Antler Gold announces closing of the purchase of mineral assets from Sona Nanotech
Antler Gold announces closing of the purchase
of mineral assets from Sona Nanotech
HALIFAX
,
Aug. 16, 2019
/CNW/ - Antler Gold Inc. ("
Antler
") (TSXV: ANTL) and Sona Nanotech Inc.
("
Sona
") (CSE: SONA) are pleased to announce that Antler has acquired from Sona a 100%
interest in certain mineral claims comprising the Crescent Lake/KM61 molybdenum-copper-silver
project located in
Armstrong, Ontario
(the "
Property
"), as announced in a press release dated
May
15, 2019
.
Antler acquired the Property (the "
Transaction
") in consideration of the assumption of all liabilities of
Sona associated with the Property and the future payment to Sona of contingent consideration if
Antler disposes of the Property to a third party, or enters into an agreement or arrangement with a
third party to otherwise monetize the Property by way of joint venture, option or other form of
transaction (a "
Future Transaction
"). The amount of the contingent consideration payable to Sona
will be equal to 50% of the consideration received by Antler in the Future Transaction (net of Antler's
aggregate expenses related to the marketing, selling, upkeep and maintenance of the Property
incurred between the acquisition of the Property and the date of such Future Transaction), to a
maximum of
$3,000,000
.
The Transaction was a Non-Arm's Length transaction pursuant to TSX Venture Exchange ("
TSXV
")
policies, as
Daniel Whittaker
is the CEO and a director of Antler and a director of Sona; Jim
Megann is a director of Antler and former director of Sona; Robert Randall is the Chief Financial
Officer of both Antler and Sona; and
Wade Dawe
is a significant shareholder of both Antler and
Sona. In accordance with TSXV requirements, the Transaction was approved by the shareholders of
Antler, excluding the votes of
Daniel Whittaker
,
Jim Megann
,
Robert Randall
and
Wade Dawe
and
their Associates (as defined in TSXV policies), at the annual and special meeting of shareholders
held on
June 27, 2019
.
Cautionary Statements
This press release may contain forward-looking information, such as statements regarding amounts
payable upon a Future Transaction and future plans and objectives of Antler and Sona. This
information is based on current expectations and assumptions (including assumptions in connection
with the continuance of the applicable company as a going concern and general economic and
market conditions) that are subject to significant risks and uncertainties that are difficult to predict.
Actual results may differ materially from results suggested in any forward-looking information. Antler
and Sona assume no obligation to update forward-looking information in this release, or to update
the reasons why actual results could differ from those reflected in the forward-looking information
unless and until required by applicable securities laws. Additional information identifying risks and
uncertainties is contained in filings made by Antler and Sona with Canadian securities regulators,
copies of which are available at
www.sedar.com
.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this
release.
SOURCE
Antler Gold Inc.
View original content:
http://www.newswire.ca/en/releases/archive/August2019/16/c5903.html
%SEDAR: 00038775E
For further information:
Daniel Whittaker, President and CEO of Antler Gold Inc., at (902) 488-
4700; or Darren Rowles, President and CEO of Sona Nanotech Inc., at (902) 880-9925.
CO: Antler Gold Inc.
CNW 11:00e 16-AUG-19