Happy Creek Announces a Private Placement Financing May 30 th , 2017 –
Happy Creek Announces a Private Placement Financing
May 30
th
, 2017
–
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 $
3
,000,000 through the sale of up to
5,769,230
flow
-
through common
shares at a price of $0.2
6
per share for gross proceeds of up to $
1,500,000
and up to
7
,500,000 common shares at a price of $0.
20
per sh
ar
e for gross proceeds of up to
$1,500
,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
May 30
th
2017
, 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
-
Ex
emption 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 inv
estment 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 has been obtained from a
person that is registere
d 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 subscriptions 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 “
Investment 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
6
% of the aggregate number of
common shares
sold. Each broker warrant
will entitle the holder to purchase one common share of th
e Company at a price of $0.3
0
per
share, at any time
for a period of
two years
following the closing of the Offering.
The private placement is subject to TSX Venture Exchange acceptance. The common
shares will be subject to resale restrictions.
It is inte
nded that
proceeds
of approximately $
1,500,000
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 $
1,500,000
will be used
for
g
eneral working capital
and additional
exploration, engineering or development work
contemplated by the Company.
Exploration expenditure will
be primarily focussed
on the
Company’s
Fox tungsten
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.happycreekminerals.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 th
e adequacy
or accuracy of this release.