Antler Gold Inc. has renegotiated terms of the agreement entered into in December 2019 (the “Original Agreement”) to acquire a 75% interest in a private company, the sole asset of which is exclusive exploration license 5455 (“EPL 5455”) in Namibia (the “Transaction”).
EPL 5455 measures 32.7 square kilometers and is located west of the town Usakos in the Erongo region of central Namibia. To date, in accordance with the terms of the Original Agreement, Antler made three cash payments in the total amount of C$100,000 and incurred the required exploration expenditures in the aggregate amount of C$200,000.
Under the terms of the Original Agreement, Antler was required to make a further cash payment of C$75,000 on December 18, 2021 (the “Final Cash Payment”) and to issue C$25,000 worth of common shares of Antler (“Antler Shares”) based on the 10-day volume weighted average price per common share immediately prior to December 18, 2021 in order to complete the acquisition.
Under the new terms of the Transaction, instead of the Final Cash Payment and the issuance of Antler Shares, Antler must make a cash payment of C$40,000 on or before January 31, 2022 (which has been paid) and a second cash payment of C$42,000 on or before January 31, 2023 to acquire its 75% interest.
Once Antler has acquired the 75% interest in the private company, it has the right to purchase the remaining 25% minority interest at the fair market value determined by a professional business valuator selected by Antler.
If Antler does not exercise its right to purchase the minority interest, all shareholders will contribute on a pro-rata basis to fund the company’s activities, including exploration expenditures. Should the minority shareholders be diluted below 10%, then their interest will automatically convert to a free carried 5% interest in EPL 5455 which Antler can purchase at a price to be determined by a professional selected by Antler using international best practices for evaluating mining assets.