Tudor Gold set to acquire American Creek, increasing stake in Treaty Creek Project

Investing.com -- Tudor Gold Corp . (TSXV:TUD) and American Creek Resources Ltd . (TSXV:AMK) (OTCQB:ACKRF) have announced a binding letter of intent (LOI) on June 6, 2025, outlining Tudor’s plan to acquire all issued and outstanding shares of American Creek. This acquisition will increase Tudor’s interest in the Treaty Creek Project, a gold-copper deposit in northwest British Columbia, from 60% to 80%.

Presently, American Creek holds a 20% interest in the Treaty Creek Project, which hosts the Goldstorm Deposit and several other mineralized zones. Upon completion of the transaction, American Creek shareholders will receive 0.238 shares in Tudor for each American Creek share, implying premiums of 40% and 37% based on the spot and 5-day VWAP of both companies as of market close on June 6, 2025. Post-transaction, existing American Creek shareholders will own about 30% of the combined company.

The LOI mandates the parties to enter into a definitive arrangement agreement that will detail the final terms and conditions of the transaction. A subsequent news release will be issued by Tudor and American Creek once the arrangement agreement is executed, providing further details.

Joe Ovsenek, President and CEO of Tudor Gold, stated, "Our acquisition of American Creek cements our interest in the Treaty Creek Project, which hosts one of the largest gold discoveries in Canada with excellent potential for expansion and additional gold-copper discoveries, at a reasonable per ounce of gold equivalent cost."

Darren Blaney, President and CEO of American Creek, expressed his pleasure at entering into the LOI with Tudor, highlighting the significant advantages for American Creek shareholders, including a 40% premium to the present market price of their shares and the potential for future upside as the Treaty Creek project advances.

The transaction is expected to be completed by a court-approved plan of arrangement under the Business Corporations Act (British Columbia). The combined company is projected to have 374,908,178 shares issued and outstanding post-transaction. Tudor has agreed to settle up to $1,220,773 in severance payments in Tudor Shares at a per share price of $0.537, subject to approval of the TSX Venture Exchange.

The transaction requires approval from two-thirds of the votes cast by shareholders of American Creek, and possibly a simple majority of the votes cast by minority American Creek shareholders, at a special meeting expected in the third quarter of 2025. The transaction is also subject to customary closing conditions and receipt of necessary court and regulatory approvals. The transaction is expected to close by no later than 5:00 p.m. on September 30, 2025.

Prior to the arrangement agreement, all directors and officers of American Creek will enter into customary support and voting agreements. The arrangement agreement will include provisions such as conditions to closing the transaction, and representations and warranties and covenants customary for arrangement agreements. Further details will be included in the arrangement agreement and in an information circular to be mailed to American Creek shareholders.

Before the arrangement agreement, the board of directors of American Creek will engage a financial advisor to provide an opinion stating that the consideration offered pursuant to the LOI and Arrangement Agreement is fair, from a financial point of view to the holders of American Creek Shares. INFOR Financial Inc. is acting as financial advisor to American Creek.

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