Antler Gold Announces Binding Letter Agreement to Acquire Greenfields Rare Earth Project in Zambia and Private Placement Financing of Units

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[{"type":"text","content":"Antler Gold Announces Binding Letter Agreement to Acquire Greenfields Rare Earth Project in Zambia and Private Placement Financing of UnitsHalifax, Nova Scotia--(Newsfile Corp. - August 6, 2021) - Antler Gold Inc. (TSXV: ANTL) (\"Antler\" or the \"Company\") is pleased to announce it has entered into a binding letter agreement with an arm's length vendor (the \"Vendor\") to acquire a greenfields rare earth project (the \"Project\") in Zambia (\"Agreement\"). The Company also announces a non-brokered private placement financing to raise gross proceeds of $500,000 from the sale of 5,000,000 units of the Company (the \"Units\") priced at $0.10 per Unit (the \"Financing\").The Project being acquired from the Vendor is a carbonatite which was first identified in the 1960's in the Kafue district in southern Zambia. The Project is located within the Vendor's currently held mineral license. Under the Agreement, Antler has the right to create a new license and to transfer it into a newly incorporated joint venture entity (\"Newco\") once certain terms and conditions are met, including (i) a payment of C$5,000 to the Vendor on signing of the Agreement, (ii) C$25,000 of exploration work in respect of the Project within 6 months of expiration of the 30 day due diligence period commencing on the date of the Agreement, and (iii) an additional C$10,000 payment to the Vendor should Antler decide to proceed to establish a joint venture with the Vendor and transfer the license to Newco. Terms of the proposed joint venture between Antler and the Vendor will include, among other things, an initial 75% interest for Antler and 25% for the Vendor in Newco. Antler will act as the operator of the Project and each party will be expected to contribute its proportionate share of exploration expenditures in respect of the Project. In the event that either party's interest in Newco is diluted to 10% or less, that party's interest will automatically be converted into a 5% carried interest.Antler also announces the Financing to raise gross proceeds of C$500,000 by the sale of 5,000,000 Units at a price of $0.10 per Unit. Each Unit will consist of one common share of Antler (a \"Common Share\") and one half of one common share purchase warrant (each whole warrant, a \"Warrant\"). Each Warrant will be exercisable to purchase one common share of Antler ...

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