A growth oriented company focused on gold exploration
and development in Newfoundland, Canada
Published June 7, 2012 TSX-V: MOA
Special Meeting June 29, 2012
The Halifax Club, 1682 Hollis Street, Halifax, Nova Scotia at 10:00 am (local time)
Mountain Lake Resources Inc.
Cautionary Statement
This presentation contains certain forward-looking statements that
involve known and unknown risks and uncertainties. Consequently,
actual results, performance, and/or achievements could differ
materially from the expectations expressed in these forward-looking
statements. There can be no assurance that future developments
affecting the parties herein will be those anticipated by management.
While we may elect to update these estimates at any time, we do not
undertake to update any estimate at any particular time or in
response to any particular event.
Experienced management, good capital structure and no debt
2 2
3
Consolidates the 100% ownership of the Valentine Lake Au Project
Upon the successful completion of the Transaction:
Marathon Gold (MOZ) will acquire the 50% interest in the Valentine
Lake gold project owned by Mountain Lake Resources (MOA)
All other properties owned by MOA will be transferred to a newly
formed exploration company called Mountain Lake Minerals (Spinco)
MOA shareholders will receive 0.40 share of MOZ and 0.40 share of
Spinco in return for each share of MOA
MOA shareholders will own 40.3% of MOZ and 86.15% of Spinco
Seek to obtain listing of Spinco’s common shares on the TSX
Venture Exchange, subject to fulfillment of listing requirements
Plan of Arrangement Summary
4 4
Valentine Lake - Property & Geology
May 2012
Leprechaun
Gold Deposit
5
*NI 43-101 Mineral Resource for Leprechaun Deposit only
5
Leprechaun Deposit Global Resource Estimate*
Classification Tonnes Grade (g/t) Contained Au Ozs
Measured
Indicated
1,378,000
5,068,000
1.90
2.09
84,000
340,000
Measured & Indicated 6,446,000 2.05 424,000
Inferred 5,742,000 1.65 305,000
Valentine Lake – Gold Resource
* 0.5 g/t Au Cut-Off – see news release of March 29, 2012 for full details
The Leprechaun Deposit is the first resource delineated along the Property's
~23 kilometre long gold-bearing corridor
Market Reaction to Transaction
MOA 10-day VWAP before May 24: $0.26
MOA 10-day VWAP after May 24*: $0.34
MOA 52-week hi/lo: $0.82 / $0.24
MOZ 10-day VWAP before May 24: $0.79
MOZ 10-day VWAP after May 24*: $0.89
MOZ 52-week hi/lo: $1.70 / $0.68
6
Share prices of both companies have responded favourably
*As of June 7, 2012 closing prices of MOA and MOZ
7
Total book value of exploration assets as of Feb 29, 2012
Book Value Breakdown - Current Assets*
64%
24%
6%
6%
Mountain Lake's Newfoundland Projects
Valentine Lake
Glover Island
Bobby's Pond
Little River
*Includes assets over $100k
VL
GI
BP LR
8
Sum of Mountain Lake’s parts worth more than the whole
MOZ Transaction $ Value Comparison
*As of May 23, 2012 closing prices of MOA and MOZ
0
2000000
4000000
6000000
8000000
10000000
12000000
14000000
16000000
MOA All Projects Book Value
MOA Market Cap
Value*
Marathon Share Offer
Value*
Valentine Lake Book
Value
Spinco Projects Book
Value
$11.8
M
$1
2.6
M
$15.1
M
$7.6
M
$4.3
M
9
Sum of Mountain Lake’s parts worth more than the whole
Shareholder Ownership of Companies*
40.3%
59.7%
Marathon Gold Ownership
MOA Shareholders
MOZ Shareholders (existing)
86.1%
6.3% 7.6%
Spinco Ownership
MOA Shareholders
MOZ Shareholders
MOA Management
*Upon completion of transaction
10
Financing would result in a ~40% increase in MOA shares issued
Financing as Alternative to Transaction
*Assumes $ 5,000,000 financing (20mm new MOA shares @ $0.25 per share)
70,480,000
50,480,000
20,000,000
- 20,000,000 40,000,000 60,000,000 80,000,000
~$ 4 million required to maintain 50% ownership in Valentine Lake through Dec 2012
