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6-K

Almaden Minerals Ltd (AAUAF)

6-K 2021-03-19 For: 2021-03-18
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Added on April 10, 2026
UNITED STATES<br><br> <br>SECURITIES AND EXCHANGE COMMISSION<br><br> <br>Washington, D.C. 20549<br><br> <br><br><br> <br>___________________<br><br> <br>Form 6-K<br><br> <br><br><br> <br><br><br> <br>REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934<br><br> <br><br><br> <br>For the month of March 2021<br><br> <br><br><br> <br>Commission File Number: 001-39918<br><br> <br><br><br> <br>___________________<br><br> <br><br><br> <br>Almaden Minerals Ltd.<br><br> <br>(Translation of registrant's name into English)<br><br> <br><br><br> <br>Suite 210 - 1333 Johnston Street<br><br> <br>Vancouver, BC V6H 3R9<br><br> <br>Canada<br><br> <br>(Address of principal executive offices)<br><br> <br>___________________<br><br> <br><br><br> <br><br><br> <br>Indicate by check mark whether the registrant files or will file annual reports under<br> cover of Form 20-F or Form 40-F.<br><br> <br>Form 20-F ☑                        Form<br>40-F ☐<br><br> <br><br><br> <br>Indicate by check mark if the registrant is submitting the Form 6-K in paper<br>as permitted by Regulation S-T Rule 101(b)(1) ☐<br><br> <br><br><br> <br>Indicate by check mark if the registrant is submitting the Form 6-K in paper<br>as permitted by Regulation S-T Rule 101(b)(7) ☐<br><br> <br><br><br> <br>****

INCORPORATION BY REFERENCE


This Form 6-K is hereby incorporated by reference as an exhibit to the Registration Statement on Form F-10 of Almaden Minerals Ltd. (File No. 333-252171).


DOCUMENTS FILED AS PART OF THIS FORM 6-K

Exhibit Description
99.1 Material Change Report, dated March 18, 2021

SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ALMADEN MINERALS LTD.
Date: March 18, 2021
By: /s/ Douglas McDonald
Name: Douglas McDonald
Title: Vice President

Exhibit 99.1

FORM 51-102F3

MATERIAL CHANGE REPORT

ITEM 1. Name and Address of Company

Almaden Minerals Ltd. (“Almaden” or the “Company”)

210 - 1333 Johnson Street

Vancouver, British Columbia

V6H 3R9

ITEM 2. Date of Material Change

March 16, 2021

ITEM 3. News Release

A news release was issued and disseminated via GLOBE NEWSWIRE by the Company on March 16, 2021.

ITEM 4. Summary of Material Change

On March 16, 2021, Almaden announced that it had entered into definitive agreements with institutional investors for the purchase and sale of 15,846,154 common shares and warrants to purchase up to 7,923,077 common shares at a combined purchase price of US$0.65 per common share for aggregate gross proceeds of US$10.3 million in a registered direct offering. The warrants are immediately exercisable, have an exercise price of US$0.80 per common share and will expire three years from the date of issuance. The closing of the offering occurred on March 18, 2021.

ITEM 5. Full Description of Material Change

On March 16, 2021, Almaden announced that it had entered into definitive agreements with institutional investors for the purchase and sale of 15,846,154 common shares and warrants to purchase up to 7,923,077 common shares at a combined purchase price of US$0.65 per common share for aggregate gross proceeds of US$10.3 million in a registered direct offering. The warrants are immediately exercisable, have an exercise price of US$0.80 per common share and will expire three years from the date of issuance. The closing of the offering occurred on March 18, 2021.

A.G.P./Alliance Global Partners acted as sole placement agent for the offering.

The Company intends to use the majority of the net proceeds of the offering for preparation and submission of applications for permits required to commence construction of the Ixtaca project, additional engineering work, exploration activities, legal and consulting costs, and for general working capital purposes.

