Par Chad Williams - Red Cloud Klondike Strike Inc. Redéfinir les investissements miniers – Le sociofinancement par actions, solution efficace de mobilisation de capitaux pour les petites sociétés minières

1. Presented by Chad Williams

2. disclaimer
page
02
The material in this presentation has been prepared by Red Cloud Klondike Strike Inc. (“Red Cloud”) and is
general background information current as at the date of this presentation. This information is given in summary
form and does not purport to be complete. Red Cloud believes that the information provided is reliable, however,
it does not warrant that it is accurate and persons relying on the information do so at their own risk. Any opinions
or analysis contained in this publication may be subject to change and Red Cloud does not undertake to advise
the reader of such changes. Information in this presentation should not be considered as advice or a
recommendation to investors or potential investors in relation to holding, purchasing or selling securities or
other financial products or instruments and does not take into account your particular investment objectives,
financial situation or needs. Before acting on any information you should consider the appropriateness of the
information having regard to these matters, any relevant offer document and in particular, you should seek
independent financial advice. All securities and financial product or instrument transactions involve risks, which
include (among others) the risk of adverse or unanticipated market, financial or political developments and, in
international transactions, currency risk.
Red Cloud Klondike Strike Inc. is registered as an Exempt Market Dealer in Canada. Although Red Cloud has an
association with North Capital, a FINRA registered broker/dealer, US investors are not yet permitted to
participate in offerings posted on the platform.

3. equity crowd funding for mining:
key take-aways
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03
The internet has changed everything – it’s even started changing
the way mining companies issue securities
Crowd funding (i.e. the online issuance of securities) is a win, not
a threat, for issuers, investors, capital providers, and regulators
Demographic changes will create increased demand by investors
for online products

4. the redcloudks
service matrix: dedicated to mining
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04
• Deal & Non-Deal
Roadshows
• Investor Updates
• Institutional & Retail
• Investor Feedback
• Conferences
• Themed Lunch
Presentations
• Media Relationships
• Site Visits & Corporate
Events
• Conventional Equity
Financing
• Equity Crowdfunding
• Non-Traditional Debt
• Equity Syndicate
Management
• Strategic Corporate
Introductions
• Private Equity
• Alternative Financing
Options
• Corporate Strategy
• Press Release
Messaging
• Corporate
Presentations
• Comparable Company
Analysis
• Board Meeting
Preparation
• People Search
• Idea Generation
• Project Screening
• Pro-Forma
Analysis
• No-Names
Inquiries
• Transaction
Support
• Asset Divestiture
marketing strategyfinancing m & a ideas
“RCKS Talk”
• Mining Focused
• Unique Investment
Ideas
• Timely Updates
• Company, Industry, &
Commodity Analysis

5. definition
page
05
Equity Based Regulated Crowdfunding:
Is the aggregation of small amounts of
capital from a large number of people made
possible via the internet in order to fund a
business

6. different types
of crowdfunding
Contributors receive a predefined service or
product in return for their contribution.
Reward
01
Investors are repaid with interest for their
investment over a period of time.
Lending
03
Funds are collected for a publicly disclosed
initiative but there is no financial return.
Donation
02
Investors receive securities in a company.
Regulated
04

7. online investing
Is global have equity crowdfunding portals.
+17 countries
Source: http://www.cnbc.com/id/102590451, Marketwired.com-”Crowdfunding Market Grows 167% in 2014”
* Crowdfunding is a blanket term used to categorize and group different forms of online financing platforms

8. reshaping mining investment:
online investment platform
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08
01Investors get access
02Issuers get access
03Due diligence by professionals
04Change and innovation
05Exempt market dealer
06Always free for investors

9. regulatory environment: united
states
page
09
Jumpstart Our Business Startups (JOBS) Act, Obama signs into law Apr. 2012
JOBS Act - Title II, Sept 2013: allows public advertising, but only accredited investors
JOBS Act - Title III, May 2016:
• Accredited & non-accredited investors
• Issuers may raise USD $1M in 12 month period
• Must use funding portals –regulated by SEC and FINRA
USA tangled in state rules on top of federal exemptions, but feds have power to override
states in certain situations.
Fix Crowdfunding Act (HR 4855), proposed to fix 5 issues with Title III rules
• Passed in June 2016, but heavily amended.
• No change approved with respect to issuer/investor caps, potential portal liability
and/or the ability of issuers to test the waters
.

10. regulatory environment:
canada
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010
Crowdfunding Exemptions are not harmonized and vary considerably
No national securities regulator – everything managed at provincial level
Two crowdfunding specific exemptions:
• Start-Up Crowdfunding Exemption (May 2015 – BC, SK, MB, QU, NB, and NS)
• Integrated Crowdfunding Exemption (Jan. 2016 - MB, ON, QU, NB, and NS)
Offering memorandum exemption NI 45-106, permits via equity crowd funding platforms:
• Non-accredited investment of CAD $2.5K (single), $10K (annual)

11. fresh investor
potential
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11
25.5 M
1.4 M
Non-Accredited Invstors Accredited Invstors
 20X more non-accredited than
accredited investors.
 Traditional financing methods focus
only on a small subset (friends &
insiders) of the accredited group.
Example: Canada
RedCloud KS
Traditional Financings
(number of
individuals)

12. equity crowdfunding platforms:
challenges
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012
*Must change habits
*Highly regulated environment
*New platform/technology

