Sponsored Small Cap News

$550 Million Buyout Paves Way for Prosper Gold

Sponsored Small Cap News > $550 Million Buyout Paves Way for Prosper Gold

Prosper Gold Drilling

The story we are about to tell you is unlike any you may have heard before. It’s a fascinating journey about the mining discovery of a lifetime, a way of life, incredible timing, friendship, perseverance and, of course, some luck.

Like Wayne Gretzky, Bill Gates and Warren Buffett, some stars reach the pinnacle of their craft due to more than hard work and raw talent; for some, everything has to go just right – from where they are born, even down to their exact year of birth.

dirk

 

Had Gretzky been born in Arizona or California, chances are, we wouldn’t refer to him as ‘The Great One’.

Gates’ timing is even more remarkable, as documented in the Outliers: The Story of Success by Malcolm Gladwell…

Of all the many schools in the country, Gates happened to attend Lakeside, a private school in Seattle with its own computer. This was exceptionally rare at the time, as Bloomberg explained:

“The Lakeside machine was one of a new generation of computers that shared processing power with a much larger computer downtown. That meant he could learn programming without being slowed by the laborious punch-card process used for computers just a year or two earlier.

Coincidence? Microsoft co-founder Paul Allen was born in 1953, Apple (AAPL) founder Steve Jobs in 1955, and Sun Microsystems (SUNW) founders Bill Joy and Scott McNealy in 1954.”

So, were these Silicon Valley icons a product of their environment and exceptional timing, or was it their extraordinary talent? The answer is both… however, without timing the opportunities would not have been there to capitalize on. The thesis of Malcom Gladwell’s best-selling book is that timing plays a massive role in success, particularly in certain industries at times when breakthroughs happen…

 

The Making of a Half-Billion-Dollar Buyout

 

This story begins in the 1970s when an emerging CEO, Peter Bernier, was a rambunctious kid playing at the lake about an hour outside of his hometown and famous mining district of Timmins, Ontario. Had Peter been from any other town, or summered at any other lake, you probably wouldn’t be reading this right now – and a blockbuster CAD$550 million-valued mining buyout may Peter Bernierhave never occurred…

You see, Peter Bernier’s father happened to be friends with John Larche. As summers flew by, with both families enjoying time at their nearby cabins at the lake, John Larche emerged as a Canadian mining legend for what he would discover 5 hours east of Timmins in Northern Ontario.

John was one of three prospectors credited with staking the celebrated Hemlo gold camp in northwestern Ontario in the late 1970s and early 1980s. For those unfamiliar, the Hemlo camp discovery sparked one of the great gold rushes in Canadian history, and the largest since the Klondike gold rush of the late-19th century. The famous promoter and financier Murray Pezim is best known for his role as one of the early funders who never gave up on the region.

Following the historic gold discovery by prospectors John Larche, Don McKinnon and Richard Hughes, an exploration rush and mining boom ensued at Hemlo. The first gold pour was in 1985, paving the way for three massive gold mines at Hemlo – Williams, David Bell and Golden Giant (the latter now closed). These world-class mines have produced more than 25 million ounces and counting.

While summering on the lake, Peter Bernier had first-hand access to the stories of Larche’s discovery; and they lit a fire in his belly…


In The Cards

One summer in the early 1980s, when Peter was just a teenager, he got his first job working for Larry Salo, who at the time was working for Don McKinnon (partners with John Larche), one of the prospectors credited with making the Hemlo discovery. Peter and about a dozen other young prospectors staked at least 30,000 claims under Salo’s tutelage. This vast amount would be impressive today with archived digital record-keeping and modern technology. However, in those days you had to stake each claim individually, making it a monstrous and impressive work program for the young prospectors.

Peter’s morning routine when he first started in the business often consisted of piling into Larry’s old beat up van and heading to camp in the White River area to stake claims around the famous Hemlo discovery. One morning while driving to work, the music in Larry’s van shut off. It was a long drive in, and nobody want to make the trek in silence. Peter volunteered his friend Jack Robert, another Timmins local, to help solve the problem. Jack Robert is known to be a bit of a music man, even back then, and had an old-school ghetto blaster that could be hooked up to the van. Problem solved…

Jack stayed on with Peter and the guys and became a fellow prospector soon after that chance morning; fast forward roughly 35 years, Jack ended up sharing the 2013 Ontario Prospector of the Year Award for his discovery at Probe Mines. But that is another story altogether… point is, birds of a feather flock together. Bernier made connections and friendships that would last a lifetime in those summers as a kid out staking claims during a historic period in Ontario’s mining history. The opportunities arising for these youths were a result of Larche’s discovery, and a product of impeccable timing.

dirk2
In preparation for this report, Pinnacle’s crew traveled to the historic mining town of Timmins, Ontario and the surrounding area.

