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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): January 23, 2025
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 January 23, 2025 the Company issued a press
release reporting initial results from its recently completed fall regional prospecting and sampling program at its 100%-owned Excelsior
Springs project in Nevada. In November 2024, Big Rock Exploration was hired to complete a regional prospecting and mapping program over
the Excelsior Springs project, which covered the Buster, Lida Belle, and Blue Dick target areas. The intention is to build a regional
framework to guide and prioritize future exploration. While full analytical results remain pending, the Company is pleased to report high-grade
precious metal values from surface grab samples, including up to 6,630 g/t Ag from the Blue Dick area – a target with no known historical
drill records. 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: January 28, 2025 |
By: |
/s/ John C. Power |
|
|
John C. Power, President |
Exhibit 99.1
![A blue and yellow logo
AI-generated content may be incorrect.](https://www.sec.gov/Archives/edgar/data/1304409/000168316825000559/image_001.jpg)
Athena
Reports High-Grade Silver, Up To 6,630 g/t, From Newly Completed Prospecting
Program at Excelsior Springs, Nevada
Vacaville, CA ---- January 23, 2025 - Athena
Gold Corporation (CSE: ATHA) (OTCQB: AHNR) (“Athena” or the “Company”) is pleased to report initial
results from its recently completed fall regional prospecting and sampling program at its 100%-owned Excelsior Springs project in Nevada.
In November 2024, Big Rock Exploration was hired to complete a regional prospecting and mapping program over the Excelsior Springs project,
which covered the Buster, Lida Belle, and Blue Dick target areas. The intention is to build a regional framework to guide and prioritize
future exploration. While full analytical results remain pending, the Company is pleased to report high-grade precious metal values from
surface grab samples, including up to 6,630 g/t Ag from the Blue Dick area – a target with no known historical drill records.
“Since closing our financing, the team
has wasted no time diving deep into Excelsior Springs and ground-truthing the newly acquired Blue Dick claims. The 6,630 g/t Ag sample,
which exceeds all known historical silver sample grades at Excelsior, confirms the area's high-grade nature of silver mineralization.
Importantly, to our knowledge, this target area has never been drill tested, presenting a major blue-sky opportunity for Athena. We plan
to return to this area in short order,” stated John Power, President and CEO of Athena Gold.
Highlights:
| · | The recently
completed prospecting program at Excelsior Springs comprised mapping and sampling over the property area and represented Athena’s
first-time exploring the recently acquired Blue Dick claims (refer to press release dated August 29, 2024). |
| | |
| · | Sample
K024547 returned bonanza silver grades of 6,630 g/t Ag, along with 0.4 g/t Au, 2.28% Cu, and 2.42% Pb. |
| | |
| · | Sample
K024547 also returned high-grade antimony over the >1% Sb detection limit; further overlimit analytical results remain pending. |
| | |
| · | Historical
grab samples from the Blue Dick area, grading up to 2,340 g/t Ag, 7.4 g/t Au , 25.5% Cu, and 6.92% Pb, are indicated in a historical
report (R. Milne, 2007, Geology of the BD Claim Block). The QP has not been able to verify these results, and therefore, these
results should not be relied upon. |
| | |
| · | There
are no known records of any drilling or geophysical surveys over the Blue Dick claims. |
| | |
| · | Further
analytical results remain pending from the fall 2024 prospecting program at Excelsior Springs and will be released once available. |
![](https://www.sec.gov/Archives/edgar/data/1304409/000168316825000559/image_002.jpg)
Figure 1: Geological map of Blue Dick claims,
Excelsior Springs Project, showing recent and historical grab sample results.
![](https://www.sec.gov/Archives/edgar/data/1304409/000168316825000559/image_003.jpg)
Figure 2: Sample K024547 collected from
a historic rock pile at the Blue Dick area returning 6,630 g/t Ag, 0.4 g/t Au, 2.28% Cu, 2.42% Pb and >1% Sb.
QA/QC
Analytical work for rock samples was completed by ALS Laboratories
in Elko, Nevada. Samples were crushed before a 250-gram split was pulverized to over 85%, passing 75 microns. Rock samples were analyzed
for gold by fire assay using a 30-gram charge with an atomic absorption spectroscopy finish. If assay results exceed 10.0 g/t gold, the
sample rejects are analyzed by 50-gram fire assay with a gravimetric finish. 0.25-gram splits were collected from the samples and were
submitted for four acid digests with inductively coupled plasma mass spectroscopy. If assay results from Cu, Pb, Zn, or Sb were above
1% or Ag above 1500 ppm, samples were submitted for acid digest, inductively coupled plasma atomic emission spectroscopy. For samples
above 1500 ppm Ag, 30-gram splits were analyzed by 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
The technical information in this news release,
except as otherwise noted, has been reviewed and approved by Benjamin Kuzmich, P.Geo., a geoscientist and qualified person for the purposes
of National Instrument 43-101.
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 its projects across North America. Athena’s Excelsior Springs
Au-Ag project is located in the prolific Walker Lane Trend in Nevada. Excelsior Springs spans 1,675 ha and covers at least three historic
mines along the Palmetto Mountain trend, where the Company is following up on a recent shallow oxide gold discovery, with drill results
including 5.35 g/t Au over 33.5 m. Meanwhile, the Company’s new Laird Lake project is situated in the Red Lake Gold District of
Ontario, covering 4,158 ha along more than 10 km of the Balmer-Confederation Assemblage contact, where recent surface sampling results
returned up to 373 g/t Au. This underexplored area is road-accessible, located about 10 km west of West Red Lake Gold’s Madsen mine
and 34 km northwest of Kinross Gold's Great Bear project.
For further information about Athena Gold Corporation
and our Excelsior Springs Gold project, please visit www.athenagoldcorp.com.
On Behalf of the Board of Directors
John C. Power
President and Chief Executive Officer
For further information, please contact:
Athena Gold Corporation
John C. Power, President and CEO
Phone: (707) 291-6198
Email: johnpower@athenagoldcorp.com
CHF Capital Markets
Cathy Hume, CEO
Phone: (416) 868-1079 x 251
Email: cathy@chfir.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 U.S. 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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