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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event
reported): November 18, 2024
ATHENA GOLD
CORPORATION
(Exact Name of Registrant as Specified in its
Charter)
| Delaware |
000-51808 |
90-0158978 |
(State or other jurisdiction
of incorporation) |
(Commission File
Number) |
(I.R.S. Employer Identification
number) |
2010
A Harbison Drive # 312, Vacaville,
CA 95687
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area
code) (707)
291-6198
______________________________________________________
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered
pursuant to Section 12(b) of the Act:
| Title
of each class |
Trading
Symbol |
Name
of each exchange on which registered |
| N/A |
N/A |
N/A |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
☒
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act.
| ITEM 7.01 | REGULATION FD DISCLOSURE |
On November 18,
2024 – Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (“Athena” or the “Company”)
issued a press release announcing the report of high-grade gold samples from its reconnaissance surface sampling program at its newly
acquired Laird Lake project, located in Ontario’s prolific Red Lake Gold District. The Laird Lake project, spanning 4,158 hectares
and covering >10 km of Balmer-Confederation Assemblage contact, represents an underexplored portion of the Red Lake Gold District.
The project is road-accessible and lies approximately 10 km west of West Red Lake Gold Mines’ flagship Madsen mine, and 34 km northwest
of Kinross Gold’s Great Bear project. A copy of the press release is filed herewith as Exhibit
99.1.
The information in this Current Report on Form 8-K furnished pursuant
to Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability under that section, and they shall not be
deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly
set forth by specific reference in such filing. By filing this Current Report on Form 8-K and furnishing this information pursuant to
Item 7.01, the Company makes no admission as to the materiality of any information in this Current Report on Form 8-K, including Exhibit
99.1, that is required to be disclosed solely by Regulation FD.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
Exhibits
| Item |
Title |
| 99.1 |
Press Release |
| 104 |
Cover Page Interactive Data File (formatted in iXBRL, and included in exhibit 101) |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| |
Athena Gold Corporation |
| |
|
|
| |
|
|
| Date: November 20, 2024 |
By: |
/s/ John C. Power |
| |
|
John C. Power, President |
Exhibit 99.1
ATHENA GOLD SAMPLES 56.5 G/T GOLD AT LAIRD LAKE,
RED LAKE GOLD DISTRICT, ONTARIO
VACAVILLE, CA / ACCESSWIRE / November 18, 2024
/ Athena Gold Corporation (CSE: ATHA) (OTCQB: AHNR) ("Athena" or the "Company") is pleased to report high-grade
gold samples from its reconnaissance surface sampling program at its newly acquired Laird Lake project, located in Ontario’s prolific
Red Lake Gold District. The Laird Lake project, spanning 4,158 hectares and covering >10 km of Balmer-Confederation Assemblage contact,
represents an underexplored portion of the Red Lake Gold District. The project is road-accessible and lies approximately 10 km west of
West Red Lake Gold Mines’ flagship Madsen mine, and 34 km northwest of Kinross Gold’s Great Bear project.
“We are extremely pleased that our recent
expansion into Ontario is already starting to bear fruit. To our knowledge, sample F733057, returning 56.5 g/t Au, is in line with some
of the highest-grade surface grab samples publicly reported in the Red Lake Gold District.” stated John Power, President &
CEO of Athena Gold.
Highlights:
| · | An initial six surface grab samples taken at
the Laird Lake project in July 2024 confirmed mineralization over 2.2 km of strike length along the contact between the Balmer and Confederation
Assemblages (Figure 1). Mineralization is open along strike to the east and west. |
| | | |
| · | The Balmer-Confederation contact is believed
to serve as a major structural control for gold mineralization in the Red Lake Gold District, with >90% of all gold ever mined in the
camp occurring within approximately 300 m of this contact. |
| | | |
| · | The highest-grade sample returned up to 56.5
g/t Au collected from a smoky quartz vein with blebby pyrite, chalcopyrite, and traces of visible gold (Figure 3). |
| | | |
| · | Grab sample assays from additional prospecting
work conducted in October 2024 remain pending, with results expected to be received by year-end. |
| | | |
| · | The recent reconnaissance prospecting program
is expected to guide a property-wide geochemistry survey, scheduled to commence in H1/2025, the results of which are anticipated to provide
targets for Athena’s initial drill program at Laird Lake. |
| · | A recently completed MSc. thesis on the Laird
Lake project, suggested that Laird Lake represents the continuation of the same mineralized structure found at both the Madsen and Starratt-Olsen
gold mines[i] now owned by West Red Lake Gold (2.5 Moz past-production, 1.7 Moz indicated, 0.4 Moz inferred)[ii]
and was later displaced as far as 10 km west (Figure 2). |
Figure 1: Map of Laird Lake, showing recent
grab samples from July 2024 reconnaissance sampling program.
