PROSPERO SILVER CORP. : http://www.prosperosilver.com/ : QwikReport

News Releases

#July 06, 2020
Prospero Silver Corp. Announces Effective Date For Share Consolidation

 
NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR DISSEMINATION IN THE UNITED STATES

July 6, 2020, Vancouver, B.C. -- Prospero Silver Corp. (TSX-V: PSL) (the "Company" or "Prospero") is pleased to announce that the previously disclosed proposed consolidation of the common shares of the Company on the basis of basis of ten (10) pre-consolidation Shares for one (1) post-consolidation Share (the "Consolidation") is expected to take effect on July 7, 2020 under new CUSIP number 743624306, subject to final acceptance by the TSX Venture Exchange. There will be no name change or trading symbol change in conjunction with the Consolidation.

Letters of transmittal will be mailed to the registered holders of the Company's common shares, requesting that they forward their pre-consolidation share certificates to the Company's transfer agent, Computershare Investor Services Inc., for exchange for new share certificates representing their common shares on a post-consolidation basis. No fractional shares will be issued in connection with the Consolidation.

Following the Consolidation, the total issued and outstanding common shares of the Company will be approximately 5,747,189, subject to treatment of fractional post-Consolidation Shares.

On behalf of the Board of Directors,

William Murray,
President, CEO and Director
Tel: 604 288 2553
Tel: +52 1 612 140 0751 (Mexico)

Forward-Looking Statement Cautions:

This news release contains certain "forward-looking statements" within the meaning of Canadian securities legislation, relating to, among other things, to effect a consolidation of the Company's Shares. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "aims," "potential," "goal," "objective," "prospective," and similar expressions, or that events or conditions "will," "would," "may," "can," "could" or "should" occur, or are those statements, which, by their nature, refer to future events. The Company cautions that forward- looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made and they involve a number of risks and uncertainties. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Except to the extent required by applicable securities laws and the policies of the TSX Venture Exchange, the Company undertakes no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change. Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include the possibility that the TSX Venture Exchange will not approve the proposed share consolidation, and that the Company may not be able to raise sufficient additional capital to continue its business. The reader is urged to refer to the Company's reports, publicly available through the Canadian Securities Administrators' System for Electronic Document Analysis and

Retrieval (SEDAR) at www.sedar.com for a more complete discussion of such risk factors and their potential effects.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The Company's securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

View news release in PDF format:
File: http://www.prosperosilver.com/i/pdf/2020-07-06_NR.pdf
 121 KB, approx. 23 seconds at 56.6Kbps
 
#June 29, 2020
Prospero Appoints Interim CFO

 June 29, 2020 -- Vancouver, B.C. - Prospero Silver Corp (TSX-V:PSL.V) (the "Company" or "Prospero") is pleased to announce that Grant Bosworth, a long-standing member of its board of directors, has agreed to accept appointment to the position of Interim Chief Financial Officer, filling the vacancy created by the previously announced resignation of David Huffer, pending the Company identifying a full-time replacement to join its management team. Mr. Bosworth has over thirty five years of experience in the minerals and mining, refinery/petrochemical and power generation industries. With extensive senior project management experience, he has guided the strategic positioning and growth of business units, while directing the business development function of major consulting firms.

For further information please contact:

William Murray Chairman
Tel: 604 288 2553

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

File: http://www.prosperosilver.com/i/pdf/2020-06-29-NR-PSL.pdf
 80 KB, approx. 16 seconds at 56.6Kbps
 
#June 10, 2020
Prospero Silver Corp. Proposes 10:1 Share Consolidation

 
NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR DISSEMINATION IN THE UNITED STATES

June 10, 2020, Vancouver, B.C. -- Prospero Silver Corp. (TSX-V: PSL) (the "Company" or "Prospero") announces that it is proposing to consolidate the outstanding common shares of the Company (the "Shares") on the basis of 10 (10) pre-consolidation Shares for one (1) post-consolidation Share (the "Consolidation").

