Royalties on the Ochoa Property
The Ochoa property is subject to (i) a royalty of US$1.00 per ton of polyhalite mined for the first 1,000,000 tons and US$0.50 per ton thereafter; (ii) a 5% gross royalty payable to the federal government; and (iii) a profits royalty in the amount of 1% held by each of Mr. Sidney Himmel (an officer and director of each of Trigon and ICP) and two other private entities, for an aggregate 3% profits royalty (collectively, the "Profits Royalties"). The Profits Royalties are calculable on the basis of revenue less all direct costs of production. The Profits Royalties were originally discussed at the time of the initial incorporation of ICP and were to be granted in consideration of the extensive efforts of the holders in establishing and financing ICP and developing its property interests. However, it was determined that the Profits Royalties would not be formally granted until a board of directors of ICP was established consisting of a majority of independent directors. The Ochoa property was subsequently acquired by ICP, following which the board of ICP considered both the nature and potential of the Ochoa property and the terms of the Profits Royalties, and an independent committee of ICP was formed which approved the grant of such Profits Royalties. The Profits Royalties are subject to a term expiring on the date that is twenty-five (25) years from and after the date that the annual production of minerals from a project on the Ochoa property first reaches fifty (50%) percent of the annual production rate contemplated in the feasibility study related to such project, and ICP has the right to repurchase 50% of such Profits Royalties upon payment of $3,000,000 per 0.5% Profits Royalty (for an aggregate payment of $9,000,000 to repurchase the full 50% of all such Profits Royalties).
