Antler Gold Inc. has received shareholder and regulatory approval for an amended US$11.5 million (N$200 million) agreement with Fortress Asset Management LLC (Fortress) concerning the Erongo Central Gold Project in Namibia.
Under the revised terms, Antler will transfer an 80% equity interest in the project to Fortress in exchange for US$800,000 in cash, payable within 10 business days after FortressCo—a Fortress-controlled entity—becomes publicly listed.
Additionally, Antler will receive C$4.11 million in FortressCo shares before the listing.
Fortress retains the option to acquire the remaining 20% stake within three years for US$1.7 million, with at least 50% of the payment in cash and the balance in FortressCo shares.
Antler Gold CEO Christopher Drysdale described the approvals as a “significant milestone,” highlighting that the revised deal enhances financial flexibility while preserving Antler’s long-term interests through a 2% net smelter return royalty with no buyback provisions.
“Securing TSX Venture Exchange approval for the Amending Agreement, along with shareholder approval, is a significant milestone for the company. The enhanced upfront payment structure provides Antler with the financial flexibility to advance other strategic opportunities in Namibia and beyond while maintaining a royalty interest for future upside,” Drysdale said.
The amended agreement, signed on December 5, 2024, replaces the original agreement dated September 18, 2024, which stipulated a staged earn-in requiring Fortress to invest US$6 million over three years for up to 100% project ownership valued at US$5.5 million.
To ensure operational continuity, Antler will remain the operator of the project for an initial 24-month period following the transaction.
The Erongo Gold Project spans 19,514.44 hectares across four active Exclusive Prospecting Licences and one application within Namibia’s Damara Belt, near the Twin Hills Gold Project and the Navachab Gold Mine.
