Athena Gold Company (CSE:ATHA)(OTCQB:AHNR) (“Athena Gold” or the “Firm”) is happy to announce that, additional to its press launch of September 11, 2024, the Firm has executed a definitive settlement (the “Definitive Settlement”) dated September 30, 2024 with Libra Lithium Corp. (“Libra”), a privately-held firm, to amass as much as a 100% proper, title and curiosity within the Laird Lake and Oneman Lake gold initiatives in Ontario (collectively known as the “Properties”) (the “Acquisition”).
Upon ultimate regulatory approvals, members of Libra’s board and administration groups are anticipated to affix Athena Gold. David Goodman, LLB, CFA, will be part of the Board of Administrators as Chairman and Koby Kushner, P.Eng., CFA, will tackle the function of President, CEO, and Director. John Energy, present President of Athena Gold, is predicted to stay as Secretary and Director. Ty Minnick will stay as Chief Monetary Officer. The Board of Administrators will encompass Athena’s present Board of Administrators which incorporates John Energy, Brian Energy and John Hiner and be expanded to 5 members with David Goodman and Koby Kushner. Members from Libra’s technical staff, Benjamin Kuzmich, MSc, P.Geo, and Andrew Jedemann, MSc, P.Geo, are anticipated to affix Athena Gold as Vice President, Exploration, and Exploration Supervisor, respectively.
“Our staff has spent the previous few months compiling all historic knowledge throughout Athena’s portfolio in Nevada. As we dig deeper into the information at Excelsior Springs, we will not assist however turn out to be extra excited,” mentioned incoming CEO, Koby Kushner. “I consider Athena has a number of the finest drill intercepts from a junior mining firm in Nevada, and that our staff is effectively geared up to re-envision what was traditionally a high-grade, underground brownfields web site, right into a large-scale, high-margin, open pit gold goal. In the meantime, our staff continues to place boots on the bottom in Ontario, the place we’ve got samples pending from our latest reconnaissance program at Laird Lake.”
“Constructing upon our latest developments at Excelsior Springs, I look ahead to collaborating with Koby and his devoted technical staff with our collective objective to proceed constructing shareholder worth. Whereas Excelsior Springs stays our flagship undertaking, I’m eager to diversify our portfolio with the addition of Laird Lake and Oneman Lake initiatives in Ontario,” mentioned John Energy, President & CEO. “I’m notably enthusiastic about Laird, which covers an underexplored portion of the Pink Lake Mining Camp and is proximal to Nice Bear and Madsen mines beneath improvement. I might additionally like to increase a heat welcome to Libra as a shareholder in Athena.”
Highlights:
- Athena is to amass Libra’s Laird Lake and Oneman Lake initiatives in Ontario via the issuance of widespread shares to Libra, such that Libra will personal 43,865,217 shares in Athena upon completion of the deliberate amalgamation.
- Laird Lake (4,158 ha) is positioned in Ontario’s Pink Lake Gold Camp, which has produced over 29 million ounces of goldi from a number of the highest-grade gold mines globally and is definitely accessible by way of highway.
- Laird Lake is hosted in an identical structural setting as Kinross Gold’s multimillion-ounce Nice Bear undertaking, and West Pink Lake Gold’s close by Madsen mine, solely 11 kilometres away. Kinross not too long ago introduced outcomes of a preliminary financial evaluation for the Nice Bear undertaking, that outlined a large-scale, high-margin, gold producer, able to producing over 500,000 oz at an all-in sustaining price of roughly US$800/oz over the primary 8 years, with a US$1.9 billion NPV5% and 24.3% IRR after-tax, primarily based on gold costs of US$1,900/ozi. In the meantime, West Pink Lake Gold not too long ago reaffirmed its goal of restarting manufacturing at Madsen in 2025ii.