Figure 2: Map of Laird Lake and Madsen,
showing mapped Balmer-Confederation contact and dextral Laird Lake Fault.
___________________
[i]
Geology and Geochemistry of the Laird Lake Property and Associated Gold Mineralization – https://www.lakeheadu.ca/programs/departments/geology/about/msc-theses/summaries/node/47164
[ii]
Independent NI 43-101 Technical Report and Updated Mineral Resource Estimate – https://westredlakegold.com/wp-content/uploads/2024/04/26Apr24_-_PureGold_Mine_NI_43-101_Technical_Report_-_WRLG.pdf
Geology:
Gold mineralization observed at Laird Lake occurs
in discrete quartz veins hosted in volcanic rock, localized high-strain zones consisting of silicification and disseminated sulfides,
and in more broad zones of strongly deformed banded iron formation up to 15 m wide characterized by gossan, fine-grained disseminated
sulfides, and silicification. Gold-bearing zones exhibit a general east-west orientation and occur in both Balmer and Confederation Assemblage
rocks. The initial grab sample results are described in detail below:
| · | A sample of smoky quartz vein hosted in Balmer
Assemblage volcanic rock containing blebby pyrite, chalcopyrite, and visible gold returned 56.5 g/t Au (F733057). This sample was
taken approximately 50 m north of the contact with the Confederation Assemblage and was the most western sample collected. Two additional
samples of gossaned and silicified volcanic host rock collected adjacent to the high-grade quartz vein returned 1.47 g/t Au and
2.40 g/t Au (F733056 and F733058, respectively). |
| | | |
| · | A sample of strongly deformed banded iron formation
(BIF) from the Balmer Assemblage containing fine-grained disseminated pyrite, and silicification returned 3.89 g/t Au (F733053),
and was collected from an outcrop approximately 15 m in width and characterized by a strong overall deformation fabric with several high-strain
zones of gossan, fine-grained pyrite, and silicification throughout. The outcrop is located approximately 60 m north of the Balmer-Confederation
contact. |
| | | |
| · | A sample of sulfide-bearing quartz vein hosted
in the Confederation Assemblage returned 1.57 g/t Au (F733062). This sample was collected approximately 225 m south of the Balmer-Confederation
contact. |
| | | |
| · | A sample of sulfide-bearing quartz vein hosted
in a high-strain zone within Confederation Assemblage returned 7.18 g/t Au (F733065). The high-strain zone is characterized by
silicification, fine-grained disseminated sulfides, and lesser gossan. Refolded quartz veins were noted along the contact of the high-strain
zone and volcanic host rock. This sample was collected approximately 180 m south of the Balmer-Confederation contact eastern-most sample
collected. |
Figure 3: Photographs of grab samples F733053
(left) and F733057 (right) from July 2024 prospecting at Laird Lake.
Figure 4: Photographs of outcrops for samples
F733051-53 (left) and F733057 (right) from July 2024 at Laird Lake.
Future Drill Testing:
Laird Lake has been subject to only very limited
historical exploration work, largely because the Balmer-Confederation contact was only mapped on Laird Lake in recent times as part of
a MSc. research thesis. Importantly, >90% of all gold ever mined in the Red Lake Gold District is estimated to occur within 300 m of
this contact. Athena’s initial work programs are focused on understanding structural controls and potential splays off this contact
that may host high-grade gold mineralization. Additional assays from the follow-up program that took place in October 2024 remain pending,
with results expected by year-end. Athena plans to conduct a property wide gold-in-till geochemistry program in Spring 2025. Historical,
high-resolution airborne magnetic and electromagnetic surveys highlighted several prospective targets within the Balmer Assemblage that
have yet to be tested will be included in future drilling on the property, in addition to other targets generated from prospecting and
geochemical programs.