13. recent statistics
united states crowd funding: Q1/2016
page
013
82 campaigns were filed with the SEC and $7.2 million of capital was
committed
On average, each campaign has 145 backers (investors) investing $810 which is
10X donation/reward
Number of days to reach $1 million has fallen from mid 20s to 8
Median offering is $50,000
Top capital committed by sector:
• Wine & Spirits
• Tech Hardware
• Entertainment/media
• Food/Beverage
• Real Estate
Source: CrowdCapAdviser

14. innovation
& technology adoption
page
014
• Rate of technological change has
accelerated drastically in 100
years
• Emergence of internet, social
networking platforms, viral
messaging drive acceleration

15. shifting
demographics
page
015
Digital Natives
• Often called ‘millennials’
• Children raised in a digital, media-saturated world
• ‘Native speakers’ of the digital language of
computers, viral video, social media and other
online platforms
Digital Immigrants
• In North America, those born prior to 1980
• Find it difficult to keep up with speed of
technology adoption
Digital Intermediates
• Middle ground
• Started using digital technology in their teens
The time required to train each category on new technology is about the same

16. shifting
demographics
page
016
52%
7%
28%
13%
23%
15%
46%
16%
0%
10%
20%
30%
40%
50%
60%
Cash Fixed Income Stocks Other
Millennials Non-Millennials
17%
10%
6%
2%
47%
30%
13%
4%
0%
5%
10%
15%
20%
25%
30%
35%
40%
45%
50%
Millennials Gen-X Boomers Other
Have given Likely to give
millennials are largest group
yet more likely to participate in online financing
Participation in crowdfunding
and similar online financing
platforms
(next 12 months)
Source: Goldman Sachs, Gallup
36
105
60
75
12
0
20
40
60
80
100
120
1>10 11>35 36>50 51>70 71>76
Age
Homeland
Generation
(2005 >Present)
Millions
Millennials
(1980 >2004)
Generation X
(1965 >1980)
Baby Boomers
(1945 >1964)
Silent Generation
(1945 >1964)but are less invested in stocks

17. Register
as an investor
Financing Closes
when the indicated minimum or maximum
investment has been reached
Browse & Research
posted opportunities
Initiate Investment
in a selected opportunity
investors
how it works: 24/7
Complete
online investment form
Money Is Transferred
and held in trust until the deal closes
Documents Delivered
share certificates are distributed to
each investor

18. Register
as an issuer
Financing Closes
when the minimum or maximum
investment set is reached or
when chosen for alternative
reasons
Documents
Gathering/Upload
Due Diligence
Review
issuer
how it works: 24/7
Legal Docs
Marketing
social media, corporate materials,
road shows
Money Transferred
To Issuer
the money is transferred to the
company, minus transaction fees,
and share certificates are delivered
to new shareholders
Launch Financing
will be posted on the platform for
30-90 days

19. sample recent mandates
page
019
C$3.6 million
Dec 2015
Broker
on flow-through
financing
C$7.5 million
Feb 2016
Strategic Advisor
on acquisition of
Salt Lake Mining Ltd.
C$20 million
Sept 2015
Strategic Advisor
on acquisition of
Temex Resources Corp.
C$31.6 million
Apr 2015
Strategic Advisor
on acquisition of
Soltoro Ltd.
C$38.5 million
Jan 2015
Strategic Advisor
on bought deal financing
+ 12 additional deals with an
aggregate value of over $1.5
billion.
C$10.8M
Apr 2016
Co-Lead
on financing
US$10.6M
Jan 2016
Strategic Advisor
on financing
C$40.0M
Feb 2016
Strategic Advisor
Option Agreement
with BHP Billiton Ltd.
Undisclosed
2016
Strategic Advisor
on M&A
C$0.4M
May 2016
Lead
on financing
C$2.2M
Jun 2016
Co-Lead
on financing
C$2.3M
Jun 2016
Selling Agent
on financing
C$2.3M
Jun 2016
Lead Selling Agent
on financing
C$0.8M
Jun 2016
Lead
on bridge loan
C$2.0M
Jul 2016
Lead Selling Agent
on financing
C$7.7M
Aug 2016
Lead Selling Agent
on bought deal
C$3.0M
Aug 2016
Selling Agent
on financing
C$1.0M
Aug 2016
Lead Selling Agent
on financing

20. conclusions
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020
Mining companies have started to issue securities online
The online issuance of securities is a positive for the entire
mining ecosystem
Demographics will drive increased demand for online
products

21. our
contacts
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21
address
79 Wellington St. W.
Suite 1630,
PO Box 148, Toronto ON.,
M5K 1H1
come visit us!
online
www.RedCloudKS.com
Info@RedCloudKS.com
Red Cloud Klondike Strike Inc. is an exempt market dealer focused on providing unique and innovative financing
alternatives, growth opportunities, and market exposure for select mining companies.
The Red Cloud Klondike Strike Inc. team has a mix of technical and financial expertise with over 100 cumulative
years of combined mining and corporate finance experience. Working as an extension of management, the Red
Cloud Klondike Strike Inc. team uses its global network of mining and capital markets professionals and
extensive in-house experience in the many facets of the mining business to help companies identify sources of
capital and quality actionable merger, acquisition and divestiture opportunities, and to generate and maintain
important relationships with key investors.
Red Cloud Klondike Strike Inc.’s signature online investment platform offers a unique alternative method of
accessing capital for mining companies. It enables investors to directly participate in security offerings of
companies selected by RedCloudKS’ experienced team and provides companies access to a fresh pool of
investors in a streamlined and secure online process.