American Creek Resources Announces Shareholder Approval of Plan of Arrangement with Cunningham Mining and Receipt of Final Order

Rhea-AI Summary

American Creek Resources announces overwhelming shareholder approval for its plan of arrangement with Cunningham Mining. The special resolution was approved by 99.3% of shareholders and 99.28% of minority shareholders at the November 27, 2024 meeting, where 65.24% of outstanding shares were represented. The company also received final court approval from the Supreme Court of British Columbia on November 29, 2024. The arrangement, once all conditions are met, will result in Cunningham Mining acquiring all issued and outstanding common shares of American Creek.

Positive

• Overwhelming shareholder approval with 99.3% in favor
• Strong minority shareholder support with 99.28% approval
• High meeting participation with 65.24% of shares represented
• Obtained final court approval for the arrangement

Negative

• None.

Cardston, Alberta--(Newsfile Corp. - December 2, 2024) - American Creek Resources Ltd. (TSXV: AMK) (OTCQB: ACKRF) (the "Company" or "American Creek") is pleased to announce that further to its press releases of September 6, 2024, October 2, 2024 and October 31, 2024, that the special resolution ("Special Resolution") to authorize and approve the previously announced statutory plan of arrangement (the "Arrangement") involving American Creek and Cunningham Mining Ltd. (the "Purchaser") under Division 5 of Part 9 of the Business Corporations Act (British Columbia) ("BCBCA"), whereby, among other things, the Purchaser will acquire all of the issued and outstanding common shares of American Creek, was overwhelmingly approved at the annual general and special meeting of shareholders of the Company (the "Meeting") held November 27, 2024.

At the Meeting, the Special Resolution authorizing and approving the Arrangement was approved by (i) 99.3% of the shareholders of the Company present in person or represented by proxy at the Meeting, and (ii) 99.28% of the minority shareholders of the Company (being those common shares of the Company beneficially owned or controlled by shareholders other than Darren Blaney, his related parties and joint actors, whose votes were required to be excluded from the minority vote in accordance with Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions) present in person or represented by proxy at the Meeting. 292,984,192 shares, being approximate 65.24% of the issued and outstanding shares of American Creek, were represented at the Meeting.

At the Meeting, all other resolutions presented to the shareholders were also approved, including re-appointing Dale Matheson Carr-Hilton Labonte LLP as auditor of the Company, setting the number of directors at four, re-electing Darren Blaney, Rob Edwards, Dennis Edwards and Tobin Wood as directors of the Company, and approving the continued use of the Company's stock option plan.

In addition, on November 29, 2024, the Company obtained the final order from the Supreme Court of British Columbia approving the Arrangement under Division 5 of Part 9 of the BCBCA.

Completion of the Arrangement remains subject to, among other things, satisfaction of all conditions precedent to closing the Arrangement. A closing date for this transaction will be determined once all conditions to the closing of the Arrangement are satisfied or waived.

About American Creek and the Treaty Creek Project

American Creek is a proud partner in the Treaty Creek Project, a joint venture with Tudor Gold Corp. located in BC's prolific "Golden Triangle".

American Creek holds a fully carried 20% interest in the Treaty Creek Project until a production notice is given, meaning that no exploration or development costs are incurred by American Creek until such time as a production notice has been issued. American Creek shareholders have a unique opportunity to avoid the dilutive effects of exploration while maintaining their full 20% exposure to one of the world's most exciting mega deposits.

The Company also holds the Austruck-Bonanza gold property located near Kamloops, BC.

ON BEHALF OF AMERICAN CREEK RESOURCES LTD.

"Darren Blaney"
Darren Blaney, President & CEO

For further information please contact Kelvin Burton at:

Phone: (403) 752-4040 or Email: info@americancreek.com.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Statement Regarding Forward-Looking Statements

This news release may contain forward-looking statements (within the meaning of applicable securities laws) which reflect American Creek's current expectations regarding future events. Forward-looking statements are identified by words such as "believe", "anticipate", "project", "expect", "intend", "plan", "will", "may", "estimate" and other similar expressions. The forward-looking statements in this news release include statements with respect to the completion of the Arrangement and the timing therefore. The forward-looking statements in this news release are based on a number of key expectations and assumptions made by American Creek as of the date hereof, including that all conditions to the completion of the Arrangement will be satisfied or waived. Although the forward-looking statements contained in this news release are based on what American Creek's management believes to be reasonable assumptions, American Creek cannot assure investors that actual results will be consistent with such statements.

The forward-looking statements in this news release are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. Several factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including those identified in American Creek's most recent Management's Discussion and Analysis, which is available on SEDAR+ at www.sedarplus.ca and, in respect of the Arrangement, those factors set out under the heading "Risk Factors" in the Company's management information circular dated October 23, 2024, which is available on SEDAR+ at www.sedarplus.ca. Readers, therefore, should not place undue reliance on any such forward-looking statements. These forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, American Creek assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/232112

FAQ

What percentage of American Creek Resources (ACKRF) shareholders approved the Cunningham Mining arrangement?

99.3% of shareholders and 99.28% of minority shareholders approved the arrangement at the November 27, 2024 meeting.

When did American Creek Resources (ACKRF) receive court approval for the Cunningham Mining arrangement?

American Creek Resources received final approval from the Supreme Court of British Columbia on November 29, 2024.

What is the status of American Creek Resources (ACKRF) arrangement with Cunningham Mining?

The arrangement has received shareholder approval and court order, but completion remains subject to satisfaction of all closing conditions.