For the purposes of TSX approval, the Company relied on the exemption set forth in Section 602.1 of the TSX Company Manual, which provides that the TSX will not apply its standards to certain transactions involving eligible interlisted issuers on a recognized exchange.

ITEM 5.2. Disclosure of Restructuring Transactions

Not applicable.

ITEM 6. Reliance on Subsection 7.1(2) of National Instrument 51-102

Not applicable.

ITEM 7. Omitted Information

There are no significant facts required to be disclosed herein which have been omitted.

ITEM 8. Executive Officer

For further information, please contact:

Douglas McDonald, VP Corporate Development

(604) 689-7644

info@almadenminerals.com

ITEM 9. Date of Report

March 18, 2021

CAUTIONARY NOTE REGARDINGFORWARD-LOOKING STATEMENTS

Certain of the statements and information in this material changereport constitute “forward-looking statements” within the meaning of the United States Private Securities LitigationReform Act of 1995 and “forward-looking information” within the meaning of applicable Canadian provincial securitieslaws. All statements, other than statements of historical fact, are forward-looking statements or information. Forward-lookingstatements or information in this material change report relate to, among other things: the use of the net proceeds from the offering.

These forward-looking statements and information reflect theCompany’s current views with respect to future events and are necessarily based upon a number of assumptions, including assumptionsin respect of Almaden’s financial position, that, while considered reasonable by the Company, are inherently subject to significantlegal, regulatory, business, operational and economic uncertainties and contingencies, and such uncertainty generally increaseswith longer-term forecasts and outlook. These assumptions include: stability and predictability in Mexico’s mineral tenure,mining, environmental and agrarian laws and regulations, as well as their application and judicial decisions thereon; continuedrespect for the rule of law in Mexico; prices for gold, silver and base metals remaining as estimated; currency exchange ratesremaining as estimated; availability of funds; capital, decommissioning and reclamation estimates; mineral reserve and resourceestimates; prices for energy inputs, labour, materials, supplies and services (including transportation); no labour-related disruptions;all necessary permits, licenses and regulatory approvals being received in a timely manner; the ability to secure and maintaintitle and ownership to properties and the surface rights necessary for operations; community support in the Ixtaca Project; andthe ability to comply with environmental, health and safety laws. The foregoing list of assumptions is not exhaustive.

The Company cautions the reader that forward-looking statementsand information involve known and unknown risks, uncertainties and other factors that may cause actual results and developmentsto differ materially from those expressed or implied by such forward-looking statements or information contained in this materialchange report. Such risks and other factors include, among others, risks related to: political risk in Mexico; crime and violencein Mexico; corruption; environmental risks, including environmental matters under Mexican laws and regulations; impact of environmentalimpact assessment requirements on the Company’s planned exploration and development activities on the Ixtaca Project; certaintyof mineral title and the outcome of litigation; community relations; governmental regulations and the ability to obtain necessarylicences and permits; risks related to mineral properties being subject to prior unregistered agreements, transfers or claims andother defects in title; changes in mining, environmental or agrarian laws and regulations and changes in the application of standardspursuant to existing laws and regulations which may increase costs of doing business and restrict operations; as well as thosefactors discussed the section entitled "Risk Factors" in Almaden's Annual Information Form and Almaden's latest Form20-F on file with the United States Securities and Exchange Commission in Washington, D.C. Although the Company has attempted toidentify important factors that could affect the Company and may cause actual actions, events or results to differ materially fromthose described in forward-looking statements or information, there may be other factors that cause actions, events or resultsnot to be as anticipated, estimated or intended. There can be no assurance that our forward-looking statements or information willprove to be accurate. Accordingly, readers should not place undue reliance on forwardlooking statements or information. Exceptas required by law, the Company does not assume any obligation to release publicly any revisions to on forward-looking statementsor information contained in this material change report to reflect events or circumstances after the date hereof or to reflectthe occurrence of unanticipated events.