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American Creek Resources Ltd. (TSXV: AMK) (OTCQB: ACKRF) (the "Company" or "American Creek") is pleased to announce that further to its press releases of June 26, 2025, August 5, 2025, and September 2, 2025, that the previously announced statutory plan of arrangement (the "Arrangement") involving American Creek and Tudor Gold Corp. ("Tudor") under Division 5 of Part 9 of the Business Corporations Act (British Columbia) ("BCBCA") has closed effective at 12:01 a.m. (Vancouver time) on September 4, 2025.
Pursuant to the Arrangement, Tudor has acquired all of the issued and outstanding common shares of American Creek, which is now a wholly-owned subsidiary of Tudor. Each American Creek shareholder received 0.238 of a common share of Tudor for each American Creek share held (the "Exchange Ratio"). Each AMK option was replaced with replacement options pursuant to the Arrangement Agreement, exercisable for Tudor Shares at the Exchange Ratio. All other terms and conditions of the replacement options, including the term of expiry, vesting, conditions to and manner of exercising, are the same as the AMK options for which they were exchanged. Warrants to purchase common shares of AMK, will continue to remain outstanding as warrants of AMK which, upon exercise, will entitle the holder thereof to receive the Tudor Shares at the Exchange Ratio in lieu of a common share of AMK for each warrants so exercised.
The AMK shares are expected to be delisted from the TSX Venture Exchange and the OTCQB at the close of trading on September 5, 2025, and the Company intends to submit an application to the applicable securities regulators to cease to be a reporting issuer and to terminate its public reporting obligations.
Further information regarding the Transaction is contained in the management information circular of American Creek dated July 25, 2025, which is available under American Creek's issuer profile on SEDAR+ (www.sedarplus.com).
About American Creek and the Tudor Gold
Following completion of the Arrangement, American Creek is a wholly-owned subsidiary of Tudor.
Tudor Gold Corp. is a precious and base metals exploration and development company with claims in British Columbia's Golden Triangle (Canada), an area that hosts producing and past-producing mines and several large deposits that are approaching potential development. The 17,913 hectare Treaty Creek project (in which Tudor Gold has a 60% interest) borders Seabridge Gold Inc.'s KSM property to the southwest and borders Newmont Corporation's Brucejack property to the southeast.
For further information, please visit the Tudor's website at www.tudor-gold.com or contact:
| Joseph Ovsenek President & CEO (778) 731-1055 Tudor Gold Corp. Suite 789, 999 West Hastings Street Vancouver, BC V6C 2W2 info@tudorgoldcorp.com (SEDAR+ filings:Tudor Gold Corp.) | Chris Curran Vice President of Investor Relations and Corporate Development (604) 559 8092 chris.curran@tudor-gold.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 contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities legislation. The forward-looking statements herein are made as of the date of this news release only, and the Company does not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budgets", "scheduled", "estimates", "forecasts", "predicts", "projects", "intends", "targets", "aims", "anticipates" or "believes" or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. These forward-looking statements include, among other things, statements relating to the anticipated timing for delisting of the Company's shares from the TSX Venture Exchange and the OTCQB and submission of an application by the Company to cease to be a reporting issuer.
Such forward-looking statements are based on a number of assumptions of management, including, without limitation, the anticipated timing of the delisting of the Company's shares from the TSX Venture Exchange and the OTCQB and potential future revenue and cost synergies resulting from the Transaction.
These forward-looking statements are not guarantees of future results and involve risks and uncertainties that may cause actual results to differ materially from the potential results discussed in the forward-looking statements. Risks and uncertainties that may cause such differences include but are not limited to: that the delisting of the Company's shares from the TSX Venture Exchange and the OTCQB and submission of an application by the Company to cease to be a reporting issuer will not be completed on the timeline or as anticipated by management or at all.
The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise except as otherwise required by applicable securities legislation.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/265170
