Happy Creek Upsizes Previously Announced Private Placement to $3,750,000

(TheNewswire)

Vancouver, British Columbia –TheNewswire - July 16, 2025 – HAPPY CREEK MINERALSLtd (TSX-V: HPY, OTC: HPYCF, FSE: 1HC) (“Happy Creek” or the“Company”), ispleased to announce that, as a result of demand, it has increased thesize of its previously announced non-brokered private placement toraise gross proceeds of up to C$3,750,000 consisting of charityflow-through units (the "FT Units") offered at a price ofC$0.07 and non-flow through units (the "NFT Units") offeredat a price of C$0.05 as described in the Company’s July 15, pressrelease (the “Offering”). The Offering will include a leadinvestment by funds managed by Waratah Capital Advisors Ltd.

Each FT Unit will be comprised of one flow-through common share (a"FT Share") and one half of one common share purchasewarrant (each whole warrant, a "Warrant") and each NFT Unitwill be comprised of one common share (a "Share") and onehalf of one common share purchase warrant. Each Warrant will beexercisable at a price of C$0.07 into one common share for a period of60 months from the date of issue. PowerOne Capital Markets Limited isa 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 andat other exploration projects located within the Cariboo district ofBritish Columbia, Canada and for general working capital.

The FT Shares will qualify as "flow-through shares" (withinthe meaning of subsection 66(15) of the Income Tax Act (Canada) (the"Tax Act")). An amount equal to the gross proceeds from theissuance of the FT Shares will be used to incur eligible resourceexploration expenses which will qualify as (i) "Canadianexploration expenses" (as defined in the Tax Act), and (ii) as"flow-through mineral mining expenditures" (as defined insubsection 127(9) of the Tax Act) (collectively, the "QualifyingExpenditures"). Qualifying Expenditures in an aggregate amountnot less than the gross proceeds raised from the issue of the FTShares will be incurred (or deemed to be incurred) by the Company onor before December 31, 2026 and will be renounced by the Company tothe initial purchasers of the FT Shares with an effective date nolater than December 31, 2025.

Directors, management and insiders may subscribe forsecurities in the Offering.  The purchase of such securities shall beconsidered to be a related-party transactions under MultilateralInstrument 61-101 – Protection of Minority Security Holders inSpecial Transactions (“MI 61-101”) due to the participation ofcertain directors and officers of the Company, but shall be exemptedfrom the requirements to obtain a formal valuation and to obtainminority approval, as the purchase of securities shall not exceed 25%of the Corporation’s market capitalization.  The Corporation isrelying on exemptions from the formal valuation and minorityshareholder approval requirements provided under sections 5.5(a) and5.7(1)(a) of MI 61-101.

The Company may pay finders' fees under the Offering in accordancewith applicable securities laws and the policies of the TSX VentureExchange. The securities issued under the Offering will be subject toa hold period under applicable securities laws in Canada expiring fourmonths and one day from the closing date of the Offering and issubject to certain closing conditions including, but not limited to,the receipt of all necessary approvals including the conditionalapproval of the TSX Venture Exchange.

This news release does not constitute an offer to sell or asolicitation of an offer to buy any of the securities in the UnitedStates. The securities have not been and will not be registered underthe United States Securities Act of 1933, as amended (the "U.S.Securities Act") or any state securities laws and may not beoffered or sold within the United States or to U.S. Persons unlessregistered under the U.S. Securities Act and applicable statesecurities laws or an exemption from such registration is available.

On behalf of the Board of Directors,

“Jason Bahnsen”

President and Chief Executive Officer

FOR FURTHER INFORMATION, PLEASECONTACT:

Jason Bahnsen

Email: info@happycreekminerals.com

About Happy Creek MineralsLtd.

Happy Creek is focused on making new discoveries and buildingresources in proximity to infrastructure on the Company’s100-percent-owned portfolio of diversified metals projects in BritishColumbia.

Projects include the high-grade Fox Tungsten deposit, the Silverbossmolybdenum-copper-gold-silver project adjacent to Glencore’s closedBoss Mountain molybdenum mine and the adjacent Hen-Art-DL gold andsilver project.

On November 7, 2024, Happy Creek announced the closing of the sale ofthe Highland Valley Copper Project to Metal Energy Corp. (TSX:V MERG)(“Metal Energy”). Happy Creek holds 9.9% of Metal Energy issuedcapital and up to a 2.5% Net Smelter Return royalty on the HighlandValley mineral claims.

Happy Creek is committed to responsible mineral resource development.The Company’s priority is to build and sustain mutually beneficialrelationships with Indigenous Communities in the territories in whichthe Company explores.

Additional information relating to Happy Creek Minerals Ltd. may beobtained or viewed on the SEDAR+ website at www.sedarplus.ca or on the Company’swebsite at www.happycreekminerals.com.  

 Forward Looking Statement

Neither the TSX Venture Exchange nor its RegulationServices Provider (as that term is defined in the policies of the TSXVenture Exchange) accepts responsibility for the adequacy or accuracyof this release.

This press release contains "forward-lookinginformation" within the meaning of applicable securities laws,including statements that address capital costs, recovery, grade, andtiming of work or plans at the Company’s mineral projectsand statements relating tothe use of proceeds and completion of the Offering. Forward-looking information may be, but not always,identified by the use of words such as "seek","anticipate", “foresee”, "plan","planned", "continue", "expect",“thought to”, "project", "predict","potential", "targeting", "intends","believe", “opportunity”, “further” and others, orwhich describes a goal or action, event or result such as"may", "should", "could","would", "might" or "will" beundertaken, occur or achieved. Statements also include those thataddress future mineral production, reserve potential, potential sizeor scale of a mineralized zone, potential expansion of mineralization,potential type(s) of mining, potential grades as well as to HappyCreek’s ability to fund ongoing expenditure, or assumptions aboutfuture metal or mineral prices, currency exchange rates, metallurgicalrecoveries and grades, favourable operating conditions, access,political stability, obtaining or renewal of existing or requiredmineral titles, licenses and permits, labour stability, marketconditions, availability of equipment, accuracy of any mineralresources, anticipated costs and expenditures.Assumptions may be based on factors and events that are not within thecontrol of Happy Creek and there is no assurance they will prove to becorrect. Such forward-looking information involves known and unknownrisks, which may cause the actual results to materially differ, and/orany future results expressed or implied by such forward-lookinginformation. Additional information on risks and uncertainties can befound within Financial Statements and other materials found on theCompany’s SEDAR+ profile at www.sedarplus.ca. AlthoughHappy Creek has attempted to identify important factors that couldcause actual actions, events or results to differ materially fromthose described in forward-looking information, there can be noassurance that such information will prove to be accurate as actualresults and future events could differ materially from thoseanticipated in such statements. Happy Creek withholds any obligationto update or revise any forward-looking information, whether as aresult of new information, future events or otherwise, unless requiredby law.

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