- The undertaking covers roughly a 10-kilometre strike extent of the Balmer-Confederation Assemblage contact, the identical contact that hosts the vast majority of gold deposits within the Pink Lake Gold Camp. In line with a latest Grasp of Science thesis, “the Laird Lake property seemingly represents the continuation of the identical mineralized construction discovered at each the Madsen and Starrat-Olsen mines and was later displaced so far as 10 km west by the dextral Laird Lake fault post-2704 Ma.iii”
- Regardless of being straight alongside development of the close by Madsen Mine and having seen gold showings on floor, Laird Lake stays largely untested, with solely restricted historic exploration work accomplished up to now.
- There will be no assurance that precise outcomes on adjoining properties is any indication of future exploration success at Laird Lake.
- Oneman Lake (578 ha) is positioned within the Kenora Mining District, inside the Separation Rapids Greenstone Belt, and incorporates a breccia zone as much as 100m large with key indicator sulfide minerals.
Deliberate Board and Administration Additions:
- David Goodman, Libra’s co-founder and largest particular person shareholder, is predicted to affix Athena’s Board of Administrators as Chairman.
- Koby Kushner, Libra’s co-founder and CEO, is predicted to affix Athena’s Board of Administrators and tackle the function of President and CEO of the Firm.
- Members from Libra’s technical staff, Benjamin Kuzmich and Andrew Jedemann, are anticipated to affix Athena as Vice President, Exploration, and Exploration Supervisor, respectively.
Koby Kushner, P.Eng., CFA, is the Chief Govt Officer and a director of Libra. He has spent most of his profession as a mining engineer and extra not too long ago, an fairness analysis analyst. Previous to getting into finance, Mr. Kushner labored at a number of mines in Ontario and Manitoba, together with Hemlo (Barrick Gold), Detour, Rice Lake, and others. Throughout this time, Mr. Kushner has seen initiatives advance via all phases of improvement, together with exploration, manufacturing, and closure. He then moved into fairness analysis at Pink Cloud Securities, a mining-only funding financial institution, the place he wrote on over 100 firms throughout numerous phases of improvement and a variety of commodities, with a selected concentrate on valuable and vitality metals. He holds a BSc in Mining Engineering from Queen’s College, is a licensed Skilled Engineer within the province of Ontario and is a CFA charterholder.
David Goodman, LLB, CFA, is the Chairman of Libra. Mr. Goodman left an early profession as a litigator in 1994 to turn out to be a Accomplice, Vice President and Portfolio Supervisor on the funding administration agency behind Dynamic Funds. He grew to become President and Chief Govt Officer of Dynamic Funds in 2001 and of DundeeWealth, Dynamic’s public firm mother or father, in 2007. Beneath Mr. Goodman’s management, the agency grew to become considered one of Canada’s finest performing and quickest rising funding managers, was acknowledged as Fund Firm of the Yr seven occasions on the Canadian Funding Awards whereas rising belongings beneath administration from $5 billion to roughly $50 billion, till its final sale in 2011 to a Canadian financial institution. Prior to now Mr. Goodman was a member of the boards of DundeeWealth, Repadre Capital Company, Dundee Company, SickKids Basis and a trustee of the Dundee REIT. Mr. Goodman was beforehand the top of International Asset Administration for a significant Canadian financial institution and CEO of Dundee Company. Along with his enterprise pursuits, Mr. Goodman is the founder and CEO of Humour Me, an annual occasion whereby high-profile executives compete in stand-up comedy and has raised over $20 million up to now for worthy causes.
Benjamin Kuzmich, MSc., P.Geo, is the Vice President, Exploration of Libra. He’s an expert geologist with a confirmed monitor document of exploration success in Canada all through Ontario, Manitoba, and the Yukon. His accomplishments embody the delineation of the E-Zone at Barrick’s Hemlo gold mine, the place he managed a $20M drill program, and the place his reinterpretation of geologic fashions resulted in a 23% enchancment in underground head grade for 2019. Exterior of Hemlo, he led the invention of the Little Wing gold prevalence at Alamos’s Lynn Lake undertaking in addition to quite a few REE/LCT pegmatite, valuable, and base metallic occurrences all through the Superior Province. He accomplished his MSc thesis at Lakehead College on the extremely endowed, important mineral-rich Ring of Hearth in northern Ontario, and his undergraduate thesis on S-type granitic intrusions.
