04:50:26 EDT Wed 16 Jul 2025
Enter Symbol
or Name
USA
CA



Happy Creek Minerals Ltd
Symbol HPY
Shares Issued 147,736,500
Close 2025-07-14 C$ 0.05
Market Cap C$ 7,386,825
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Happy Creek arranges $3.25-million private placement

2025-07-15 16:12 ET - News Release

Mr. Jason Bahnsen reports

HAPPY CREEK ANNOUNCES $3,250,000 PRIVATE PLACEMENT

Happy Creek Minerals Ltd. has arranged a non-brokered private placement to raise gross proceeds of up to $3.25-million consisting of charity flow-through units (the FT units) offered at a price of seven cents and non-flow-through units (the NFT units) offered at a price of five cents. The offering will include a lead investment by funds managed by Waratah Capital Advisors Ltd.

Happy Creek president and chief executive officer Jason Bahnsen commented: "We are delighted to announce this financing with lead participation by institutional investors, Waratah Capital. Funds raised in this offering will be used to advance the Fox tungsten project in British Columbia, one of the highest-grade undeveloped tungsten projects globally. Happy Creek intends to begin a 10,000-metre drill program this exploration season focused on expansion of the project resource base."

Each FT unit will comprise one flow-through common share (a FT share) and one-half of one common share purchase warrant and each NFT unit will comprise one common share and one-half of one common share purchase warrant. Each warrant will be exercisable at a price of seven cents into one common share for a period of 60 months from the date of issue. PowerOne Capital Markets Ltd. is a finder in connection with the offering.

The gross proceeds of the offering will be applied to the drilling, exploration and development of the company's Fox tungsten project, and at other exploration projects located within the Cariboo district of British Columbia, Canada, and for general working capital.

The FT shares will qualify as flow-through shares (within the meaning of Subsection 66(15) of the Income Tax Act (Canada)). An amount equal to the gross proceeds from the issuance of the FT shares will be used to incur eligible resource exploration expenses which will qualify as (i) Canadian exploration expenses (as defined in the tax act), and (ii) as flow-through mineral mining expenditures (as defined in Subsection 127(9) of the tax act). Qualifying expenditures in an aggregate amount not less than the gross proceeds raised from the issue of the FT shares will be incurred (or deemed to be incurred) by the company on or before Dec. 31, 2026, and will be renounced by the company to the initial purchasers of the FT shares with an effective date no later than Dec. 31, 2025.

Directors, management and insiders may subscribe for securities in the offering. The purchase of such securities shall be considered to be a related party transactions under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions due to the participation of certain directors and officers of the company, but shall be exempted from the requirements to obtain a formal valuation and to obtain minority approval, as the purchase of securities shall not exceed 25 per cent of the corporation's market capitalization. The corporation is relying on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101.

The company may pay finders' fees under the offering in accordance with applicable securities laws and the policies of the TSX Venture Exchange. The securities issued under the offering will be subject to a hold period under applicable securities laws in Canada expiring four months and one day from the closing date of the offering and is subject to certain closing conditions including, but not limited to, the receipt of all necessary approvals including the conditional approval of the TSX Venture Exchange.

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-per-cent-owned portfolio of diversified metals projects in British Columbia.

Projects include the high-grade Fox tungsten deposit, the Silverboss molybdenum-copper-gold-silver project adjacent to Glencore's closed Boss Mountain molybdenum mine, and the adjacent Hen-Art-DL gold and silver project.

On Nov. 7, 2024, Happy Creek announced the closing of the sale of the Highland Valley copper project to Metal Energy Corp. Happy Creek holds 9.9 per cent of Metal Energy issued capital and up to a 2.5-per-cent net smelter return royalty on the Highland Valley mineral claims.

Happy Creek is committed to responsible mineral resource development. The company's priority is to build and sustain mutually beneficial relationships with indigenous communities in the territories in which the company explores.

We seek Safe Harbor.

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