It is FALSE that Mr. Benavides refused to cooperate with Mr. Hodges. The capacities and responsibilities of Mr. Benavides as Interim CEO of MIRL and the Peruvian subsidiaries were usurped by Mr. Hodges in July 2015 through his re-organization plan, which started 30 days after the Company signed COFIDE mandate and debt facility. These events resulted in criminal charges being brought by Mr. Benavides against members of the current board of directors, certain officers of the company and Mr. Daryl Hodges. These charges are currently under investigation by the relevant Peruvian ministry.
It is FALSE that Mr. Benavides took the de facto control of the Peruvian subsidiaries. Mr. Benavides has been President and General Manager of Minera IRL S.A. for 13 years, with total transparency and the permanent control of the Board, and has held similar positions for 9 years in Compañia Minera Kuri Kullu S.A.
It is FALSE that Mr. Benavides prevented officers of the company from doing their jobs or from entering the company offices. The COO of Minera IRL Ltd, Eric Olson, worked in Peru for over a year. The Peruvian Migratory authorities asked him to present his work visa via two official citations, to which Olson refused to appear, preferring to flee from the IRL offices in Lima and subsequently from Peru on both occasions. The Management and Finance VP, Carlos Yrigoyen, was physically present in the Lima offices of IRL in the period between July and September 2015, at which point until he was renamed as Controller of Minera IRL Ltd in Toronto.
It is FALSE that there exists a process to remove key personnel for no apparent reason. There is enough evidence that the Company's personnel affected the relationship with the Community and misused the Company's assets. The evidence and legal procedures will be duly submitted in compliance with the Peruvian laws.
- 0.25% of the new value of the pro-forma value of the “newco” after a successful fusion or acquisition which raises the share price of the company. The acumulative value is defined as the value of the newco company minus the value of Minera IRL Ltd at market close before the closure of the transaction.
- 0.5% of the gross proceeds of any financing, via the emission of shares or financing convertible into shares.
- 0.25% of the gross proceeds of any debt financing unrelated to the COFIDE financing for Ollachea, or a refinancing of all or part of the COFIDE structured financing.