darren Blaney, CEO of American Creek, commented: "We are pleased to see this proposed deal continuing to move forward with Cunningham. They really need to be commended for recognizing the value of American Creek's 20% carried interest in the Goldstorm deposit, and the mineral potential of the Treaty Creek Project as a whole. Cunningham has shown both foresight and a pioneering mindset with respect to the rapidly expanding global tokenization trend, as well as a focus in aligning and merging tokenization with the mining sector."
In that negotiations are ongoing, the Company cannot provide any assurance that it will be able to agree on the final terms of the Definitive Agreement with Cunningham. Any Proposed Transaction will be subject to, among other conditions, completion of due diligence by Cunningham, negotiation of the Definitive Agreement, a recommendation of the Special Committee appointed by the Company's Board, and approval by the Board. Approvals will also be required from shareholders of the Company, the Supreme Court of British Columbia (in accordance with the BC Business Corporations Act), and the TSX Venture Exchange ("TSXV"). The Proposed Transaction will also be conditional upon such other customary closing conditions that may be included in the Definitive Agreement. If a Definitive Agreement is executed, the Company expects that it will be required to hold a special meeting (the "Special Meeting") of the Company's shareholders to approve the Proposed Transaction. The Proposed Transaction is subject to receipt of the foregoing approvals and other customary closing conditions. Terms and conditions of the Proposed Transaction are expected to be disclosed in greater detail in a management information circular for the Special Meeting (the "Circular"). Following execution of the Definitive Agreement, a Circular will be delivered to the Company's shareholders. In the event that the Company executes a Definitive Agreement with Cunningham, copies of such Definitive Agreement and a Circular for the Special Meeting will be filed with Canadian securities regulators. Documents filed by the Company with Canadian securities regulators are available on the SEDAR+ profile of the Company at www.sedarplus.ca. Shareholders are urged to read any relevant materials when they become available. However, Shareholders do not need to take any action with respect to the Proposed Transaction at this time.
For further information, please contact Kelvin Burton at:
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.
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 on Forward-Looking Information
All statements, other than statements of historical fact, contained in this press release constitute "forward-looking information" and "forward-looking statements" within the meaning of certain securities laws and are based on expectations and projections as of the date of this press release. Forward-looking information and forward-looking statements may relate to the Company, Cunningham, and to anticipated events or results, notably the negotiation and completion of the Proposed Transaction on terms substantially similar to those currently contemplated.
Statements regarding future results, performance, achievements, prospects, or opportunities of the Company, Cunningham, or similar statements concerning anticipated future events, results, circumstances, performance or expectations, notably the execution of a Definitive Agreement and the completion of the Proposed Transaction, as contemplated, are also forward-looking statements. Forward-looking statements contained in this press release include, without limitation, those related to:
the ability of Cunningham to draw down on the token subscription facility in order to finance the Proposed Transaction;
the ability of the Company and Cunningham to negotiate and execute the Definitive Agreement;
the Company's receipt of all necessary approvals (including shareholder approval, court approval, and the approvals of the TSXV);
the final terms of the Proposed Transaction contained in the Definitive Agreement;
and more generally, the quote from the CEO of American Creek, as well as the sections entitled "About American Creek and the Treaty Creek Project".
Forward-looking statements are based on expectations, estimates, and projections as of the time of this press release. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonably by the Company as of the time of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. These estimates and assumptions may prove to be incorrect.
Many of these uncertainties and contingencies can directly or indirectly affect, and could cause, actual results to differ materially from those expressed or implied in any forward-looking statements. There can be no assurance that the Company, the Special Committee, or the Board will be able to negotiate or approve a Definitive Agreement on terms acceptable to each of them and Cunningham. Future events could differ materially from what is currently anticipated by the Company or Cunningham.
By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. Forward-looking statements are provided for the purpose of providing information about management's expectations and plans relating to the future. Readers are cautioned not to place undue reliance on these forward-looking statements as a number of important risk factors and future events could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates, assumptions, and intentions expressed in such forward-looking statements. All of the forward-looking statements made in this press release are qualified by these cautionary statements and those made in the Company's other filings with the securities regulators of Canada including, but not limited to, the cautionary statements made in the relevant portion of the Company's Management Discussion & Analysis prepared as of April 22, 2024, for the financial year ended December 31, 2023. The foregoing list of factors that may affect future results is not exhaustive and new, unforeseeable risks may arise from time to time. The Company disclaims any intention or obligation to update or revise any forward-looking statements or to explain any material difference between subsequent actual events and such forward-looking statements, except to the extent required by applicable law.
