Prospero Closes First Tranche of Private Placement Financing

 

Vancouver, British Columbia--(Newsfile Corp. - May 23, 2018) - Prospero Silver Corp. (TSXV: PSL) ("Prospero" or "The Company") is pleased to announce that on May 18, 2018, it completed a private placement of $517,479.98 which was previously announced on April 16, 2018. The Company also began the process of closing the second tranche today which it intends to close within the next five business days, for additional proceeds of approximately $495,000.

Bill Murray, the Chairman of Prospero commented: "With the closing of our private placement and the Fortuna warrant exercise, we will have received close to $1.9m in cash to continue first-pass drilling of three of our projects and other value added work to our existing project portfolio, and on-going marketing of the Company. We've got a busy drill schedule planned with Fortuna for 2018 and I'm looking forward to reporting on our drill results from Buenavista later this summer."

In consideration for the $517,479.98, Prospero issued 5,749,777 units (the "Units") at a price of $0.09 per Unit (the "Offering"). Each Unit consisted of one common share (a "Share") and one-half of a non-transferable common share purchase warrant (a "Warrant"). Each whole Warrant will entitle the holder thereof to purchase one additional Share at an exercise price of $0.16 per Share for two years, subject to an acceleration provision under which, if at any time after September 19, 2018, its common shares close at a price at or above $0.25 per share (as quoted on the TSX Venture Exchange or such other securities exchange on which the Company's shares are then quoted or listed for trading) for more than 20 consecutive trading days, Prospero may, within five days of the occurrence of the such acceleration event, provide notice (the "Notice") to the holders of the Warrants that the Warrants will expire early, namely 30 calendar days after the date of such notice. The net proceeds from the Offering will be used by Prospero for general working capital purposes, its generative exploration programs and exploration expenditures on its existing property portfolio in Mexico.

In connection with the Offering, Prospero entered into finder's fee agreements with Canaccord Genuity Corp. and Fidelity Clearing Canada ULC pursuant to which Prospero paid cash finder's fees aggregating a total of $1,575 and issued 17,500 warrants ("Finder's Warrants"). Each Finder's Warrant has the same terms as the Warrants issued under the Offering.

All securities issued in connection with the Offering will be subject to a hold period expiring September 19, 2018.

Fortuna Warrant Exercise

In addition, the Company reports that Fortuna Silver Mines Inc. exercised warrants to acquire 5,357,142 common shares. Consequently, the Company received $803,571.30. To the knowledge of the Company, Fortuna Silver Mines Inc. currently holds 10,714,284 shares, representing 22.7% of the Company's outstanding shares.

2018 Drill Program: Buenavista Project

Prospero's has authorised its drill contractor, Intercore, to mobilise to the Buenavista project in northern Durango. Mobilization is expected to take between 2-3 days. Information on the Buenavista project can be found on Prospero's website at:

http://www.prosperosilver.com/s/BuenavistaDurangoState.asp

A precious metal-bearing, structurally controlled vein system is centered on a rhyolite dome complex in in NW Durango, 270km northwest of Durango City. There are 2 main zones: the Buenavista vein and El Pajaro vein. Limited historic drilling returned best intersection of 2.37m @ 400g/t AG + 0.27g/t Au. Alteration at surface is high-level argillic suggestive of the presence of an epithermal deposit at depth, possibly hosted in Lower Volcanic Series andesites.

Between 1996 and 2008, 11 drill holes were completed at Buenavista to explore for relatively shallow mineralization. Highlights of these drill programs include:

• 2.37m of 400g/t Ag and 0.27g/t Au 100m in hole 96-1 in the Buenavista vein.
• 4.3m of 87g/t Ag and 0.08g/t Au in hole BE-04 including 245g/t Ag over 1.5m.
• 9.3m of 125g/t Ag and 0.35g/t Au in hole BE-05 including 276g/t Ag over 1.15m.
• 8.0m of 129g/t Ag and 0.07g/t Au in hole BE-06 including 206g/t Ag over 4.5m.

Prospero's field crews are currently completing channel sampling at the Pajaro zone and a structural geologist is expected on site shortly to conduct detailed structural mapping to assist in drill hole targetting.

Note that these results are historic in nature. Prospero has not yet completed the work required to verify them and as such they cannot be relied upon. However, the drilling and assay work was believed to have been carried out to a high standard.

Qualified Person

Tawn Albinson, M.Sc., President of the Company, is a Qualified Person, as defined in NI 43-101, and is responsible for the technical content of this news release. Mr. Albinson is a Member of the American Institute of Professional Geologists and a Certified Professional Geologist (CPG) No. 11368.

About Fortuna Silver Mines Inc.

Fortuna is a growth-oriented, precious metals producer focused on mining opportunities in Latin America. The company's primary assets are the Caylloma silver mine in southern Peru, the San Jose silver-gold mine in Mexico and the fully-permitted Lindero gold project in Argentina.

About Prospero Silver Corp.

Prospero is a Mexico-focused project generator listed on the TSX.V under the symbol PSL.V. Prospero's aim is to discover world-class precious metal projects in the major mineral belts of Mexico. The Company applies a unique blend of practical exploration experience, cutting-edge mineral deposit science, and an extensive knowledge of Mexico´s geology to find new gold and silver systems. Our exploration programs are run by a small but highly-focused geological team based in Mexico.

For further information please contact:

Ralph Rushton
Exec VP Business Development
Tel: 604 307 0055

William Murray
Chairman
Tel: 604 288 2553

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 Company's proposed use of proceeds and that the Company will complete a second tranche for proceeds of approximately $495,000. 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, possible accidents and other risks associated with mineral exploration operations, the risk that the Company will encounter unanticipated geological factors, the possibility that the Company may not be able to secure permitting and other governmental clearances necessary to carry out the Company's exploration plans, the risk that the Company will not be able to raise the additional funds in the future to continue to carry out its business plans, and the risk of political uncertainties and regulatory or legal changes that might interfere with the Company's business and prospects. 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 the securities 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 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.

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