 


The Path to Discovery

Peter Bernier’s path to making a major discovery was in the cards; he could just feel it. Success is contagious, and being around such prominent mining and exploration success from a young age inspired Peter to no end…

After witnessing the infinite potential and freedom life in the bush could offer, via the great success of the Larche family, and by being so close to the Hemlo discovery having worked to stake many of the subsequent claims in and around the area, Peter’s mind was made up at an early age. He dropped out of school before graduating from senior high, convinced that one day he would find his own Hemlo…

After nearly three decades of contract work, which ranged from staking claims to mineral exploration and project management, Peter Bernier had become a seasoned veteran of the industry. Still, something was missing. He had yet to find the next Hemlo or make his own, massive discovery – the purpose of his entire career, he explained to us.

Peter knew what his next step would be. He would need to find a partner with the geological know-how that far exceeded his own.

If he could find that person, he knew he would be ready to run his own company…

Peter Bernier’s Inaugural Deal: Richfield Ventures

 

Peter met Dr. Dirk Tempelman-Kluit in the mid-2000s, shortly after he retired from the GSC (geological survey of Canada). They met for the first time at Peter’s home in Quesnel; and after talking into the night about various plans and strategies for a copper project Peter needed him to write a report on, the two formed a partnership and never looked back.

According to Peter, what happened next would never have occurred without Dirk…Dirk - Prosper Gold

Richfield Ventures acquired its flagship gold asset in British Columbia in 2009. After roughly 23 months of aggressive exploration and development on the project, Richfield went from an unknown junior explorer to making a world-class discovery. Led by the partnership of Peter and Dirk, Richfield announced the initial mineral resource estimate for its flagship project (known as Blackwater) with its attributable share comprising 1.8 million ounces of indicated gold resources plus 2.0 million ounces of inferred gold resources.

And then Peter and his team made history… Richfield was bought out in 2011 by New Gold in an all-share deal valued at approximately CAD$550 million.

While it took Peter nearly 30 years to start his own company and make a world-class discovery, together with Dirk, he inevitably sparked a gold rush of his own as companies rushed to find similar deposits in the Nechako region of north-central British Columbia.

Richfield’s stock ran from pennies at inception to its final purchase price of CAD$10.38 per share by New Gold…fortunes were made. Timing. Perseverance. Connections. Upbringing. Geological expertise. Guts. Everything played a role in that historic success.

dirk4
Award Winning Team: Peter Bernier and Dirk Tempelman-Kluit were the 2011 AME BC Award recipients for Excellence in Prospecting and Mineral Exploration.

 

Bernier and Templeman-Kluit Working for Gold Discovery in 2016

 

Now, as gold sales for investment purposes hit all-time highs in the U.S., at a time when perennial bond investor Bill Gross warns his investors to buy gold, and billionaires including Jacob Rothschild talk of it being “impossible to predict the unintended consequences of very low interest rates,” Peter Bernier is back on the hunt to find his next gold discovery.

dirk5
The WGC commented that, “for the first time on record, investment has been the largest component of gold demand for two consecutive quarters,” adding that “this has been in no small part due to demand from Western investors across the spectrum, from retail to institutional and for bars, coins and ETFs.”

Peter’s new company, where he sits as Chairman, CEO and President, is Prosper Gold (PGX: TSX Venture). This is our new Featured Company – and we are shareholders…

 

Familiar Company

 

The similarities between Peter’s new deal and Richfield are evident. For starters, he brought with him almost the entire team from Richfield, including his partner and renowned geologist Dirk Tempelman-Kluit and other key advisors. That’s not all…

dirk6

Back in the late-2000s, Richfield began developing a copper porphyry in British Columbia, but received little interest from the market before switching to gold exploration. Prosper Gold was exploring the Star Porphyry Copper Gold Project, also located in B.C.; however, like Richfield, received little interest from the market. Again, similar to Richfield, Prosper Gold saw the winds of sentiment changing and announced on February 29, 2016 it secured the option to acquire a 100% interest in the historic Ashley Mine and surrounding claims in central Ontario, located in the Cadillac Larder Lake Fault area… knowing who Peter was, and his track record, this piqued our interest as it was right around the time gold plays began catching bids again.

