AMK American Creek Resources Ltd

RAYMOND, AB, Sept. 28 /CNW/ -- RAYMOND, AB, Sept. 28 /CNW/ - American Creek Resources Ltd. (the "Corporation") today announced that it will be offering on a non-brokered private placement basis (the "Offering") up to 3,500,000 units ("Common Share Units") at a price of $0.07 per Common Share Unit and 3,500,000 units ("Flow-through Units") at a price of $0.08 per Flow-through Unit for gross proceeds of $525,000 if the Offering is fully subscribed. Each Common Share Unit will consist of one common share of the Corporation and one non-transferable common share purchase warrant ("CS Warrant"). Each whole CS Warrant may be exercised for one additional common share at a price of $0.15 per common share for a period of one year from the closing of the Offering, provided that the CS Warrants will expire if not exercised within 15 business days from receipt by the holder of written notice from the Corporation that the common shares have traded at $0.30 or higher for 10 consecutive trading days. Each Flow-through Unit will consist of one flow-through common share of the Corporation ("FT Share") and one non-transferable common share purchase warrants ("FT Warrant"). Each whole FT Warrant may be exercised for one additional non-flow-through common share at a price of $0.20 per common share for a period of one year from the closing of the Offering, provided that the FT Warrants will expire if not exercised within 15 business days from receipt by the holder of written notice from the Corporation that the common shares have traded at $0.30 or higher for 10 consecutive trading days. Units will be offered to qualified purchasers in reliance upon exemptions from prospectus and registration requirements of applicable securities legislation. The Offering is subject to acceptance by the TSX Venture Exchange (the "Exchange") and if permitted under applicable securities laws and by the Exchange, the Corporation will pay a cash finder's fee to dealers, limited market dealers and other arm's length third parties (a "Finder") equal to 10% of the gross proceeds realized from the sales made to purchasers referred to the Corporation by a Finder, together with a non-transferrable warrant to purchase the number of common shares equal to 10% of the gross number of shares from the sales made to purchasers referred to the Corporation by a Finder at a price per common share and on the terms identical to the price and terms of the CS Warrants or FT Warrants, as the case may be, attached to the common shares or FT Shares, as the case may be, that were sold. The Corporation has also issued to a supplier a convertible debenture in the amount of $151,279.11. In the event that the Company has not paid the outstanding principal on or before January 20, 2011, then the Corporation shall convert the entire outstanding amount of the debenture into fully-paid and non-assessable common shares of the Corporation at a deemed price of $0.10 per share. The Exchange has approved this transaction. All securities will be subject to a hold period of four months and a day from the date of issuance. Insiders of the Corporation may participate in the Offering. Proceeds from the sale of the flow-through common shares will be used to incur expenditures which qualify as Canadian Exploration Expenses and will be spent primarily on the Corporation's Ironmist Project located in British Columbia. The Corporation intends to conduct a 1,500m diamond drill program on the Iron Ridge zone. The program would consist of 7 holes within the Iron Ridge zone testing the depth and extent of the deposit. Preliminary exploration on the Ironmist (see news releases dated October 30, 2009, November 24, 2009, February 16, 2010 and March 24, 2010), which focused on the western part of a large magnetic anomaly, resulted in the discovery of multiple massive magnetite seams and pods. Follow-up ground magnetic surveys, along with soil sampling, revealed three well defined magnetic-high anomalies along with associated massive magnetite outcrops. A 670m diamond drill program was conducted on two of the magnetic anomalies, Ironmist (240x300 meters) and Iron Ridge (650x250 meters), to determine the continuity of surface mineralization at depth. All seven holes drilled intersected broad intervals of magnetite mineralization, with three of them ending in magnetite-rich mineralized zones. This program not only confirmed significant magnetite mineralization on surface and at depth, but also indicates that several additional anomalies identified on the property may also host iron mineralization thereby significantly expanding the potential size of the project. Results from assaying and Davis Tube Recovery (DTR) test work from the drill-core composites indicate that the magnetite is coarse-grained and soft. Results also indicate that silica is not bound in magnetite and that crushing produces a good liberation of silica at 106 (micro)m resulting in a high grade magnetite concentrate even in samples with disseminated magnetite. The concentrate contained elevated levels of vanadium. Additionally, the ore contains low levels of contaminates such as phosphorous, titanium and sulphur, which are further reduced in the concentration process. Concentrates from all composite samples average greater than 67% Fe (greater than 93% Magnetite). The Corporation holds a 100% interest in the Ironmist Project (subject to an NSR royalty). The project is road-accessible with major infrastructure such as highways, power and a rail line running through the property. Mr. Robert Shives, P.Geo., is the Qualified Person for the purposes of National Instrument 43-101 who has verified and approved the technical content of this news release. American Creek Resources Ltd. is a Canadian mineral exploration company focused on the acquisition, exploration and development of mineral deposits within the Province of British Columbia, Canada. Certain information contained in this news release constitutes forward-looking statements regarding the Corporation's mineral properties. Forward looking statements are frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate" or statements that certain events or conditions "may" or "will" occur. Forward-looking statements are based on the reasonable opinions and estimates of management of American Creek and are subject to a variety of risks, uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. These factors include: the inherent risks involved in the exploration and development of mineral properties, uncertainties involved in the interpretation of drill results and other geological data, fluctuating commodity prices, unforeseen permitting requirements, changes in environmental laws or regulations, the possibility of project cost overruns or unanticipated costs and expenses, weather conditions, the availability of contractors for equipment and services, the availability of future financing and general business and economic conditions. Such statements are also based on a number of assumptions which may prove to be incorrect, including assumptions about general business and economic conditions being accurate, the timing and receipt of regulatory approvals for projects and operations, the availability of financing, the ability to secure equipment and labour, and American Creek's ongoing relationship with third parties. The foregoing factors, risks and assumptions are not exhaustive. Events or circumstances could cause actual events or results to differ materially from those estimated or projected and expressed in, or implied by, these forward-looking statements. Accordingly, readers should not place undue reliance on forward-looking statements. These forward-looking statements are as of the date they are made and American Creek disclaims any obligation to update any forward-looking statements, except as required by law. 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. please contact Darren Blaney at: Phone: 403 752-4040 or Email: info@americancreek.com; Information relating to the Corporation is available on its website at www.americancreek.com

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