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Published on 3/11/2013 in the Prospect News PIPE Daily.

Gold and GemStone reports $5 million non-brokered investment agreement

Deer Valley Management to buy common stock under three-year agreement

By Devika Patel

Knoxville, Tenn., March 11 - Gold and GemStone Mining Inc. negotiated a $5 million non-brokered investment agreement with Deer Valley Management, LLC on Jan. 25, according to an 8-K filed Monday with the Securities and Exchange Commission. The deal was announced Feb. 11.

Deer Valley will buy common shares over three years in tranches of up to 200% of the average daily volume of the stock for the 10 trading days preceding the put notice.

The shares will be sold at the lesser of a 22.5% discount to the weighted average price for the three lowest closing bid prices during 10 consecutive trading days or the previous closing bid price.

Proceeds will be used to commence full scale mining operations on the portfolio of concessions on the African continent.

The gold and diamond mining company is based in Draper, Utah.

Issuer:Gold and GemStone Mining Inc.
Issue:Investment agreement
Amount:$5 million
Tenor:Three years
Price:The lesser of a 22.5% discount to the weighted average price for the threelowest closing bid prices during 10 consecutive trading days or the previous closing bid price
Warrants:No
Agent:Non-brokered
Investor:Deer Valley Management, LLC
Pricing date:Jan. 25
Announcement date:Feb. 11
Stock symbol:OTCBB: SPNI
Stock price:$0.06 at close Jan. 24
Market capitalization:$1.79 million

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