 

Prosper Gold’s Flagship Asset

 

The past-producing Ashley Gold Mine is situated within the southwestern part of the Abitibi Greenstone Belt. This is one of the largest greenstone belts in the world, with historical production of approximately 160 million ounces of gold. The Ashley mine was in small-scale, relative to today’s standards, production during the early 1930s, and Prosper has an option to acquire a 100% interest in the project subject to a 3% Net Smelter Royalty…

 

Why now?

This past Tuesday, on September 6th, Prosper announced a 7,500 metre program to drill-test priority high-grade & bulk tonnage targets at its Ashley Gold Project.

Peter Bernier commented, “The Project is in the heart of one of Canada’s richest gold camps and has not seen adequate modern exploration in decades. Our team has been systematically exploring the Project for new discoveries and we are eager for results from our Phase 1 drill program.”

The targets were identified with soil sampling, airborne geophysical surveys & historical data compilation.Results are expected in the fourth quarter of 2016… hence the timing of our introduction.

Interestingly enough, the Ashley Gold Mine is located just a 1.5-hour drive south from Timmins, where Peter grew up. Peter has returned home to where his connections run deep and his mining career began… Just this past week, we made the trek out to Northern Ontario to see exactly what he has planned for Prosper this fall at the historic project…

dirk7
Pinnacle crew visits Prosper’s Ashley Gold Project: Prosper Gold’s drillers prepare to drill their first program of 7,500 metres

 

The company’s home base for the exploration and drilling season (which can go all-year) is on the banks of the Montreal River in the quiet town of Matachewan, Ontario, just a short 30-minute drive on a maintained government highway from the Ashley Gold Project.

 

The Land of Elephants

There is a well-known expression in the prospecting and exploration business which is, “the best place to find a new discovery is near the workings of an old one mine…”

The Ashley Gold Mine — a former producing gold mine back in the Depression-era — was only in production for a few years during the 30s (the mine was completely abandoned approximately three years after FDR passed the Gold Reserve Act of 1934), with output from the main vein of approximately 50,000 ounces during that time. The Ashley Gold Mine is in the same region as over half a dozen producing gold mines. It is located squarely in one of Canada’s most prolific gold producing regions, with the likes of Alamos Gold, Kirkland Lake Gold, St. Andrews Goldfields and Goldcorp (to name a few) all producing in the vicinity. Prosper’s past producing Ashley Gold Mine “is a narrow high-grade quartz vein similar to the lodes of the Porcupine and Kirkland Lake gold camps,” according to the company.

* The past producing Ashley Gold Mine is represented by the green dot. (note: the green dot is where highway 566 ends; the highway was built in the 1930s, specifically for the mine and is still maintained by the government to this day).

 

dirk8
Click to enlarge and view a higher definition image

Note: The past producing Ashley Gold Mine is located roughly 17 km west of Alamos’ Young-Davidson Mine and approximately 17 km east of Teck’s past producing Stairs Mine (not shown on the map above).

 

Ashley Gold Mine | High-Grade Historical Production | Massive Expansion Potential

 

Prosper Gold’s goal with Ashley is not to restart an old mine, but to target, discover and define a new large scale, high-grade gold deposit. High-grade, accessible, low-cost production potential is what the market demands today… On Tuesday, Prosper announced a 7,500m program to drill-test priority high-grade & bulk tonnage targets at the Ashley Gold Project. The company is drilling 24 hours per day right now.

To ink a deal for Ashley, which took place only a few months ago, Peter Bernier called an old friend… remember the music man they picked up in Pete’s boss’ old van back in the 80s mentioned earlier, Jack Robert? Well, he and Randall W. Salo (Larry Salo’s brother) and two other prospectors owned the claims to the old Ashley Gold Mine. If you remember, it was Larry (Randy’s older brother) who Peter first began staking claims for back in the early 80s. Peter was able to strike a deal with his two old friends and their partners for Ashley in February of this year. Below are the basic terms:

OPTION AGREEMENT WITH 4 PROSPECTORS (Randall W. Salo, Jacques E. Robert, David M. Lefort and Andrew D. McLellan)

*Prosper Gold Corp. will acquire 100% of the historic Ashley Gold Mine within 3 years

* Upon Prosper Gold Corp. acquiring an 100% interest the prospectors will retain a 3% NSR (2% buy-back option)

The exploration and cash payments are not excessive and back-loaded – typical, yet advantageous to the exploration company.

dirk9

The Ashley Mine produced 50,099 ounces of gold from 157,636 tons of ore (9.95 g/t) from the main Ashley vein between 1932 and 1937.

