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MTM

Madre Tierra Mining Ltd.

1 fund·$50M raised◔ Unclaimed
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Avg Composite
41.3
Mid pack
Active funds
1
of 1 vintage
Total raised
$50M
disclosed offerings
Followers
0
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Composite score · by vintage

1 scored fund · avg 41.3
2550752021Madre Tierra Mining Ltd. · vintage 2021 · 41.3
Top quartile Middle Lower Sponsor avg

Disclosures & prior history4 disclosures · worst high

Material items extracted from the risk-factor, conflicts, and prior-performance sections of Madre Tierra Mining Ltd.'s PPMs. Each is quoted verbatim with its source page — surfaced, not editorialized.

Material disclosure — Madre Tierra Mining Ltd. — going concern doubt

High

Independent auditor issued an emphasis of matter paragraph expressing substantial doubt about the Company's ability to continue as a going concern. The Company has no revenues, incurred a net loss of $1,165,707 in its first period, and had working capital of only $22,494 as of December 31, 2020. Management's own disclosures throughout the Offering Circular echo this doubt, noting the Company is entirely dependent on raising additional capital.

Emphasis of Matter Regarding Going Concern The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the consolidated financial statements, the Company has a net loss of during the period from incorporation on May 7, 2020 to December 31, 2020. As stated in Note 1, the Company has stated that substantial doubt exists about the Company's ability to continue as a going concern.
PPM p.4699% confidence

Key-person history disclosed — Key personnel risk — small team, part-time officers

Medium

The Company relies on a small team of part-time consultants; its CEO works approximately 30 hours/week and VP Exploration 40 hours/week on a consulting basis. The Company has no full-time employees. Loss of key personnel in a specialized Colombian gold mining context where skilled personnel are scarce would materially harm operations.

The senior officers of the Company are critical to its success. Recruiting qualified personnel as the Company grows is critical to its success. The number of persons skilled in the acquisition, exploration and development of mining properties is limited and competition, particularly in Colombia, for such persons is intense.
PPM p.1292% confidence

Related-party conflict disclosed — CEO Sasha Kaplun — consulting payments through Gestaltqualitat Inc.

Medium

The Company owes $54,866 to Gestaltqualitat Inc. for consulting services performed in the capacity of CEO. Sasha Kaplun is both an officer/director of the Company and an officer/director of Gestaltqualitat Inc., creating a related-party arrangement where the CEO is paid through a separately owned entity. No formal related-party transaction review policy is in place.

Included in the amounts payable and accrued liabilities as at December 31, 2020 is (1) $54,866 owed to Gestaltqualitat Inc. for consulting services to the Company in the capacity of Chief Executive Officer (Sasha Kaplun is an officer and director of the Company and is also a director and officer of Gestaltqualitat Inc.)
PPM p.6095% confidence

Related-party conflict disclosed — Change-of-control and termination payments to officers

Low

The Company has contracted change-of-control payments of approximately CAD $162,000 (~$128,250 USD) and termination payments of approximately CAD $81,000 (~$64,125 USD) payable to its CEO (Sasha Kaplun) and CFO (Robert Harrison). These amounts are owed to company insiders from offering proceeds under consulting agreements that contain acceleration provisions.

The Company is party to consulting agreements with Sasha Kaplun and Robert Harrison, officers of the Company. Currently, these contracts require payments of approximately CAD $162,000 ( $128,250 USD) to be made upon the occurrence of a change in control to the aforementioned officers of the Company. The Company is also committed to a payment to each such officer upon termination of approximately CAD $81,000 ( $64,125 USD) pursuant to the term of these contracts.
PPM p.4295% confidence

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