(TheNewswire)
VACAVILLE, CA – June 9, 2022 – Athena Gold Corporation(OTC:AHNR )(CSE:ATHA) (“ Athena ” orthe “ Company ”) reports that it has entered intoan acquisition agreement (the “ Acquisition Agreement ”) with an arm’slength private party (the “ Vendor ”) to purchase an undivided 100%interest (the “ Transaction ”) in the Fortunatus and Proutpatented lode mining claims (Mineral Survey 4106) in Esmeralda County,Nevada (the “ Claims ”) for USD $185,000 (the“ Purchase Price ”). The Transaction is scheduled to close on or beforeJuly 1, 2022 (the “ Closing ”).
Claims
The Claims are currently held by the Company under alease option agreement that expires in June 2023 and are an integralpart of the Company’s flagship Excelsior Springs project includingthe high-grade gold historic Buster Mine. The Fortunatus lode claimwas originally located on July 10, 1873 and the Prout lode claim waslocated on January 21, 1892.
Commercial Terms
The commercial terms of the Transaction are:
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The Purchase Price of USD $185,000 will be settled asfollows:
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oo USD $25,000 will be settled incash paid by the Company to the Vendor at Closing;
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oo USD $35,000 of the PurchasePrice will be settled by the issuance and delivery to the Vendor atClosing of 500,000 shares of the Company’s common stock (the“ ConsiderationShares ”), each issued at a price of $0.07 perConsideration Share (being the 20 day volume weighted average price onthe over the counter market, calculated as of the day the AcquisitionAgreement was fully executed). The Consideration Shares are to bedeposited into escrow for delivery to the Vendor upon the recording ofthe deed of transfer for the Claims. The Consideration Shares willbe subject to applicable United States resale restrictions;and
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oo USD $125,000 will be settledby a loan to the Company by the Vendor (the “ Loan ”) at Closing,repayable by the Company in quarterly installments of USD $25,000,beginning 120 days after Closing, and continuing on the same day ofeach and every consecutive calendar quarter thereafter until15 months after the Closing, at which time the entire remainingunpaid principal balance will be payable. The Loan will be evidencedby way of a secured first purchase money note issued by the Company tothe Vendor.
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The Vendor will relinquish the 2% net smelter returnsroyalty on the Patented Claims in favor of Athena upon full payment ofthe Purchase Price.
John Power, Athena’s President & CEO commented,“We are pleased to have agreed to acquire these patented claims froma private party who has been supportive of our exploration efforts atthe Excelsior Springs project. These are the only patented claims inour project area and are the heart of the Excelsior Springs project. Our lease option on these claims was set to expire in June 2023 andthis early purchase was beneficial to both parties.”
About Athena Gold Corporation
Athena is engaged in the business of mineralexploration and the acquisition of mineral property assets. Itsobjective is to locate and develop economic precious and base metalproperties of merit and to conduct its exploration program on theExcelsior Springs Project, located in Esmeralda County, Nevada,approximately 45 miles southwest of Goldfield, Nevada.
For further information about Athena Gold Corporationand our Excelsior Springs Gold project, please visit www.athenagoldcorp.com .
On Behalf of the Board ofDirectors
John Power
Chief Executive Officer and President
Contact:
Phone: John Power, 707-291-6198
Email: info@athenagoldcorp.com
Forward LookingStatements
This press release containsforward-looking statements and forward-looking information(collectively, “forward-looking statements”) within the meaning ofapplicable Canadian and U.S. securities laws. All statements, other than statements of historicalfact, included herein including, without limitation, statementsregarding the payment of the Purchase Price and the Loan, thecompletion of the Transaction, and the anticipated business plans andtiming of future activities of the Company, are forward-lookingstatements. Although the Company believes that such statements arereasonable, it can give no assurance that such expectations will proveto be correct. Forward-looking statements are typically identified bywords such as: “believes”, “will”, “expects”,“anticipates”, “intends”, “estimates”, “plans”,“may”, “should”, “potential”, “scheduled”, orvariations of such words and phrases and similar expressions, which,by their nature, refer to future events or results that may, could,would, might or will occur or be taken or achieved. In making theforward-looking statements in this press release, the Company hasapplied several material assumptions, including without limitation,that there will be investor interest in future financings, marketfundamentals will result in sustained precious metals demand andprices, the receipt of any necessary permits, licenses and regulatoryapprovals in connection with the future exploration and development ofthe Company’s projects in a timely manner, the availability offinancing on suitable terms for the exploration and development of theCompany’s projects and the Company’s ability to comply withenvironmental, health and safety laws.
The Company cautions investors thatany forward-looking statements by the Company are not guarantees offuture results or performance, and that actual results may differmaterially from those in forward-looking statements as a result ofvarious factors, including, operating and technical difficulties inconnection with mineral exploration and development activities, actualresults of exploration activities, the estimation or realization ofmineral reserves and mineral resources, the inability of the Companyto obtain the necessary financing required to conduct its business andaffairs, as currently contemplated, the timing and amount of estimatedfuture production, the costs of production, capital expenditures, thecosts and timing of the development of new deposits, requirements foradditional capital, future prices of precious metals, changes ingeneral economic conditions, changes in the financial markets and inthe demand and market price for commodities, lack of investor interestin future financings, accidents, labor disputes and other risks of themining industry, delays in obtaining governmental approvals, permitsor financing or in the completion of development or constructionactivities, risks relating to epidemics or pandemics such asCOVID–19, including the impact of COVID–19 on the Company’sbusiness, financial condition and results of operations, changes inlaws, regulations and policies affecting mining operations, titledisputes, the inability of the Company to obtain any necessarypermits, consents, approvals or authorizations, including of theCanadian Securities Exchange, the timing and possible outcome of anypending litigation, environmental issues and liabilities, and otherfactors and risks that are discussed in the Company’s periodicfilings with the SEC and disclosed in the final long form prospectusof the Company dated August 31, 2021.
Readers are cautioned not to placeundue reliance on forward-looking statements. The Company undertakesno obligation to update any of the forward-looking statements in thispress release or incorporated by reference herein, except as otherwiserequired by law.
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