See page 7 of Prosper Gold’s corporate presentation for details of all its option agreements relating to the Ashley Gold Project – click here.

 

Scooping Up Land

 

The Ashley Claims (outlined in purple below) represent a percentage of the land Peter and his team have been acquiring (via option agreements) in recent months:

dirk10
Click to enlarge and view a higher definition image

 

Having the right to acquire a 100% interest in the past producing Ashley Gold Mine (excluding 3% NSR) and surrounding claims was not enough for Peter and Dirk. Prosper has hedged its bets, so to speak, by acquiring additional land options (4,795 hectares surrounding its optioned Ashley Gold Mine claims) and 2,235 hectares (outlined in yellow in the map above) contiguous to the Eastern edge of the Young Davidson claims (Alamos Gold’s Mine) in a *deal with Alexandria Minerals.

*See option details from March 1, 2016 press release titled,
“Prosper Gold Corp. Acquires Extensive Land Position Surrounding Recently Optioned High Grade Ashley Gold Mine & Young Davidson Mine Area-Ontario”

Prosper has not one, but multiple potential targets. All of the various claim blocks visible on the map above have been optioned or leased in 2016… this is a new story and it is developing quickly.

A Tale of Three Past Producing Mines

 

Similar to Prosper’s past-producing Ashley Gold Mine, the Young-Davidson Mine is also situated on not one, but two past producing mines; and, according to Alamos, it produced one million ounces from 1934-1957. Due to the close proximity, it’s worth reviewing this prolific asset…

Only 17km down the same road (Hwy 566) from Prosper’s Ashley Gold Project, Alamos’ Young-Davidson gold mine is one of Canada’s largest underground mines. With all-in sustaining costs of $825 an ounce and 170,000-180,000 ounces of production projected for 2016, it’s easy to see why this is such a prominent asset for the company.

dirk11
Passing Alamos’ Young-Davidson mine approximately 17km from Prosper’s Ashley Gold Project on our property visit this past week.

 

 

Prosper announced back in March that, “The Wydee option has several syenite bodies that resemble the Young-Davidson host rocks. A number of syenite bodies have been identified with coincident magnetic lows and will be systematically tested.”

Alamos describes the mineralization associated with its Young-Davidson Mine:

“Gold mineralization at Young-Davidson is associated with a syenite intrusive rock (a quartz granite). Within this syenite, the gold mineralization is associated with a stockwork of quartz veinlets and narrow quartz veins, rarely greater than a few centimetres thick that are within a broader halo of disseminated pyrite and potassic alteration. Historic mining demonstrated the continuity of mineralization from surface to a depth of approximately 500 metres.”

Prosper Gold is attempting to prove up its own continuity of mineralization this season. The drills are turning as you read this…

In total, Prosper Gold’s land position has swelled to approximately 9,813 hectares in recent months as it has inked deals for land around the historic Ashley Gold Mine and to the east, surrounding Alamos Gold’s active, high-grade gold mine…

dirk12
Click to enlarge and view a higher definition image

 

 

The Geologist Behind the Discovery

 

Thus far we’ve focused largely on Peter Bernier, his success at Richfield, vast network of connections and the origin of his career, which began in the wake of the Hemlo discovery. We’ve outlined the opportunity in Prosper Gold, its Ashley Gold Project, and its current hunt for elephants in the Abitibi Greenstone Belt, a region which boasts historic production of 160 million ounces of gold. Now, it’s time to learn more about the man Peter leans on to head up his exploration efforts, just like he did at Richfield…

When it comes to the actual discovery part of the puzzle, Peter credits the approach of Prosper’s head geologist, Dirk Tempelman-Kluit, more than anyone or anything else. Tempelman-Kluit has over 45 years experience in geology and was a former director of the Cordilleran Division of the Geological Survey of Canada before teaming up with Bernier in the mid-2000s. They formed Richfield together to focus on early-stage mineral projects and have never looked back.

