ATHENA GOLD CORP SEC 10-K Report

Athena Gold Corporation, formerly known as Athena Silver Corporation, has released its 2024 Form 10-K report, detailing the company's financial performance, business operations, strategic initiatives, and the challenges it faces. Athena Gold is primarily engaged in the acquisition and exploration of mineral resources, focusing on gold and silver, with its flagship project being the Excelsior Springs Project in Nevada. The report provides a comprehensive overview of the company's activities and future outlook.

Financial Highlights

• Net Income (loss): $(636,518). The company experienced a net loss for the year ended December 31, 2024, compared to a net income of $612,748 in 2023, primarily due to decreased revaluation of warrant liability.
• Net Income (loss) per common share – basic and diluted: $(0.00). The net income per share remained at zero due to the net loss incurred in 2024.
• Total Operating Expenses: $612,117. The company reduced its total operating expenses from $783,592 in 2023, reflecting a decrease in exploration, evaluation, and project expenses.
• Net Operating Loss: $(612,117). The net operating loss decreased from $(783,592) in 2023, indicating improved cost management.
• Revaluation of Warrant Liability: $27,854. The revaluation of warrant liability significantly decreased from $1,393,742 in 2023, impacting the net income.

Business Highlights

• Business Overview: Athena Gold Corporation is primarily engaged in the acquisition and exploration of mineral resources, focusing on gold and silver. The company operates primarily in the United States and Canada, with its flagship project being the Excelsior Springs Project in Nevada.
• Excelsior Springs Project: This is Athena Gold's flagship property located in Esmeralda County, Nevada. The project has been explored by various companies over the past 30 years and is targeted as a large tonnage, moderate grade gold deposit suitable for open pit mining. The company has completed multiple phases of drilling and plans further exploration subject to capital availability.
• Geographical Performance: The Excelsior Springs Project is located in the Walker Lane, a region known for significant precious metal deposits. The project area includes 216 unpatented mining claims and two patented claims, covering approximately 4,360 acres.
• New Acquisitions: In 2024, Athena Gold expanded its portfolio by acquiring two early exploration stage projects in Ontario, Canada, known as the Oneman Lake and Laird Lake Projects. These projects cover a combined area of approximately 4,736 hectares.
• Exploration Activities: Athena Gold has been actively conducting exploration activities, including data compilation, geologic mapping, sampling, and drilling at its Excelsior Springs Project. The company has also expanded its claim block and acquired additional claims to enhance its exploration potential.
• Future Outlook: Athena Gold plans to continue evaluating its properties and potential acquisitions of additional mineral rights. The company aims to advance its exploration projects, particularly the Excelsior Springs Project, and is seeking additional capital to support these initiatives.
• Regulatory Compliance: The company is subject to extensive federal, state, and local regulations governing environmental protection, mine development, and safety. Compliance with these regulations is a significant aspect of its operations.
• Operational Challenges: The company faces potential conflicts of interest due to common ownership and management with other exploration stage companies, which could impact its operational results and financial position.

Strategic Initiatives

• Strategic Initiatives: Athena Gold Corporation has been actively engaged in strategic initiatives to enhance its exploration capabilities and expand its asset base. In 2024, the company acquired a 100% interest in 11 unpatented BLM claims known as the Blue Dick Mine, as well as two early exploration stage projects in Ontario, Canada, namely the Oneman Lake and Laird Lake Projects. These acquisitions are part of Athena's strategy to increase its mineral resource holdings and potential future production capabilities.
• Capital Management: The company has primarily financed its operations through the sale of equity securities, including public offerings and private placements. In 2024, Athena completed several private placements, raising net proceeds of approximately CAD$1,000,000. The company issued common stock and warrants as part of these placements, which are exercisable at various prices and terms. Additionally, Athena has managed its capital structure by issuing shares to settle debts and compensate directors and officers, thereby conserving cash resources. As of December 31, 2024, the company had approximately $240,000 in cash and a negative working capital of $340,000.
• Future Outlook: Looking ahead, Athena Gold Corporation anticipates the need to raise additional funds through public or private equity financings to continue its exploration and development activities beyond the immediate 12-month period. The company plans to conduct further exploration programs on its newly acquired properties to ascertain the presence of economically viable mineral deposits. Athena's future capital management strategy will focus on maintaining a flexible capital structure to optimize costs and support its long-term growth objectives.

Challenges and Risks

• Operational Risks: Athena Gold Corporation is primarily focused on the acquisition and exploration of mineral resources, with its flagship project being the Excelsior Springs in Nevada. The company has no proven or probable reserves and is in the exploration stage, which presents significant risks related to the uncertainty of discovering economically viable mineral deposits. The company is also expanding its operations with new projects in Ontario, Canada, which may introduce additional operational and regulatory challenges.
• Regulatory Risks: The planned redomestication of the company from Delaware to British Columbia, Canada, poses several risks, including potential continued treatment as a U.S. corporation for tax purposes under Section 7874 of the Internal Revenue Code, which could adversely affect financial conditions. The company may also be classified as a Passive Foreign Investment Company (PFIC), leading to punitive tax treatment for U.S. holders. Additionally, the change in jurisdiction may reduce reporting requirements under U.S. securities laws, potentially impacting transparency and investor protection.
• Market Risks: The company faces significant operational risks due to its lack of experience in mineral production and the speculative nature of mineral exploration, which requires substantial expenditures and is frequently non-productive. The Excelsior Springs project, while having historical high-grade gold production, is still in the exploration phase, and the economic feasibility of production remains uncertain.
• Environmental and Permitting Risks: Regulatory risks are also prominent, as the company must obtain numerous permits for its operations, which can be complex, time-consuming, and subject to opposition from environmental groups. Compliance with environmental regulations and potential changes in mining laws could increase costs and impair the ability to develop properties.
• Financial Risks: Management acknowledges the challenges of raising additional capital to fund exploration and development activities. The company has no specific plan to obtain necessary funding, and failure to secure financing could result in the inability to meet future commitments and continue operations. The company is also aware of the potential conflicts of interest due to common ownership and management with other exploration companies, which could affect decision-making and resource allocation.
• Market Volatility: The company is subject to market risks related to fluctuations in metal prices, particularly gold, which is a key determinant of future profitability. The global economic environment and disruptions in capital markets may also adversely affect the company’s ability to raise funds and maintain liquidity. Additionally, the company’s stock is subject to the risks associated with being a penny stock, which may limit trading activity and investor interest.

SEC Filing: ATHENA GOLD CORP [ AHNR ] - 10-K - Apr. 09, 2025