Share Consolidation

Management and the Board of Directors has concluded that the Consolidation is necessary and in the best interests of the Company. The Board believes that the proposed share consolidation is necessary to facilitate new equity investment in the Company to finance continuing business activities and assist in its overall marketing efforts.

The Consolidation will not change a shareholder's proportionate ownership in the Company or the rights of holders of Shares. Each Share outstanding after the Consolidation will be entitled to one vote and will be fully paid and non-assessable. There will be no name change in conjunction with the Consolidation.

Under the terms of the proposed Consolidation, no fractional Shares will be issued as a result of the Consolidation as any fractional Shares created as a result of the Consolidation will be rounded up or down to the nearest whole number. There are currently 57,471,879 Shares issued and outstanding. Following the Consolidation, there will be approximately 5,747,188 Shares issued and outstanding, subject to treatment of fractional post-Consolidation Shares.

The Consolidation is subject to approval by the TSX Venture Exchange.

On behalf of the Board of Directors,

William Murray,
President, CEO and Director
Tel: 604 288 2553
Tel: +52 1 612 140 0751 (Mexico)

Forward-Looking Statement Cautions:

This news release contains certain "forward-looking statements" within the meaning of Canadian securities legislation, relating to, among other things, preliminary plans for a consolidation of the Company's Shares. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "aims," "potential," "goal," "objective," "prospective," and similar expressions, or that events or conditions "will," "would," "may," "can," "could" or "should" occur, or are those statements, which, by their nature, refer to future events. The Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made and they involve a number of risks and uncertainties. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.

Except to the extent required by applicable securities laws and the policies of the TSX Venture Exchange, the Company undertakes no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change. Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include the possibility that the TSX Venture Exchange will not approve the proposed share consolidation, and that the Company may not be able to raise sufficient additional capital to continue its business. The reader is urged to refer to the Company's reports, publicly available through the Canadian Securities Administrators' System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com for a more complete discussion of such risk factors and their potential effects.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The Company's securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

View news release in PDF format:
File: http://www.prosperosilver.com/i/pdf/2020-06-10 NR.pdf
 122 KB, approx. 24 seconds at 56.6Kbps
 
#March 30, 2020
Prospero Reports On Change Of Auditor

 March 30, 2020 -- Vancouver, B.C. - Prospero Silver Corp (TSX-V:PSL.V) (the "Company" or "Prospero") announces that, upon discovering a conflict of interest such that it is no longer sufficiently independent to serve as the Company's auditors for the fiscal year ending on December 31, 2019, Dale Matheson Carr-Hilton LaBonte LLP ("DMCL") have resigned as the Company's auditors as required by the BC Business Corporations Act, s. 208. In connection with its resignation, DMCL has confirmed to the Company that no "reportable event" (as defined under National Instrument 51-102 Continuous Disclosure Obligations ("NI 51-102") has occurred in connection with its engagement with the Company. The Company's directors have appointed Davidson & Company LLP to serve as auditors to fill the vacancy resulting from DMCL's resignation. As the change of auditors was required by the governing corporate legislation of the Company, and is not associated with any reportable event, the Company is relying on the exemption from certain disclosure formalities provided for under NI 51-102, ss. 4.11(3)(b).


For further information please contact:

William Murray
Chairman
Tel: 604 288 2553


Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.


View news release in PDF format:
File: http://www.prosperosilver.com/i/pdf/2020-03-30 NR.pdf
 69 KB, approx. 14 seconds at 56.6Kbps
 
#December 31, 2019
Prospero announces sale of Mexican subsidiary

 THIS RELEASE IS NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

December 31, 2019 - Vancouver, B.C. - Prospero Silver Corp. (TSXV:PSL; the "Company" or "Prospero") announces it has sold its Mexican subsidiary Minera Fumarola S.A. DE C.V. ("Fumarola") to an arm's length purchaser, Aquatio S.A. de C.V. ("Aquatio") of Jalisco State, Mexico.

