(TheNewswire)
January 18, 2023, TheNewswire, Vancouver, British Columbia – Happy CreekMinerals Ltd. (TSX-V: HPY) (“Happy Creek” or the“Company”) announces the intention to raiseup to C$400,000 by way of a non-brokered private placement of up to8,000,000 units at a price of C$0.05 per unit (the “ Private Placement ”). Each unit is comprised of onecommon share and one-half of a share purchase warrant. Each fullwarrant is exercisable into one common share of the Company at anexercise price of $0.10 per share for a period of two years from thedate of issuance.
The proceeds of the Private Placement will primarily beused to fund the Company’s ongoing exploration programs and forgeneral working capital.
All common shares issued under the Private Placementwill be subject to a four-month plus one day hold period in accordancewith applicable Canadian securities laws. Closing of the PrivatePlacement is subject to receipt of all necessary regulatory approvals,including those of the TSX Venture Exchange, and certain othercustomary closing conditions, including, but not limited to, executionof the subscription agreements between the Company and thesubscribers. The Private Placement is expected to close earlyFebruary. The Private Placement is not subjectto any minimum aggregate subscription.
In addition to other prospectus exemptions commonlyrelied on in private placements, the Private Placement will beavailable to existing shareholders of the Company who, as of the closeof business on January 18, 2023, held common shares of the Company(and who continue to hold such common shares as of the closing date),pursuant to the prospectus exemption set out in BC Instrument 45-534- Exemption from prospectusrequirement for certain trades to existing securityholders and in similar instruments in otherjurisdictions in Canada (the “ Existing Shareholder Exemption ”). The Existing Shareholder Exemption limits a shareholderto a maximum investment of CAD$15,000 in a 12-month period unless theshareholder has obtained advice regarding the suitability of theinvestment and, if the shareholder is resident in a jurisdiction ofCanada, that advice has been obtained from a person that is registeredas an investment dealer in the jurisdiction. If the Company receivessubscriptions from investors relying on the Existing ShareholderExemption exceeding the maximum Private Placement, the Companymay adjust the subscriptionsreceived on a pro-rata basis.
The Company will also make the Private Placementavailable to certain subscribers pursuant to BC Instrument 45-536- Exemption from prospectusrequirement for certain distributions through an investmentdealer (the “ Investment DealerExemption ”). In accordance with therequirements of the Investment Dealer Exemption, the Company confirmsthat there is no material fact or material change about the Companythat has not been generally disclosed.
In connection with the Private Placement, the Companywill pay a cash finder’s fee to certain finders equal to 6% of thegross proceeds raised and issue one-half of a broker warrant tocertain finders in a quantity equal to 6% of the aggregate number ofcommon shares sold. Each full broker warrant will entitle the holderto purchase one common share of the Company at a price of $0.10 for aperiod of two years following the date of issuance.
About Happy Creek MineralsLtd.
Happy Creek is focused on making new discoveries andbuilding resources in proximity to infrastructure on the Company’s100-percent-owned portfolio of diversified metal projects in BritishColumbia. The Company’s Management, Board of Directors and TechnicalAdvisors have extensive expertise and experience in the mineralresource sector and capital markets.
More information on the Company’s projects can be found on thewebsite at www.happycreekminerals.com .
The Company operates with the principles and guidelines set out forCOVID-19 that are established by provincial health and safetyauthorities to protect workers and the communities in which theCompany operates.
On behalf of the Board of Directors,
“Peter Hughes”
President and Chief Executive Officer
FORFURTHER INFORMATION, PLEASE CONTACT:
Peter Hughes, President and ChiefExecutive Officer
Phone: (604) 802-7372
Email: petehughes@me.com
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.
This press release contains "forward-looking information"within the meaning of applicable securities laws, including statementsthat address capital costs, recovery, grade, and timing of work orplans at the Company’s mineral projects. Forward-looking informationmay be, but not always, identified by the use of words such as"seek", "anticipate", “foresee”,"plan", "planned", "continue","expect", “thought to”, "project","predict", "potential", "targeting","intends", "believe", “opportunity”,“further” and others, or which describes a goal or action, eventor result such as "may", "should","could", "would", "might" or"will" be undertaken, occur or achieved. Statements alsoinclude those that address future mineral production, reservepotential, potential size or scale of a mineralized zone, potentialexpansion of mineralization, potential type(s) of mining, potentialgrades as well as to Happy Creek’s ability to fund ongoingexpenditure, or assumptions about future metal or mineral prices,currency exchange rates, metallurgical recoveries and grades,favourable operating conditions, access, political stability,obtaining or renewal of existing or required mineral titles, licensesand permits, labour stability, market conditions, availability ofequipment, accuracy of any mineral resources, anticipated costs andexpenditures. Assumptions may be based on factors and events that arenot within the control of Happy Creek and there is no assurance theywill prove to be correct. Such forward-looking information involvesknown and unknown risks, which may cause the actual results tomaterially differ, and/or any future results expressed or implied bysuch forward-looking information. Additional information on risks anduncertainties can be found within Financial Statements, Prospectus andother materials found on the Company’s SEDAR profile at www.sedar.com . Although Happy Creek has attemptedto identify important factors that could cause actual actions, eventsor results to differ materially from those described inforward-looking information, there can be no assurance that suchinformation will prove to be accurate as actual results and futureevents could differ materially from those anticipated in suchstatements. Happy Creek withholds any obligation to update or reviseany forward-looking information, whether as a result of newinformation, future events or otherwise, unless required by law.
Copyright (c) 2023 TheNewswire - All rights reserved.