Andrew Jedemann, MSc., P.Geo, is the Exploration Supervisor of Libra. He’s an skilled skilled geologist with a powerful technical background who has been exploring for numerous commodities in northwestern Ontario over the previous 8 years. Andrew has spent most of his profession engaged on a number of early- to advanced-stage Au, Li, and Ni-Cu-PGE initiatives round Northwestern Ontario, most notably of which included designing, implementing, and managing >20,000m of drilling on the Barrick – Hemlo gold mine. Moreover, Andrew has labored within the prolific Ring of Hearth the place he assisted in producing new base and valuable metallic targets in addition to straight overseeing subject exploration work. Andrew accomplished his MSc Geology diploma from Lakehead College in partnership with the College of Tasmania (CODES) on characterizing an early-stage porphyry and epithermal prospect on Vancouver Island.
Phrases of the Definitive Settlement:
Pursuant to the Definitive Settlement, Athena Gold will purchase as much as a 100% curiosity within the Properties, consisting of 218 mining claims overlaying roughly 4,736 hectares. The Properties are comprised of two initiatives: one generally known as the Oneman Lake Venture positioned close to Kenora, Ontario and the opposite generally known as the Laird Lake Venture in Pink Lake, Ontario. Pursuant to an possibility settlement dated August 19, 2024, with Bounty Gold Corp. (“Bounty Gold”), Libra has earned 100% possession of the Oneman Lake Venture and has the unique possibility to amass the Laird Lake Venture (the “Possibility”) topic to sure phrases and circumstances. Bounty Gold has consented to the switch of the Properties to Athena Gold.
All events to this transaction are arm’s size.
As consideration of the Properties, Athena Gold has agreed to problem 43,865,217 widespread shares within the capital of Athena Gold’s wholly owned subsidiary, Nova Athena Gold Corp. to Libra, at a deemed worth of CDN $0.05 per share.
Athena Gold will assume all obligations of the Choice to Bounty Gold to amass the Laird Lake Venture by incurring the next money funds and share issuances over the course of 5 years (which can be accelerated at Athena Gold’s possibility):
- fee of CDN $50,000 in money on or earlier than August 19, 2025, of which as much as 50% of such fee could also be made within the type of widespread shares within the capital of Athena Gold;
- fee of CDN $50,000 in money on or earlier than August 19. 2026, of which as much as 50% of such fee could also be made within the type of widespread shares within the capital of Athena Gold;
- fee of CDN $50,000 in money on or earlier than August 19, 2027, of which as much as 50% of such fee could also be made within the type of widespread shares within the capital of Athena Gold;
- fee of CDN $50,000 in money on or earlier than August 19, 2028, of which as much as 50% of such fee could also be made within the type of widespread shares within the capital of Athena Gold; and
- fee of CDN $1,000,000 in money on or earlier than August 19, 2029, or alternatively
- fee of 75% in money and the issuance of widespread shares within the capital of Athena Gold equal to 25% of the fee, for a complete fee of CDN $1,250,000;
- fee of fifty% in money and the issuance of widespread shares within the capital of Athena Gold equal to 50% of the fee, for a complete fee of CDN $1,500,000; or
- fee of 25% in money and the issuance of widespread shares within the capital of Athena Gold equal to 75% of the fee, for a complete fee of CDN $1,750,000.
Within the occasion that Athena Gold pays any of the funds to Bounty Gold within the type of each money and customary shares, the worth per share will likely be decided with the variety of shares being primarily based on a per share deemed problem worth equal to the 30-day VWAP of the shares for the interval of any twenty (20) consecutive buying and selling days on the Canadian Securities Trade ending on the date that’s three enterprise days previous to the date of issuance of the extra widespread shares.
