Athena Gold announces up to $2 million private placement

Athena Gold Corporation (CSE:ATHA)(OTCQB: AHNRF) announced a non-brokered private placement to raise up to CAD $2 million through a combination of flow-through shares and non-flow-through units.

The offering consists of CAD $1.5 million through the issuance of up to 21.4 million flow-through common shares at CAD $0.07 per share, and CAD $500,000 through the issuance of up to 8.3 million non-flow-through units at CAD $0.06 per unit.

Each non-flow-through unit includes one common share and one warrant exercisable at CAD $0.09 for 24 months after closing. The warrants include an acceleration clause that allows Athena to shorten the expiry period if the company's shares trade at or above CAD $0.14 for 10 consecutive trading days after four months and one day from issuance.

Proceeds from the flow-through shares will fund exploration at the company's Laird Lake and Oneman Lake projects in Ontario, qualifying as Canadian exploration expenses and flow-through critical mineral mining expenditures under Canada's Income Tax Act. The expenditures will be renounced to flow-through share purchasers by December 31, 2025.

Funds from the non-flow-through units will support additional exploration work and general administrative expenses. The offering is scheduled to close in tranches, with the first tranche expected by late November, subject to regulatory approvals including Canadian Securities Exchange approval.

All securities issued will be subject to a four-month and one-day hold period. The company may pay finders' fees in cash, shares, warrants or a combination thereof in connection with the offering.

Athena Gold is contemplating a share consolidation following the offering, likely before its proposed drilling campaign in the first quarter of 2026.

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