ATHENA SILVER CORPORATION (OTCMKTS:AHNR) Files An 8-K Entry into a Material Definitive Agreement

ATHENA SILVER CORPORATION (OTCMKTS:AHNR) Files An 8-K Entry into a Material Definitive Agreement
ITEM 1.01

On August 3, 2020 Athena Silver Corporation, a Delaware corporation (“Athena”) signed a Twelfth Allonge and Modification Agreement (“Modification”) with John D. Gibbs, Lender, to be effective as of June 30, 2020. The Modification extends the maturity date of the loan to September 30, 2020. A copy of the Modification is filed herewith as Exhibit 10.1.

Effective August 21, 2020 Athena executed and entered into a binding letter of intent (“LOI”) with Nubian Resources Ltd. (“Nubian”) (TSX VENTURE: NBR) to which Athena was granted an option to acquire Nubian’s Excelsior Springs exploration project located in Esmeralda County, Nevada, USA (“Excelsior Springs” or the “Property”). Nubian will retain a 1% NSR on the Property and Athena will have the right to purchase 0.5% for $500,000 and the remaining 0.5% at fair market value. Upon execution of a definitive agreement, Athena will issue to Nubian an aggregate of 50 million shares of Athena common stock as the primary consideration of the purchase. The completion of the transaction is conditional upon Nubian obtaining the prior approval of the transaction from the TSX Venture Exchange (the “TSXV”) and any other conditions and approvals required under the LOI and applicable laws. A copy of the LOI is filed herewith as Exhibit 10.2.

On August 31, 2020, Athena issued a press release announcing the execution of the LOI. A copy of the press release is filed herewith as Exhibit 99.1

The information in this Current Report on Form 8-K furnished 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 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

10.1 Twelfth Allonge and Modification Agreement
10.2 Letter of Intent dated August 21, 2020
99.1 Press Release


ATHENA SILVER CORP Exhibit
EX-10.1 2 athena_8k-ex1001.htm TWELFTH ALLONGE AND MODIFICATION AGREEMENT Exhibit 10.1   TWELFTH ALLONGE AND MODIFICATION AGREEMENT   This TWELFTH ALLONGE AND MODIFICATION AGREEMENT ("Modification") effective on the 30th day of June,…
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About ATHENA SILVER CORPORATION (OTCMKTS:AHNR)

Athena Silver Corporation is an exploration-stage company. The Company is engaged in the acquisition and exploration of mineral resources. It is focused on evaluation of the Langtry Property, including the acquisition of additional mineral rights and additional exploration, development and permitting activities. The Langtry Property is located in the Calico Mining District, San Bernardino County, California. The Langtry Project covers approximately 1,200 acres and consists of over 20 lode mining claims and over 40 lode mining claims. The Lease/Option also includes over two mining claims in the Calico Mining District known as the Lilly #10 and Quad Deuce XIII. It has approximately 160 acres of land (Castle Rock), which is located in the eastern Calico Mining District, San Bernardino County, California. The Company’s subsidiary, Athena Minerals, Inc., owns and operates its mining interests. It has approximately 660 acres of land (Section 13 Property) near the Lava Beds Mining District.

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