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 accumulate as much as a 100% proper, title and curiosity within the Laird Lake and Oneman Lake gold tasks 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 position of President, CEO, and Director. John Energy, present President of Athena Gold, is anticipated 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 group, 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 group has spent the previous few months compiling all historic knowledge throughout Athena’s portfolio in Nevada. As we dig deeper into the info 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 group is properly 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 group continues to place boots on the bottom in Ontario, the place now we have 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 group with our collective objective to proceed constructing shareholder worth. Whereas Excelsior Springs stays our flagship venture, I’m eager to diversify our portfolio with the addition of Laird Lake and Oneman Lake tasks in Ontario,” mentioned John Energy, President & CEO. “I’m notably enthusiastic about Laird, which covers an underexplored portion of the Purple Lake Mining Camp and is proximal to Nice Bear and Madsen mines beneath growth. I might additionally like to increase a heat welcome to Libra as a shareholder in Athena.”
Highlights:
- Athena is to accumulate Libra’s Laird Lake and Oneman Lake tasks in Ontario by means of 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 Purple Lake Gold Camp, which has produced over 29 million ounces of goldi from a number of the highest-grade gold mines globally and is well accessible by way of street.
- Laird Lake is hosted in an analogous structural setting as Kinross Gold’s multimillion-ounce Nice Bear venture, and West Purple 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 venture, 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, based mostly on gold costs of US$1,900/ozi. In the meantime, West Purple Lake Gold not too long ago reaffirmed its goal of restarting manufacturing at Madsen in 2025ii.
- The venture covers roughly a 10-kilometre strike extent of the Balmer-Confederation Assemblage contact, the identical contact that hosts nearly all of gold deposits within the Purple Lake Gold Camp. In response to 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 instantly 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 comprises 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 anticipated to affix Athena’s Board of Administrators as Chairman.
- Koby Kushner, Libra’s co-founder and CEO, is anticipated to affix Athena’s Board of Administrators and tackle the position of President and CEO of the Firm.
- Members from Libra’s technical group, 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 tasks advance by means of all phases of growth, together with exploration, manufacturing, and closure. He then moved into fairness analysis at Purple Cloud Securities, a mining-only funding financial institution, the place he wrote on over 100 firms throughout varied phases of growth and a variety of commodities, with a specific give attention to 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 guardian, in 2007. Underneath 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 12 months seven occasions on the Canadian Funding Awards whereas rising property beneath administration from $5 billion to roughly $50 billion, till its final sale in 2011 to a Canadian financial institution. Previously 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 knowledgeable geologist with a confirmed observe document of exploration success in Canada all through Ontario, Manitoba, and the Yukon. His accomplishments embrace 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 incidence at Alamos’s Lynn Lake venture in addition to quite a few REE/LCT pegmatite, valuable, and base steel occurrences all through the Superior Province. He accomplished his MSc thesis at Lakehead College on the extremely endowed, vital mineral-rich Ring of Fireplace 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 varied 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 tasks 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 Fireplace the place he assisted in producing new base and valuable steel targets in addition to instantly 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 protecting roughly 4,736 hectares. The Properties are comprised of two tasks: one often known as the Oneman Lake Venture positioned close to Kenora, Ontario and the opposite often known as the Laird Lake Venture in Purple Lake, Ontario. Pursuant to an choice 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 choice to accumulate the Laird Lake Venture (the “Possibility”) topic to sure phrases and situations. 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 accumulate 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 choice):
- cost of CDN $50,000 in money on or earlier than August 19, 2025, of which as much as 50% of such cost could also be made within the type of widespread shares within the capital of Athena Gold;
- cost of CDN $50,000 in money on or earlier than August 19. 2026, of which as much as 50% of such cost could also be made within the type of widespread shares within the capital of Athena Gold;
- cost of CDN $50,000 in money on or earlier than August 19, 2027, of which as much as 50% of such cost could also be made within the type of widespread shares within the capital of Athena Gold;
- cost of CDN $50,000 in money on or earlier than August 19, 2028, of which as much as 50% of such cost could also be made within the type of widespread shares within the capital of Athena Gold; and
- cost of CDN $1,000,000 in money on or earlier than August 19, 2029, or alternatively
- cost of 75% in money and the issuance of widespread shares within the capital of Athena Gold equal to 25% of the cost, for a complete cost of CDN $1,250,000;
- cost of fifty% in money and the issuance of widespread shares within the capital of Athena Gold equal to 50% of the cost, for a complete cost of CDN $1,500,000; or
- cost of 25% in money and the issuance of widespread shares within the capital of Athena Gold equal to 75% of the cost, for a complete cost 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 value per share might be decided with the variety of shares being based mostly 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 charge to Castlewood Capital Corp. in reference to the Acquisition, by means of the issuance of 1,737,236 widespread shares within the capital of Nova Athena Gold Corp. The finder’s charge might be payable upon completion of the proposed Amalgamation of Athena Gold.
