Antler Gold Inc. Enters an Agreement to Sell Crescent Lake Lithium Property to Midex Resources Ltd.
Halifax, Nova Scotia – (Newsfile Corp. – May 9, 2023) – Antler Gold Inc. (TSXV: ANTL) (“Antler” or the “Company“) is pleased to announce that it has entered into an agreement to sell its 100% interest in certain mineral claims comprising the Crescent Lake Lithium Project located in Ontario, Canada (“Property“) to an arm’s length private company, Midex Resources Ltd. (“Midex“) (“Transaction“).
Christopher Drysdale, CEO of Antler stated: “I am pleased to announce the sale of the Crescent Lake Lithium Project to Midex Resources Ltd., a highly regarded lithium explorer, paving the way for the successful development of the lithium potential on this Property. The sale of the Property allows Antler to focus on its existing projects while pursuing other opportunities, along with maintaining a significant equity investment in an active Canadian Lithium explorer.”
“We believe this transaction is a win-win for Midex and Antler, as Midex continues to target high quality hard rock (spodumene) lithium acquisitions in Ontario” states David Jamieson, President and CEO of Midex. “We have discovered a number of highly prospective lithium-bearing pegmatites during initial prospecting at Favourable Lake and have now added more spodumene-bearing pegmatites hosting high grade lithium and tantalum values at Crescent Lake. Similar to Midex’s other projects at Allison Lake, Onion Lake, and Case Lake, Crescent Lake has excellent road access and proximity to power and rail.”
Transaction Details
Antler entered into an asset purchase agreement with Midex on May 8, 2023 (“Midex Agreement“) pursuant to which Antler has agreed to sell to Midex its 100% interest in the Property. The Property was acquired by Antler in May 2019 from Sona Nanotech Inc. (“Sona“) pursuant to a property acquisition agreement (“2019 Agreement“) (see news release dated May 15, 2019).
Under the Midex Agreement, Antler has agreed to sell the Property to Midex in consideration of C$125,000 in cash (the “Cash Consideration“) and the issuance of common shares of Midex (“Midex Shares“) equal to 12% of the issued and outstanding capital of Midex, subject to certain adjustments (the “Share Consideration“). Midex will also assume Antler’s obligations under the net smelter return royalties, which represents a select area of the mineral claims comprising the Property.
Under the 2019 Agreement, Antler will be required to pay to Sona 50% of the consideration received by Antler for the Property, net of Antler’s aggregate expenses related to the marketing, selling, upkeep and maintenance of the Property (“Antler’s Expenses“) incurred between the acquisition of the Property by Antler under the 2019 Agreement and the date of the sale of the Property, to a maximum of $3,000.000. Accordingly, Antler will pay Sona 50% of the Cash Consideration less Antler’s Expenses and Antler has directed Midex to register 50% of the Share Consideration in the name of Sona. The remainder of the Midex Shares will be issued in the name of Antler. Each of Antler and Sona entered into an investor rights agreement with Midex in relation to the Midex Shares. The Midex Shares issuable pursuant to the Transaction will be subject to certain resale restrictions and escrow conditions, as well as a two-year standstill and voting support provisions.