The one-two punch of Peter and Dirk is explained in an article by Vivian Danielson:

“While examining historic exploration data on the Blackwater property in 2009, Tempelman-Kluit recognized the presence of widespread hydrothermal alteration in drill core photographs, suggesting potential for associated bulk gold mineralization within the system. With help from local connections, Bernier successfully acquired the key claims, including the vital Silver Quest property, and consolidated a land package over the entire target area. Tempelman-Kluit and Bernier then focused on raising funds for an exploration program. Early drilling results returned long continuous intersections of gold mineralization, validating the conceptual deposit model proposed by Tempelman-Kluit. By mid-2010, drilling had defined a significant bulk tonnage deposit. An initial resource estimate (indicated and inferred) containing 4.2 million ounces of gold was announced in March of 2011.”

 

Bernier and Tempelman-Kluit have proven they know how to get it done. Combined, they are one of the best one-two punches we have ever met in the exploration sector. As a speculative play, given the fact drilling began last week, anyone looking to roll the dice on Prosper Gold prior to results should be aware of the time – the company has announced they expect to release drill results in Q4. This is a key reason we are introducing the story to you now.

dirk13
Pinnacle crew visits Prosper’s Ashley Gold Project: At the Ashley Gold Project with VP Exploration Dirk Tempelman-Kluit by an exposed vein.

 

The Makings of a Potential Discovery in the Abitibi Greenstone Belt?

 

The highlights outlined by the company on its updated corporate presentation provide some possible targets for this season’s drill program:

Ashley Gold Projects Highlights:

* Claims follow Cadillac-Larder Lake Fault

* Claims extend East & West of Young-Davidson Mine

* Two surface bulk samples No. 1 Vein gave 10.93 tons of 1.405 oz Au/ton and 3.3 tons of 2.87 ounces Au/ton.

* 7 high grade vein gold targets

* Syenite bodies provide bulk tonnage gold targets (similar to the Young-Davidson Mine)

* Highway, logging road, and ATV access

source: Pg. 10 Prosper Gold corporate presentation

 

According to Prosper, the Ashley Gold Mine has not been properly explored in its near 80-year history. A few companies would come and drill in this place or that place, but none likely had the exploration expertise, money, understanding of the geology or the mineral and production information available to Prosper today. The last exploration that involved drilling on the project took place in 2002 – about 14 years ago. This was long before Alamos took its nearby mine into production (The Young-Davidson open pit mine achieved commercial production on September 1, 2012). Similar to Blackwater (Richfield’s flagship asset), many prospectors and mining companies have overlooked the Ashley Gold Mine and surrounding claims, perhaps writing it off as an unsolvable puzzle.

Prosper Gold last traded for CAD$0.31 per share… while the stock is up substantially from the lows of January (like virtually every other gold stock on the TSX Venture), it is not up much, if at all, when compared to where the company has completed the bulk of its financing in the past few years.

In October of 2013, concurrent with the Qualifying Transaction, Prosper completed a private placement of a total of 8,389,359 units at a price of CAD$0.35 for gross proceeds of CAD$2,936,275. The warrant, since expired, was set at CAD$0.60 per share. This was the first raise following the success of Richfield and its all-share buyout deal valued at approximately CAD$550 million by New Gold.

In May of 2014, Prosper Gold completed a private placement totaling 6,000,000 units at a price of CAD$0.50 for gross proceeds of CAD$3,000,000. Both Peter Bernier and Dirk Tempelman-Kluit took down a significant amount of that placement, acquiring 753,000 units and 600,000 respectively.

In March of this year, the company completed a small financing for gross proceeds of CAD$525,000 at a price of CAD$0.15 per unit with a warrant at CAD$0.25.

This past summer, Prosper completed a flow-through and non flow-through financing for gross proceeds of CAD$1,478,655 and CAD$1 million respectively. Flow-through was completed at CAD$0.30 per unit while the hard dollar financing was done at CAD$0.25. We participated in Prosper Gold’s flow-through financing this summer for our own investment purposes – we’ve bought a ticket to the show and are betting on this junior attempting to make a discovery… many of our biggest wins at Pinnacle came from discovery plays in the resource space.

“You miss 100% of the shots you don’t take”
– Wayne Gretzky

prosper gold drilling
*Pinnacle crew visits Prosper’s Ashley Gold Project: Driller setting up rig for Prosper’s first program, which commenced this past week.

