Metals Creek Resources Corp.
TSX VENTURE : MEK

Metals Creek Resources Corp.

August 13, 2015 08:00 ET

Metals Creek Resources Corp. Announces Private Placement of Flow-Through and Non Flow-Through Units

TORONTO, ONTARIO--(Marketwired - Aug. 13, 2015) - Metals Creek Resources Corp. ("Metals Creek" or the "Company") (TSX VENTURE:MEK) announces that it intends to complete a private placement of flow-through and non flow-through units (the "Private Placement").

The Company intends to issue up to 2,000,000 flow-through units at a price of $0.10 per unit (the "FT Units") for aggregate proceeds of up to $200,000. Each FT Unit will consist of one flow-through common share (the "FT Shares") and one-half of one non flow-through common share purchase warrant (the "FT Warrants"). Each whole FT Warrant will entitle the holder to purchase one additional non flow-through common share of the Company at an exercise price of $0.15 per common share for a period of 24 months from the date of issue. The FT Shares will entitle the holder to receive the tax benefits applicable to flow-through shares, in accordance with provisions of the Income Tax Act (Canada).

The Company also intends to issue up to 1,250,000 non flow-through units at a price of $0.08 per unit (the "NFT Units") for aggregate proceeds of up to $100,000. Each NFT Unit will consist of one non flow-through common share and one non flow-through common share purchase warrant (the "FT Warrants"). Each FT Warrant will entitle the holder to purchase one additional non flow-through common share of the Company at an exercise price of $0.15 per common share for a period of 24 months from the date of issue.

The Company may pay cash finders' fees equal to 8% of the gross proceeds raised in the Private Placement to qualified registrants. As additional consideration, qualified registrants may be issued compensation warrants (the "Finder Warrants") exercisable for that number of common shares of the Company equal in number to 8% of the number of FT Units and NFT Units sold under the Private Placement. The Finder Warrants will be exercisable at a price of $0.15 per common share for a period of 24 months from the date of issuance.

All securities issued pursuant to the Private Placement will be subject to a four-month hold period. The Private Placement is subject to approval by the TSX Venture Exchange.

The proceeds raised from the FT Units will be used to further exploration work on the Ogden Gold Project in Timmins, Ontario, and other Canadian Exploration Expenses (within the meaning of the Income Tax Act (Canada)), with the Company using its best efforts to ensure that such Canadian Exploration Expenses qualify as a "flow-through mining expenditure" for purposes of the Income Tax Act (Canada), related to the exploration of the Company's exploration projects.

About Metals Creek Resources Corp.

Metals Creek Resources Corp. is a junior exploration company incorporated under the laws of the Province of Ontario, is a reporting issuer in Alberta, British Columbia and Ontario, and has its common shares listed for trading on the Exchange under the symbol "MEK". Metals Creek has earned a 50% interest in the Ogden Gold Property, including the former Naybob Gold mine, located 6 km south of Timmins, Ontario, and has a 8 km strike length of the prolific Porcupine-Destor Fault (P-DF) that stretches between Timmins, Ontario, and Val d'Or, Quebec. The Company has also recently entered into a JV with Benton Resources on Metals Creeks Staghorn Gold Project in Newfoundland. Metals Creek has also recently made a new gold/silver discovery in the "White Gold District" on the Squid East project in the Yukon and is also engaged in the identification, acquisition, exploration and development of other mineral resource properties, and presently has mining interests in Ontario, Yukon and Newfoundland and Labrador. Additional information concerning the Corporation is contained in documents filed by the Corporation with securities regulators, available under its profile at www.sedar.com.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, such as costs of sales, general economic conditions, the success of marketing and competition from competing suppliers and businesses. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this press release. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

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.

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