The Board of American Creek Resources Ltd. (TSXV:AMK) announced the spin off of Stinger Resources Inc. on October 5, 2020. The spinout to its shareholders will be by way of a share capital reorganization effected through a statutory plan of arrangement. Under the Arrangement, American Creek will transfer certain assets to a wholly-owned subsidiary, Stinger Resources Inc. (“Stinger”), in consideration for 45 million Stinger common shares. The Stinger shares will then be distributed to American Creek's shareholders pro rata their interest in American Creek. Under the Arrangement, American Creek Resources Ltd.'s current shareholders will receive Stinger common shares by way of a share exchange, pursuant to which each existing common share of American Creek will be exchanged for one new American Creek common share and 0.11973 of a Stinger share. Holders of American Creek options and warrants will also be entitled to receive one New American Creek Share and 0.11973 of a Stinger share on exercise of each option and warrant. On completion of the Arrangement, American Creek shareholders, option holders and warrant holders will maintain their interest in American Creek and will acquire a proportionate interest in Stinger. Upon completion of the Arrangement, American Creek's shareholders will own shares in two public companies. If outstanding common shares of American Creek changes prior to completion of the Arrangement, which may occur if outstanding warrants or options are exercised, then the fraction 0.11973 will adjusted so that it is the fraction calculated by dividing 45 million by the number of outstanding American Creek shares immediately prior to the effective time of the Arrangement. The record of transaction February 24, 2021.

Upon completion of the Arrangement, it is intended that Darren Blaney will be the Chief Executive Officer and President of Stinger and Robert Edwards will be Stinger's Chief Financial Officer. Upon completion of the Arrangement, it is expected that Stinger's Board will be comprised of Darren Blaney, Robert Edwards, Dennis Edwards and Sean Pownall. Changes and additions to the management team and Board may be made thereafter, as needed, as the company moves forward with its exploration projects.

The spinout transaction will be effected pursuant to the arrangement provisions of the Business Corporations Act (British Columbia) and must be approved by the Supreme Court of British Columbia and by the affirmative vote of two-thirds (2/3) of American Creek's shareholders in attendance at a shareholders' meeting to be held on December 3, 2020. Completion of the Arrangement is subject to TSXV approval for the Arrangement and TSXV approval for the listing of the Stinger shares upon completion of the Arrangement. The board of directors of American Creek unanimously approved the spinout. The transaction was approved by the shareholders of American Creek Resources Ltd., on December 3, 2020. As of December 3, 2020, completion of the arrangement remains subject to final Court approval and the approval of the TSX Venture Exchange. The Arrangement is expected to close the end of December 2020 or early January 2021. The transaction is expected to be in the first week of March, 2021. As per announcement made on February 16, 2021, the transaction is expected to close on February 25, 2021.

American Creek Resources Ltd. (TSXV:AMK) completed the spin-off of Stinger Resources Inc. on February 25, 2021.