Upon completion of the above obligations by Athena Gold, Bounty Gold will retain a 2% NSR on the Properties, of which 1% could also be bought by Athena Gold for CDN $1,000,000 at any time.
Athena Gold has agreed to pay a finder’s price to Castlewood Capital Corp. in reference to the Acquisition, via the issuance of 1,737,236 widespread shares within the capital of Nova Athena Gold Corp. The finder’s price will likely be payable upon completion of the proposed Amalgamation of Athena Gold.
All widespread shares issued pursuant to the Acquisition will likely be topic to a maintain interval expiring 4 months and in the future from the date of issuance in Canada. Any shares issued by Athena Gold previous to the proposed Amalgamation will likely be topic to relevant United States maintain intervals.
Not one of the foregoing shares have been and won’t be registered beneath the USA Securities Act of 1933, as amended (the “1933 Act”) or any relevant state securities legal guidelines and might not be provided or bought in the USA or to, or for the account or good thing about, U.S. individuals (as outlined in Regulation S beneath the 1933 Act) or individuals in the USA absent registration or an relevant exemption from such registration necessities. This press launch doesn’t represent a suggestion to promote or the solicitation of a suggestion to purchase nor will there be any sale of the foregoing securities in any jurisdiction through which such supply, solicitation or sale could be illegal.
On account of the Acquisition, Libra will beneficially personal roughly 19.9% of the issued and excellent shares of Nova Athena.
The Acquisition is topic to receipt of all mandatory regulatory and company approvals, together with the approval of the Canadian Securities Trade.
Proposed Amalgamation and Redomicile to Canada
Inside thirty days following the execution and supply of the Definitive Settlement, Athena Gold and Nova Athena will enter into and execute a Plan of Merger and Amalgamation (the “Merger Settlement”) pursuant to which, topic to acquiring the mandatory consents and regulatory approvals and compliance with all relevant authorized necessities, Athena Gold will full the merger and amalgamation with and into Nova Athena and redomicile to British Columbia, Canada (the “Amalgamation” or “Merger”). On account of the Amalgamation, Nova Athena shall be the surviving entity. Within the Amalgamation, every stockholder of Athena Gold will obtain one widespread share within the capital of Nova Athena for every widespread share of Athena Gold. The present shares of Nova Athena held by Athena Gold previous to the Amalgamation will likely be gifted again and cancelled. Following completion of the Merger, Libra won’t personal greater than 19.9% of the issued share capital on account of the cancellation. The Firm will proceed to take care of its inventory itemizing on the OTCQB and anticipates a seamless continuation of its inventory buying and selling in each US and Canadian marketplaces. The Firm expects that the Amalgamation will turn out to be efficient within the early a part of 2025.
Athena Gold will maintain a shareholder assembly to approve the proposed Amalgamation to be known as as quickly as potential. Along with the proposed Amalgamation, shareholders will likely be requested to approve a rise in Athena Gold’s licensed capital to a vast variety of widespread shares, a change of identify (if required) and the delisting of Athena Gold’s widespread shares from the Securities and Trade Fee. Full particulars of the proposed merger and redomicile, together with the related advantages and dangers, will likely be offered within the registration assertion on Type S-4 to be filed with the Securities and Trade Fee by Athena Gold.
About Athena Gold Company
Athena Gold is engaged within the enterprise of mineral exploration and the acquisition of mineral property belongings. Its goal is to find and develop financial valuable and base metallic properties of advantage and to conduct further exploration drilling and research on the Venture.
About Our Flagship Excelsior Springs Venture
The Excelsior Springs Venture (the “Venture”) lies inside the prolific Walker Lane tectonic development, a big area of northwest-trending, strike-slip fault zones that host a major variety of valuable metallic deposits having very sturdy structural management for mineralization. The Walker Lane development is experiencing a significant resurgence of intense and profitable exploration and improvement.