A Special Committee of the Company's Board of Directors (the "Committee") was established after Fortuna Silver Mines Inc. terminated its option agreement to continue the development of, and earn an interest in, the Company's Pachuca SE Project (see the Company's news release dated September 28, 2019). The Committee's purpose was to review and consider the Company's future prospects given the current state of junior capital markets in Canada and its mining exploration activities in Mexico. The Committee concluded the best near-term alternative available to the Company was to shutter its current operations in order to preserve as much of its remaining working capital as possible while it seeks alternative business opportunities.

William Murray; Chairman and CEO of Prospero commented: "The Company has diligently pursued its mission as a project generator/explorer since its formation in 2010. However, exploration results to date, and the lack of available funding for exploration projects since 2011, have made it difficult to materially advance our projects and create sustainable shareholder value. In addition, the ever increasing cost to maintain our projects, and the growing regulations that have been imposed by the new Mexican administration on exploration companies, has made it necessary that we expeditiously consider any and all alternatives. For these reasons, management solicited offers to purchase or joint venture its properties. When these efforts did not meet with any success, the best alternative available to the Company was to dispose of or, if necessary, abandon the Company's Mexican subsidiary and its undertakings".

The Company's agreement with Aquatio included the sale of Fumarola for a cash purchase price of US$5,000, and assumption of all statutory liabilities and obligations of the subsidiary in Mexico, including property maintenance and abandonment, statutory employee severance, and tax obligations, estimated to aggregate to US$95,000. Aquatio is a Mexican financial services corporation, and is entirely at arm's length to the Company and its directors and officers. The terms of the agreement required that it complete by December 31, 2019, such timing being driven by the Company no longer being able to fund Fumarola's obligations and tax law considerations under Mexican tax law. The sale does not give rise to any commissions, finder's fees or other collateral payments by or to the Company, or to any of its directors and officers.

William Murray further commented: "We believe, after careful consideration, the agreement with Aquatio is in the best interests of all stakeholders. It preserves the Company's limited remaining working capital that will be required to maintain the Company's reporting obligations in good standing while we refocus our continuing efforts to create sustainable shareholder value. We intend, in due course, to review and consider new opportunities within and outside the mining industry.

We considered simply abandoning our Mexican subsidiary, but determined that doing so would have caused Prospero to incur additional expense, left statutory liabilities unpaid, and exposed directors and officers to personal liability. In the result, the Company's already challenging circumstances would have been aggravated by lingering uncertainties. This was not an easy matter for our board, but having assessed all these circumstances, we determined that this orderly sale of Fumarola was in the best interests of all stakeholders."

The Company received a TSX Venture Exchange (the "Exchange") conditional acceptance of the Fumarola disposition, but was unable to satisfy the Exchange requirement for a shareholder approval prior to the closing. Consequently, the Company has been advised by the Exchange that trading in the Company's shares will remain halted for an indefinite period of time, and the Company may be subject to a listing compliance review.

For further information please contact:

William Murray
Chairman & CEO
Tel: 604 288 2553
Tel: +52 1 612 140 0751 (Mexico)

Forward-Looking Statement Cautions:

This press release contains certain "forward-looking statements" within the meaning of Canadian securities legislation, relating to, among other things, the completion of the sale of the Company's subsidiary Fumarola and the Company's intention to review and consider new opportunities within and outside the mining industry. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "aims," "potential," "goal," "objective," "prospective," and similar expressions, or that events or conditions "will," "would," "may," "can," "could" or "should" occur, or are those statements, which, by their nature, refer to future events. The Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made and they involve a number of risks and uncertainties. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Except to the extent required by applicable securities laws and the policies of the TSX Venture Exchange, the Company undertakes no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change. Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include, the risk that: the Company may not be able to raise the additional working capital necessary to maintain itself while it continues to seek new business opportunities, or to exploit any available new business opportunities; the Company may not be successful in identifying any suitable new business; the Company may not be able to meet with the requirements resulting from the contemplated TSX Venture Exchange compliance review of the Company's listing; and the sale of Fumarola without shareholder approval may result in the Company being delisted from the TSX Venture Exchange or having its listing demoted to the NEX board. The reader is urged to refer to the Company's reports, publicly available through the Canadian Securities Administrators' System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com for a more complete discussion of such risk factors and their potential effects.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The Company's securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
 

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