About Our Laird Lake Project
The 4,158 ha Laird Lake property is situated 20km
to the southwest of the town of Red Lake, Ontario. Red Lake is a prolific gold mining town in Northwestern Ontario that has seen over
30 Moz of gold produced. Importantly, >90% of the gold has come from within 300 m of the contact between the Balmer and Confederation
Assemblages. The Laird Lake property is considered underexplored for gold, relative to much of the surrounding Red Lake Greenstone Belt,
despite possessing over 10 km of strike length of the known gold-bearing contact between Balmer and Confederation Assemblage rocks. Also
important is being nearby to several major gold production and exploration sites in the region:
| · | 34 km to the Great Bear project (Kinross –
2.7 Moz indicated, and 3.9 Moz inferred)[iii]; |
| | | |
| · | 11 km to the Madsen Mine (West Red Lake Gold
– 1.7 Moz indicated, and 0.4 Moz inferred); and |
| | | |
| · | 28 km to the Red Lake Mine (Evolution Mining
– 7.2 Moz indicated, and 4.5 Moz inferred)[iv]. |
Limited exploration activity at Laird Lake has demonstrated high-grade
gold mineralization occurs in both Balmer and Confederation Assemblage rocks over several kilometers in proximity to the main Balmer-Confederation
contact. The highest gold grades on the property show a strong correlation to high-strain zones characterized by the presence of silicification,
disseminated sulfides, and gossan. The Laird Lake property is dominated by mafic to ultramafic metavolcanic rocks as well as lesser banded
iron formation of the Balmer and Confederation Assemblages. Felsic to ultramafic intrusive units are also present throughout the property,
most notably of which include the Killala-Baird Batholith to the north, and the Medicine Stone Lake Batholith to the south.
QA/QC
Analytical work for rock samples was completed
by AGAT Laboratories, with sample preparation and geochemical analyses completed in Thunder Bay, Ontario. Samples were crushed before
a 250-gram split was pulverized to better than 85% passing 75 microns. Rock samples were analyzed for gold by fire assay using a 50-gram
charge with an atomic absorption spectroscopy finish. If assay results exceeded 10.0 g/t gold, the sample rejects are analyzed by 50-gram
fire assay with a gravimetric finish. Sampling and analytical procedures are subject to a Quality Assurance and Quality Control program
that includes duplicate samples and analytical standards.
Qualified Person
Technical information in this news release has
been reviewed and approved by Benjamin Kuzmich, P.Geo., a geoscientist and qualified person for the purposes of National Instrument 43-101.
___________________
[iii]
Great Bear Gold Project Preliminary Economic Assessment – https://s2.q4cdn.com/496390694/files/doc_downloads/2024/09/Great_bear/Kinross-Great-Bear-PEA-TR-REVISED-FINAL-Sep-9-2024.pdf
[iv]
Evolution Mining Mineral Resource and Ore Reserve Statement, December 2023 – https://evolutionmining.com.au/reservesresources/
About Athena Gold Corporation
Athena is engaged in the business of mineral exploration
and the acquisition of mineral property assets. Its objective is to locate and develop economic precious and base metal properties of
merit and to conduct additional exploration drilling and studies on such projects.
For further information about Athena Gold Corporation,
please visit www.athenagoldcorp.com.
On Behalf of the Board of Directors
John C. Power
Chief Executive Officer and President
Email: johnpower@athenagoldcorp.com
Forward-Looking Statements
This press release contains
forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of
applicable Canadian and US. securities laws. All statements, other than statements of historical fact, included herein including, without
limitation, statements regarding future exploration plans, future results from exploration, and the anticipated business plans and timing
of future activities of the Company, are forward looking statements. Although the Company believes that such statements are reasonable,
it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically identified by words
such as: "believes", "will", "expects", "anticipates", "intends", "estimates",
''plans", "may", "should", ''potential", "scheduled", or variations 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 the forward-looking statements in this press release, the Company has applied several material assumptions, including
without limitation, that there will be investor interest in future financings, market fundamentals will result in sustained precious metals
demand and prices, the receipt of any necessary permits, licenses and regulatory approvals in connection with the future exploration and
development of the Company's projects in a timely manner.
The Company cautions investors
that any forward-looking statements by the Company are not guarantees of future results or performance, and that actual results may differ
materially from those in forward-looking statements as a result of various risk factors as disclosed in the final long form prospectus
of the Company dated August 31, 2021.
Readers are cautioned not to
place undue reliance on forward-looking statements. The Company undertakes no obligation to update any of the forward-looking statements
in this press release or incorporated by reference herein, except as otherwise.
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