Happy Creek Announces a Private Placement Financing August 13 , 201 9 –
Happy Creek Announces a Private Placement Financing
August 13
, 201
9
–
Vancouver, British Columbia
–
Happy Creek Minerals Ltd. (TSX
-
V:HPY, the
“
Company
”)
announces it intends to carry out a non
-
brokered private placement
financing of up to $
1
,
5
00,000
through the sale of up to
7,142,857
flow
-
through common
shares at a price of $0.
1
4
per share for gross proceeds of up to $
1,
0
00,000
and up to
4,166,666
common shares at a price of $0.
1
2
per shar
e for gross proceeds of up to $
500,000
(the
“Offering
”
). The Offering is not subject to any minimum aggregate subscription.
In addition to other
prospectus exemptions
commonly relied on in private placements
, t
he
Offering will be available to existing shareholders of the Company who, as of the close of
business on
August 13
,
201
9
, 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 prospectus requirement for certain trades to
existing security holders
and in similar instruments in other jurisdictions in Canada (the
“
Existing Shareholder Exemption
”). The Existing Shareholder
Exemption limits a
shareholder to a maximum investment of CAD$15,000 in a 12
-
month period unless the
shareholder has obtained advice regarding the suitability of the investment and, if the
shareholder is resident in a jurisdiction of Canada, that advice ha
s been obtained from a
person that is registered as an investment dealer in the jurisdiction. If the Company receives
subscriptions from investors relying on the Existing Shareholder Exemption exceeding the
ma
ximum Offering, the Company may
adjust the subs
criptions received on a pro
-
rata basis
.
The Company will also make the Offering available to certain subscribers pursuant to BC
Instrument 45
-
536
-
Exemption from prospectus requirement for certain distributions through
an investment dealer
(the
“
Investme
nt Dealer Exemption
”)
. In accordance with the
requirements of the Investment Dealer Exemption, the Company confirms that there is no
material fact or material change about the Company that has not been generally disclosed.
In connection with the Offering,
the Company will pay a cash finder’s fee to certain finders
equal to 7% of the gross proceeds raised and
issue
broker warrants
to certain finders
in a
quantity equal to
7
% of the aggregate number of
common shares
sold. Each broker warrant
will entitle the
holder to purchase one common share of the Company at a price of $0.
25
per
share, at any time
for a period of
two years
following the closing of the Offering.
The private placement
and finders fees are
subject to
TSX Venture Exchange acceptance.
The commo
n shares will be subject to resale restrictions.
It is intended
that
the
proceeds
of approximately $
1,
0
00,000
from the private placement will
be used to conduct
mineral exploration work that qualifies as Flow Through Exploration
Expense under the
Income Tax Act
(Canada),
and the
remaining $
500
,000
will
be used for
general working capital
and additional
engineering
,
development
and advanced permitting
work
contempl
ated by the Company.
Exploration expenditure
s
will
be primarily focused
on
the Company’s
Fox tungsten
and Highland Valley
copper
property.
On behalf of the Board of Directors,
“David E Blann”
____________________
David E Blann, P.Eng.
President, CEO
FOR
FURTHER
INFORMATION,
PLEASE CONTACT:
David Blann, President, CEO
Corporate Office:
Phone:604.662.8310
Email:
Website:
www.hap
pycreekminerals.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.