 

Rounding out the Team

Prosper is not some light-weight junior mining company with a group of newbies at the helm. Having a management team that was bought out in a deal worth more than half a billion Canadian dollars will attract some attention and talent. One example can be found in Prosper Gold’s Director, Mr. Jason Hynes, who is currently Director of Business Development & Global Sales with Royal Gold Inc.

Royal Gold was founded in 1986 and has royalty claims on gold, silver, copper, lead and zinc at mines in over 20 countries. Mr. Hynes acted as financial advisor to Richfield Ventures where his knowledge and skill greatly contributed to the acquisition by New Gold in 2011. This is a sound director to have in-house, advising you on potential deals should a discovery be made.

Another Prosper board member is Mr. Jim Miller-Tait, P.Geo. Jim gave Peter one of his first line cutting jobs in B.C. way back in 1987 or 1988. He is presently the Exploration Manager for Imperial Metals. Imperial’s management team has been involved in construction and/or operation of seven mines, the majority in British Columbia. The company’s market cap is in excess of CAD$540 million and reported revenues of CAD$116.2 million in the quarter ending June 2016.

Finally, Mr. Thomas J. Obradovich was among Peter’s first employers. Peter worked for Tom when he was 18 years old staking claims all around the Kirkland Lake District and the region of Matachewan (southwestern region of the Abititi Greenstone Belt where Prosper’s Ashley Gold Project is located). Obradovich is an advisor of Prosper and has more than 30 years experience in mining exploration, development and financing. He was one of the key players behind Aurelian Resources which discovered the Fruta del Norte gold deposit in Ecuador and also co-founded Canadian Royalties Inc. which discovered and developed the Raglan South nickel belt. He acquired most of the Matachewan gold camp; and through a reverse takeover of Young-Davidson Mines Ltd., upgraded and doubled the resource which was subsequently acquired by Northgate Minerals in 2005. Tom is a graduate of the Haileybury School of Mines in mining technology and advanced field geophysics.

Not only is the company’s management team stacked, but its directors and advisors have a depth of experience and success few junior explorers can compete with.

We are biased towards Prosper Gold because they are an advertiser client and we participated in the company’s recently completed private placement for our own investment purposes. We may also increase our share position in the company following the release of this report. Please take responsibility for practicing your own thorough and independent due diligence. Learn about the risks associated with investing in small-cap resource companies of this nature. We don’t share in your profits or losses. Pick your spots…

 

Wrapping Up

This marks the initiation of our coverage on Prosper Gold (PGX: TSX Venture). With the announcement this past Tuesday that the company has commenced a 7,500 metre drilling program at the Ashley Gold Project, an asset which has not seen adequate modern exploration in decades yet lies in the heart of one of Canada’s richest gold camps, we felt now a prudent time to make the introduction. Drill results are expected in Q4. We will have further updates in regard to this story over the coming weeks as this award winning exploration team prepares to release those results…

dirk6

Peter Bernier has returned to the back-country near Timmins, back to where it all began. He grew up staking claims in an around the Timmins region roughly 35 years ago; he knows the area and has connections going back a lifetime in this province. And he’s seen his friends and peer group make millions from discoveries in this mineral-rich region of the world.

All the best with your investments,

 

PINNACLEDIGEST.COM

 

Prosper Gold Stock Information   

  • Stock symbol: PGX – trades on the TSX Venture
  • Stock price (CAD$): $0.31
  • 10-day avg. volume (approx): 45,700
  • Market capitalization (approx): CAD$13.7 million

Online Resources

VISIT PROSPER GOLD ONLINE

SEDAR FILINGS

Prosper’s Ashley Gold Project Presentation

dirk16
Click to view

 

Ore Photos from Ashley Mine

dirk-17

dirk-18

dirk-19
Click here to view more.

 

Disclosure, Risks Involved and Information on Forward Looking Statements:

Please read carefully before proceeding. THIS IS NOT INVESTMENT ADVICE. All statements in this report are to be checked and verified by the reader.

This report may contain technical or other inaccuracies, omissions, or typographical errors, for which Maximus Strategic Consulting Inc., owner of PinnacleDigest.com, assumes no responsibility.

Important: Our disclosure for this report on Prosper Gold Corp. applies to the date this report was released to our subscribers (September 11, 2016) and posted on our website. This disclaimer will never be updated, even after we have sold all of our shares of Prosper Gold Corp.

In all cases, interested parties should conduct their own investigation and analysis of Prosper Gold Corp. (“Prosper” or “Prosper Gold”), its assets and the information provided in this report.

