Filing Details

CUSIP No. 051276103

 

1	NAMES OF REPORTING PERSONS
	Augusta Investments Inc.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☒
				(b)	☐
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
	Not Applicable
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	British Columbia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			44,075,115(1)
		8	SHARED VOTING POWER
			0
		9	SOLE DISPOSITIVE POWER
			44,075,115(1)
		10	SHARED DISPOSITIVE POWER
			0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	44,075,115(1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
	NOT APPLICABLE
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	42.05%(2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	CO

(1)   Includes 25,209,388 shares of common stock of the Issuer (the “Shares”) and warrants to purchase 18,865,727 Shares.

 

(2)   The percentages used herein are calculated based upon 85,959,753 outstanding shares of Augusta Gold Corp. as of May 8, 2023, plus 18,865,727 common shares in aggregate underlying convertible securities which are beneficially owned by Augusta Investments Inc. and included pursuant to Rule 13d-3(d)(1)(i) of the Act.

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Explanatory Note:

This Statement constitutes Amendment No. 5 (“Amendment No. 5”) to the Schedule 13D  originally filed with the Securities and Exchange Commission (“SEC”) on March 12, 2021 (the “Original Schedule 13D”), as amended through to the date hereof(the “Amended Schedule 13D”) with respect to the common stock of Augusta Gold Corp. (the “Issuer”), held by Augusta Investments Inc. (“Augusta Investments”) and Richard Warke (“Mr. Warke”).

This Schedule 13D supplements, amends and constitutes Amendment No. 7 to the Schedule 13D filed with the Commission by Augusta Investments on October 28, 2020, as amended through to the date hereof.

Richard Warke

Mr. Warke is the sole officer and director of Augusta Investments and exercises sole voting and dispositive power over its securities of the Issuer.  Therefore, Mr. Warke beneficially owns Warrants to purchase an additional 18,865,727 shares of Common Stock held by Augusta Investments and beneficially owns the 800,000 shares of Common Stock issuable upon exercise of the Option granted to him by the Issuer. Mr. Mr. Warke has sole voting power and sole dispositive power with respect to a total of 44,875,115 shares of Common Stock.

The aggregate amount of shares of Common Stock beneficially owned by Mr. Warke represents approximately 42.49% of the issued and outstanding shares of Common Stock of the Issuer as calculated for purposes of this Schedule 13D.

(i) Sole power to vote or to direct the vote: 44,875,115 shares of Common Stock.

(ii) Shared power to vote or to direct the vote: 0 shares.

(iii) Sole power to dispose or direct the disposition: 44,875,115 shares of Common Stock.

(iv) Shared power to dispose or direct the disposition: 0 shares.

Item 5(c) of the Amended Schedule 13D is hereby amended as follows: