Athena closes $270,499 second tranche of placement

Executive Summary

• Athena Gold Corp. has closed the second tranche of its non-brokered private placement, raising $270,499.98 through the issuance of 150,000 flow-through units and 4,333,333 non-flow-through units.
• The company increased the total offering size to $4.2 million due to strong demand, with the first tranche having raised $2,727,526.03.
• The third tranche is expected to close by the end of the week, with proceeds allocated to exploration at the Laird Lake and Oneman Lake projects in Ontario.

Key Details

• Second Tranche Proceeds: $270,499.98 raised.
• Second Tranche Issuance:
  • 150,000 Flow-Through (FT) Units at $0.07 per unit.
  • 4,333,333 Non-Flow-Through (NFT) Units at $0.06 per unit.
• First Tranche Proceeds: $2,727,526.03 raised.
• Total Offering Increase: Increased from $1.5 million to $4.2 million due to demand.
• Total Offering Structure:
  • Up to $2.2 million via up to 31,428,571 FT units at $0.07 per unit.
  • Up to $1.1 million via up to 15,714,296 Flow-Through Critical Mineral Mining Expenditure (CMETC) shares at $0.07 per share.
  • Up to $900,000 via up to 15 million NFT units at $0.06 per unit.
• Warrant Terms (FT Units): Each FT unit includes one FT common share and one-half of an NFT warrant. Warrants are exercisable for one NFT common share at $0.09/share for 24 months. Acceleration clause triggers if average VWAP is ≥$0.14 for 10 consecutive trading days (after 4 months + 1 day).
• Warrant Terms (NFT Units): Each NFT unit includes one NFT common share and one NFT warrant. Warrants are exercisable for one NFT common share at $0.09/share for 24 months. Acceleration clause triggers if average VWAP is ≥$0.14 for 10 consecutive trading days (after 4 months + 1 day).
• Use of Proceeds:
  • FT/CMETC proceeds: Laird Lake and Oneman Lake projects (Ontario), qualifying as Canadian exploration expenses and flow-through critical mineral mining expenditures. Renunciation effective no later than Dec. 31, 2025.
  • NFT proceeds: Additional exploration, general and administrative expenses, and working capital.
• Hold Period: All securities subject to a four-month-and-one-day hold period.
• Fees/Insiders: No finders' fees paid; no insider participation in the second tranche.
• Next Steps: Closing of the third tranche expected by the end of the week.