Forward-Looking Statements:
All statements in this report, other than statements of historical fact should be considered forward-looking statements. These statements relate to future events or future performance. Forward-looking statements contained in this report regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. Undue reliance should not be placed on forward-looking statements because we can give no assurance that such expectations will prove to be correct.

All statements, other than statements of historical fact, included herein including, without limitation, statements about the planned exploration of the Ashley Gold project, are forward-looking statements. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause Prosper Gold’s actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following risks: the need for additional financing; operational risks associated with mineral exploration; fluctuations in commodity prices; title matters; environmental liability claims and insurance; reliance on key personnel; the potential for conflicts of interest among certain officers, directors or promoters with certain other projects; the absence of dividends; competition; dilution; the volatility of Prosper Gold’s common share price and volume and the additional risks identified in the management discussion and analysis section of Prosper’s interim and most recent annual financial statement or other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulations.

Forward-looking statements are often, but not always identified by the use of words such as “seek”, “anticipate”, “plan”, “aim”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “predict”, “potential”, “targeting”, “intend”, “could”, “might”, “should”, “believe”, “budget”, “scheduled”, and similar expressions. Much of this report is comprised of statements of projection.

Maximus Strategic Consulting Inc., owner of PinnacleDigest.com, expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

We caution all readers of this report that Prosper Gold Corp. has not completed a NI 43-101 compliant resource estimate or feasibility study on its Ashley Gold Project. Even if a discovery were made by Prosper Gold on the Ashley Gold Project, there is no certainty that it would be economically viable.

Risks and uncertainties respecting mineral exploration companies are generally disclosed in the annual financial or other filing documents of those and similar companies as filed with the relevant securities commissions, and should be reviewed by any reader of this report. In addition, with respect to any particular company, a number of risks relate to any statement of projection or forward statement.

Investors are cautioned not to consider investing in any company without looking at said company’s regulatory filings and financial statements. Every reader of this report should review Prosper Gold’s regulatory filings and financial statements (found at SEDAR).

We Are Not Financial Advisors:
PinnacleDigest.com is an online financial newsletter owned by Maximus Strategic Consulting Inc. We are focused on researching and marketing for resource and technology public companies. Nothing in this report should be construed as a solicitation to buy or sell any securities mentioned anywhere in this report (specifically in regard to Prosper Gold Corp.). This report is intended for informational and entertainment purposes only! The author of this report, and its publishers, bear no liability for losses and/or damages arising from the use of this report.

Be advised, Maximus Strategic Consulting Inc., PinnacleDigest.com and its employees/consultants are not a registered broker-dealer or financial advisors. Before investing in any securities, you should consult with your financial advisor and a registered broker-dealer.

Never, ever, make an investment based solely on what you read in an online newsletter, including Pinnacle Digest’s online newsletter, or internet bulletin board, especially if the investment involves a small, thinly-traded company that isn’t well known.

We Are Biased:
Most companies featured in the Pinnacle Digest newsletter, and on our website, are paying clients of ours (including Prosper Gold Corp. – details in this disclaimer). In many cases, we own shares in the companies we feature. For those reasons, please be aware that we are extremely biased in regards to the companies we write about and feature in our newsletter and on our website.

Because Prosper Gold Corp. has paid us CAD$50,000 plus gst to provide our online advertising and marketing services, and we (Maximus Strategic Consulting Inc.) own shares and warrants of the company, you must recognize the inherent conflict of interest involved that may influence our perspective on Prosper Gold; this is one reason why we stress that you conduct extensive due diligence as well as seek the advice of your financial advisor and a registered broker-dealer before investing in any securities mentioned in our reports.

Maximus Strategic Consulting Inc., owner of PinnacleDigest.com, its officers, directors, employees, and consultants shall not be liable for any damages, losses, or costs of any kind or type arising out of or in any way connected with the use of its products or services, including this report. Maximus Strategic Consulting Inc., owner of PinnacleDigest.com, its employees, consultants and affiliates are not responsible for any claims made by any of the mentioned companies or third party writers in this report. You should independently investigate and fully understand all risks before investing. We want to remind you again that PinnacleDigest.com is often paid editorial fees for its writing and the dissemination of material. The clients (including Prosper Gold Corp.) represented by PinnacleDigest.com are typically exploration-stage companies that pose a much higher risk to investors than established companies. When investing in speculative stocks of this nature, it is possible to lose your entire investment over time or even quickly.