The Venture incorporates quite a few prospect pits, trenches, roads, floor sampling websites and 113 drill holes up to now inside a 300m X 3,000m large (1,000 foot-wide and 10,000-foot-long east-west trending zone of shearing and alteration. Underground workings on the 2 patented claims inside the Venture had unverified, historic manufacturing of 19,200 oz at 41.1 g/t Au.
Gold mineralization found on the Venture up to now happens in quartz veins, stock-works, and silicified zones in hornfels and calc-silicate altered nation rock and is usually near porphyry dykes. The most effective grades and thicknesses found not too long ago had been present in oxidized and altered sedimentary rock instantly above porphyry dykes intruded alongside preexisting east- and east-northeast trending faults. The mineralized stock-work vein zones are shallow and have a comparatively flat plunge, making them probably amenable to open pit mining strategies.
Based mostly on the outcomes of earlier drilling applications, the Venture has the potential to host a number of shallow gold deposits amenable to open pit mining, together with deeper, greater grade feeder zones which may be discovered and might be mined by underground strategies. Within the opinion of administration and its consultants, the Venture could be very promising and additional exploration has the potential to develop the recognized mineralization and set up further mineralized zones.
For additional details about Athena Gold Company and our Excelsior Springs Gold undertaking, please go to www.athenagoldcorp.com.
On Behalf of the Board of Administrators
John C. Energy, President
Athena Gold Company
For additional info, please contact:
Cellphone: John C. Energy, (707) 291-6198
E-mail: johnpower@athenagoldcorp.com
Jason Libenson
President and CCO
Castlewood Capital Company
(647)-534-9884
E-mail: jason@castlewoodcapital.ca
Ahead Wanting Statements
This press launch incorporates forward-looking statements and forward-looking info (collectively, “forward-looking statements”) inside the that means of relevant Canadian and U.S. securities legal guidelines. All statements, apart from statements of historic truth, included herein together with, with out limitation, statements concerning future exploration plans, future outcomes from exploration, and the anticipated enterprise plans and timing of future actions of the Firm, are forward-looking statements. Though the Firm believes that such statements are cheap, it may give no assurance that such expectations will show to be appropriate. Ahead-looking statements are usually recognized by phrases comparable to: “believes”, “will”, “expects”, “anticipates”, “intends”, “estimates”, “plans”, “might”, “ought to”, “potential”, “scheduled”, or variations of such phrases and phrases and comparable expressions, which, by their nature, confer with future occasions or outcomes that will, might, would, would possibly or will happen or be taken or achieved. In making the forward-looking statements on this press launch, the Firm has utilized a number of materials assumptions, together with with out limitation, that there will likely be investor curiosity in future financings, market fundamentals will end in sustained valuable metals demand and costs, the receipt of any mandatory permits, licenses and regulatory approvals in reference to the long run exploration and improvement of the Firm’s initiatives in a well timed method.
The Firm cautions traders that any forward-looking statements by the Firm will not be ensures of future outcomes or efficiency, and that precise outcomes might differ materially from these in forward-looking statements on account of numerous threat components as disclosed within the ultimate lengthy type prospectus of the Firm dated August 31, 2021.
Readers are cautioned to not place undue reliance on forward-looking statements. The Firm undertakes no obligation to replace any of the forward-looking statements on this press launch or included by reference herein, besides as in any other case.
iGreat Bear Technical Report: Voluntary Nationwide Instrument 43-101 Technical Report
iiWest Pink Lake latest announcement about restart actions in 2025: West Pink Lake Gold Gives Madsen Mine Restart Actions
iiiRecent Grasp of Science thesis on Laird Lake: Geology and geochemistry of the Laird Lake property and related gold mineralization, Pink Lake greenstone belt, northwestern Ontario