Post financing shares issued
Current shares issued
Financing shares issued*
Shares
Financing
shares issued*
Current shares
issued
Post financing
shares issued
11
Comparison of retained ownership in Valentine Lake Project
Financing as Alternative to Transaction
40.3%
59.7%
0%
Post Marathon Transaction
MOA Shareholders (exisitng)
MOZ Shareholders (existing)
14.2%
35.8%
50%
Post Potential Financing
New MOA investors*
MOA Shareholders (existing)
MOZ Shareholders (existing)
*Assumes $ 5,000,000 financing (20mm new MOA shares @ $0.25 per share)
12
Current MOA shareholders’ ownership of Projects
Project Ownership Before Transaction*
*Before completion of transaction
0%
20%
40%
60%
80%
100%
Valentine Lake Glover Island Little River Bobby's Pond
50%
100% 100% 100%
MOA Shareholder Ownership Percentage
13
Best retention of current MOA projects with exposure to all MOZ projects
*After completion of transaction
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
Valentine Lake
Golden Chest
Glover Island
Little River Bobby's Pond
Bonanza Mine
40%
20%
86% 86% 86%
40%
MOA Shareholder Ownership Percentage
Project Ownership After Transaction*
14
Spinco Proposed Seed Financing MOA shareholders are welcome to participate in Spinco seed financing
Spinco will require additional financing:
Marathon and Mountain Lake management are investing cash of
$300,000 and $200,000, respectively, in seed financing for Spinco
The above seed financing was done at $0.20 per unit consisting of
one share and one-half share purchase warrant
Some additional financing is required so Spinco will have sufficient
working capital to apply for listing on the TSX Venture Exchange
It is proposed that up to an additional $1,500,000 in seed financing
be raised for Spinco - $300,000 at the same $0.20 per unit and
$1,200,000 in flow through at $0.25 per FT unit
15
Additional seed financing priced at same as MOZ and MOA mgt portion
Spinco Pro Forma Share Capitalization*
86.1%
6.3%
7.6%
Spinco Ownership After Transaction
MOA Shareholders MOZ Shareholders
MOA Management
68%
5%
6%
21%
Spinco Ownership After Financing
MOA Shareholders MOZ Shareholders
MOA Management Additional Financing
*Assumes maximum raised of $1,500,000 as outlined on previous slide
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• Paul Smith - President & CEO; P.Geo 30 yrs
• Allen Sheito - Exec Chairman & Director; Geo. 40 yrs
• Bill Rogers - Director; Mine Eng./Operator 38 yrs
• Paul Bowes - Director; Securities Lawyer/Mining 27 yrs
• Frank Metcalf - Director; Corporate Lawyer 25 yrs
• Peter Woodward - Director ; Business owner 25 yrs
• Teri Anderson – CFO; CA, MBA 20 yrs
Spinco Management Team Decades of combined mining industry and business experience
17
Projects with large scale potential in mining friendly jurisdiction
Glover Island ( )
Valentine Lake ( )
Bobby’s Pond ( )
Little River (Sb-Au)
Newfoundland Property Locations
Spinco Newfoundland Projects
Glover Island Project NI 43-101 Gold Resource – Most prospective ground for gold exploration in
Newfoundland outside of Valentine Lake
Little River Gold-Antimony Project A discovery stage exploration property 80 km southwest of Beaver Brook mine,
the only primary producing antimony mine in Canada or the United States
Bobby’s Pond VMS Deposit NI 43-101 base metals (zinc-copper-lead) deposit located 45 km from Teck
Cominco’s Duck Pond mine/mil complex
Create value through additional joint ventures or asset sale
18 18
Spinco – Catalysts for Growth 19
Progress is determined by good properties and smart planning
• Primarily focused on gold exploration
• All active projects currently located in mining-
friendly jurisdiction of Newfoundland
• Create value through joint ventures at Glover
Island, Little River and Bobby’s Pond to expedite
exploration and development