Disclosure of Compensation and Stock Ownership:
Set forth below is our disclosure of compensation received from Prosper Gold Corp. and details of our stock ownership in the company as of September 11, 2016:

Maximus Strategic Consulting Inc., owner of PinnacleDigest.com, has been paid CAD$50,000 plus gst to provide online advertisement coverage for Prosper Gold Corp. for a pre-paid six month online marketing agreement. The company (Prosper Gold Corp.) has paid for this coverage. The coverage includes, but is not limited to, the creation and distribution of reports authored by PinnacleDigest.com about Prosper Gold Corp. (reports such as this one), as well as display advertisements and news distribution about the company on our website and in our newsletter. We (Maximus Strategic Consulting Inc.) participated in Prosper Gold’s recent private placement (see company press release from August 5, 2016 for details). In that private placement we purchased 165,000 flow-through units of Prosper Gold at $0.30 per unit. Each unit consists of one common share of Prosper Gold that qualifies as a “flow-through share” and one-half of one non-transferable non-flow through common share purchase warrant. All securities issued pursuant to the private placement are subject to a four month and one day hold period expiring on December 6, 2016. We (Maximus Strategic Consulting Inc.) intend to sell every share we own, as well as any shares we may purchase in the future, of Prosper Gold for our own profit. All shares we (Maximus Strategic Consulting Inc.) currently own or purchase in the future of Prosper Gold will be sold without notice to our subscribers. Please recognize that we benefit from price and trading volume increases in Prosper Gold. Please recognize that we are extremely biased when it comes to Prosper Gold.

PinnacleDigest.com’s past performance is not indicative of future results and should not be used as a reason to purchase any security mentioned in this report or on our website.

The past success of members of Prosper Gold’s management team and advisory team are not indicative of future results for Prosper Gold.

All information regarding Prosper Gold’s stock price and market cap was sourced from Quotemedia and the company’s website.

Cautionary Note Concerning Estimates of Inferred Resources:
This report and/or supportive documents used in the research process of this report use the term “Inferred Resources”. U.S. investors are advised that while this term is recognized and required by Canadian regulations, the Securities and Exchange Commission does not recognize it. “Inferred Resources” have a great amount of uncertainty as to their existence, and great uncertainty as to their economic and legal feasibility. It cannot be assumed that all or any part of an Inferred Resource will ever be upgraded to a higher category. Under Canadian rules, estimates of “Inferred Resources” may not form the basis of feasibility or other economic studies. U.S. investors are also cautioned not to assume that all or any part of an “Inferred Mineral Resource” exists, or is economically or legally mineable.

Mineral resources which are not mineral reserves do not have demonstrated economic viability. The estimate of mineral resources may be materially affected by environmental, permitting, legal, title, taxation, socio-political, marketing, or other relevant issues.

Maximus Strategic Consulting Inc. and PinnacleDigest.com (including its employees and consultants) are not chartered business valuators; the methods used by business valuators often cannot justify any trading price for most junior stock exchange listed companies. Prosper Gold Corp. is considered to be a junior stock exchange listed company.

Any decision to purchase or sell as a result of the opinions expressed in this report OR ON PinnacleDigest.com will be the full responsibility of the person authorizing such transaction, and should only be made after such person has consulted a registered financial advisor and conducted thorough due diligence.

Information in this report has been obtained from sources considered to be reliable, but we do not guarantee that it is accurate or complete. Our views and opinions regarding the companies we feature on PinnacleDigest.com and in this report are our own views and are based on information that we have received, which we assumed to be reliable. We do not guarantee that any of the companies mentioned in this report (specifically Prosper Gold Corp.) or on PinnacleDigest.com will perform as we expect, and any comparisons we have made to other companies may not be valid or come into effect.

To get an up to date account on any changes to our disclosure for Prosper Gold Corp. (which will change over time) view our full disclosure at the url listed here:  https://www.pinnacledigest.com/privacy-policy-terms-use-our-disclosure

Maximus Strategic Consulting Inc., owner of PinnacleDigest.com, does not undertake any obligation to publicly update or revise any statements made in this report.

Under no circumstances is this report allowed to be reposted, copied or redistributed without the express consent of Pinnacle Digest.

Learn how to protect yourself and become a more informed investor at www.investright.org

Trading in the securities of Prosper Gold Corp. should be considered highly speculative.


Pinnacle Stock Challenge