Happy Creek Announces Closing of Non-Brokered Private Placement
Happy Creek Announces Closing of Non-Brokered Private Placement
February 28, 2023, Vancouver, British Columbia – Happy Creek Minerals Ltd. (TSX-V: HPY)
(“Happy Creek” or the “Company”) is pleased to announce that the previously announced non-
brokered private placement (see the Company’s news releases dated January 18, 2023) (the
“Private Placement”) has closed on a total of 8,000,000 units at a price of $0.05 per unit. Each
Unit consists of one common share and one-half of a share purchase Warrant. Each whole
Warrant entitles the holder to purchase one common share of the Company at an exercise price
of $0.10 per share up to close of business on February 28, 2025.
In connection with the closing of the private placement, the Company paid the following finder’s
fees: Canaccord Genuity Corp. $3,000.00 in cash and 60,000 Non-Transferable Finder’s
Warrants, Pollitt & Co. Inc. $11,400.00 in cash and 228,000 Non-Transferable Finders Warrants,
PowerOne Capital Markets Limited $3,000.00 in cash and 60,000 Non-Transferable Finders
Warrants. Each Finder’s Warrant entitles the holder to purchase a unit of the Issuer comprising
of one common share of the Issuer and one-half of a Non-Transferable secondary warrant (the
“Second Warrant”) at an exercise price of $0.05 per unit up to close of business on February 28,
2025. Each whole Second Warrant is exercisable into one additional common share of the Issuer
at an exercise price of $0.10 per share up to close of business on February 28, 2025.
The net proceeds of $400,000 will primarily be used to fund the Company’s ongoing exploration
programs and for general working capital.
All common shares issued under the Private Placement will be subject to a hold period expiring
on June 29, 2023, in accordance with applicable Canadian securities laws.
In connection with the Private Placement, the Company issued common shares to persons that
are directors or senior officers of the Company. The Company has determined that exemptions
from the various requirements of TSX Venture Exchange Policy 5.9 and Multilateral Instrument
61-101 (“MI 61-101”) are available for the issuance of the common shares to these related parties.
The Company relied on Section 5.5(c) of MI 61-101 for an exemption from the formal valuation
requirement on the basis that the transaction was a distribution of securities for cash, and Section
5.7(1)(b) of MI 61-101 for an exemption from the minority approval requirement as the fair market
value of the transaction was not more than $2,500,000.
About Happy Creek Minerals Ltd.
Happy Creek is focused on making new discoveries and building resources in proximity to
infrastructure on the Company’s 100-percent-owned portfolio of diversified metal projects in
British Columbia. The Company’s Management, Board of Directors and Technical Advisors have
extensive expertise and experience in the mineral resource sector and capital markets.
More information on the Company’s projects can be found on the website at
www.happycreekminerals.com.
The Company operates with the principles and guidelines set out for COVID-19 that are
established by provincial health and safety authorities to protect workers and the communities in
which the Company operates.
On behalf of the Board of Directors,
“Peter Hughes”
President and Chief Executive Officer
FOR FURTHER INFORMATION, PLEASE CONTACT:
Peter Hughes, President and Chief Executive Officer
Phone: (604) 802-7372
Email: [email protected]
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is def ined 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
statements that address capital costs, recovery, grade, and timing of work or plans at the Company’s mineral projects.
Forward-looking information may be, but not always, identi fied by the use of words such as "seek", "anticipate",
“foresee”, "plan", "planned", "continue", "expect", “thought to”, "project", "predict", "potential", "tar geting", "intends",
"believe", “opportunity”, “further” and others, or which describes a goal or action, event or result such as "may", "should",
"could", "would", "might" or "will" be undertaken, occur or achieved. Statements also include those that address future
mineral production, reserve potential, potential size or scale of a miner alized zone, potential expansion of
mineralization, potential type(s) of mini ng, potential grades as well as to Happy Creek’s ability to fund ongoing
expenditure, or assumptions about future metal or mineral prices, currency exchange rates, metallurgical recoveries
and grades, favourable operating conditi ons, access, political stab ility, obtaining or renewal of existing or required
mineral titles, licenses and permits, labour stability, market conditions, availability of equipment, accuracy of any mineral
resources, anticipated costs and expenditures. Assumpti ons may be based on factors and events that are not within
the control of Happy Creek a nd there is no assurance they will prove to be correct. Such forward-looking information
involves known and unknown risks, which may cause the actual results to materially differ, and/or any future results
expressed or implied by such forward-looking informati on. Additional information on risks and uncertainties can be
found within Financial Statem ents, Prospectus and other materials f ound on the Company’s SEDAR profile at
www.sedar.com. Although Happy Creek has attempted to identify im portant factors that coul d cause actual actions,
events or results to differ materially from those described in forward-looking information, there can be no assurance
that such information will prove to be accurate as actual results and future events could differ materially from those
anticipated in such statements. H appy Creek withholds any obligation to update or revise any forward-looking
information, whether as a result of new information, future events or otherwise, unless required by law.