All widespread shares issued pursuant to the Acquisition might be topic to a maintain interval expiring 4 months and at some point from the date of issuance in Canada. Any shares issued by Athena Gold previous to the proposed Amalgamation might be topic to relevant United States maintain intervals.
Not one of the foregoing shares have been and won’t be registered beneath america Securities Act of 1933, as amended (the “1933 Act”) or any relevant state securities legal guidelines and is probably not provided or bought in america 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 america absent registration or an relevant exemption from such registration necessities. This press launch doesn’t represent a proposal to promote or the solicitation of a proposal to purchase nor will there be any sale of the foregoing securities in any jurisdiction wherein such provide, solicitation or sale could be illegal.
Because 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 essential 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”). Because 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 prevailing shares of Nova Athena held by Athena Gold previous to the Amalgamation might be gifted again and cancelled. Following completion of the Merger, Libra is not going to 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 might be requested to approve a rise in Athena Gold’s approved capital to an infinite 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, might 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 property. Its goal is to find and develop financial valuable and base steel properties of benefit 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 steel deposits having very sturdy structural management for mineralization. The Walker Lane development is experiencing a significant resurgence of intense and profitable exploration and growth.
The Venture comprises 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 perfect grades and thicknesses found not too long ago have 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 packages, 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 identified mineralization and set up further mineralized zones.
For additional details about Athena Gold Company and our Excelsior Springs Gold venture, 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 comprises forward-looking statements and forward-looking info (collectively, “forward-looking statements”) inside the which means of relevant Canadian and U.S. securities legal guidelines. All statements, aside from statements of historic reality, 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 affordable, it can provide no assurance that such expectations will show to be appropriate. Ahead-looking statements are usually recognized by phrases equivalent to: “believes”, “will”, “expects”, “anticipates”, “intends”, “estimates”, “plans”, “could”, “ought to”, “potential”, “scheduled”, or variations of such phrases and phrases and comparable expressions, which, by their nature, seek advice from future occasions or outcomes which will, might, would, may 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 might be investor curiosity in future financings, market fundamentals will lead to sustained valuable metals demand and costs, the receipt of any essential permits, licenses and regulatory approvals in reference to the longer term exploration and growth of the Firm’s tasks in a well timed method.
The Firm cautions buyers that any forward-looking statements by the Firm should not ensures of future outcomes or efficiency, and that precise outcomes could differ materially from these in forward-looking statements on account of varied danger elements 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 integrated by reference herein, besides as in any other case.
iGreat Bear Technical Report: Voluntary Nationwide Instrument 43-101 Technical Report
iiWest Purple Lake latest announcement about restart actions in 2025: West Purple Lake Gold Supplies Madsen Mine Restart Actions
iiiRecent Grasp of Science thesis on Laird Lake: Geology and geochemistry of the Laird Lake property and related gold mineralization, Purple Lake greenstone belt, northwestern Ontario
