Court Litigation
posted on
Apr 26, 2013 08:15AM
ONE COUNTRY, ONE METAL
First Majestic Silver Corp.
TSX : FR
NYSE : AG
FRANKFURT : FMV
April 26, 2013 07:30 ET
VANCOUVER, BRITISH COLUMBIA--(Marketwired - April 26, 2013) - FIRST MAJESTIC SILVER CORP. (TSX:FR)(NYSE:AG)(FRANKFURT:FMV) (the "Company" or "First Majestic") is pleased to announce that on April 24, 2013, after a lengthy trial, the Supreme Court of British Columbia ruled in favour of First Majestic with respect to the previously reported litigation against Hector Davila Santos ("Hector Davila") (not related to the Company's Chief Operating Officer, Ramon Davila) and Minera Arroyo Del Agua, S.A. de C.V. (which subsequently became Minerales y Minas Mexicana, S.A. de C.V.).
In November 2007, the Company and its wholly-owned subsidiary, First Silver Reserve Inc. ("FSR") commenced an action against Hector Davila, the previous director, President & Chief Executive Officer of FSR. The Company alleged, among other things, that while Hector Davila held the positions of director, President and Chief Executive Officer of FSR, he violated his fiduciary duty to FSR and that subsequently, through Minera Arroyo, he acquired the Bolaños Mine from Grupo Mexico ("Grupo") for his own personal interest. FSR became a wholly owned subsidiary of First Majestic in September 2006.
The Honourable Mr. Justice Myers concluded that the Bolaños opportunity belonged to FSR and that Hector Davila did in fact breach his fiduciary duty by acquiring the Bolaños Mine. Mr. Justice Myers calculated in his ruling a net opportunity loss in favour of First Majestic in the amount of US$89.6 million, after reducing an initial amount of US$111 million for the post-acquisition investments of Hector Davila at the Bolaños Mine and applying a 15% reduction contingency. The US$89.6 million judgment does not include pre-judgment interest or legal costs, of which a portion is recoverable, nor has the court ruled on Hector Davila's counterclaim for, among other things, interest charges on the approximately CDN$14.250 million which has been held in Hector Davila's lawyer's trust account since July 2009. These issues, together with other outstanding issues, will be subsequently addressed by Mr. Justice Myers on a date to be scheduled. Under British Columbia law, Hector Davila has 30 days to appeal the April 24, 2013 judgment.
The Reasons for Judgment can be viewed on the Company's web site at www.firstmajestic.com/s/RelatedArticles until May 30, 2013. Significant excerpts from the 100 page judgment include the following:
Q: | So at the moment you meet with Ramon Davila at the time that meeting begins on April 3rd, 2006, it's First Silver that has the option to acquire the Bolanos property, not Hector Davila Santos personally; correct? | |
A: | Correct, sir. | |
Q | And if -- and if you had not said anything at all about Bolanos on April 3rd, 2006, if First Majestic became the majority owner of First Silver one of the things that would be acquired, as insofar as it was the majority owner, was FSR's option to pursue the Bolanos property; correct? | |
A: | Correct, sir. | |
Q: | So you'll agree with me that when you -- you agree with me that when you met with Ramon Davila on April 3rd, 2006, its First Silver's option, not Hector Davila Santos personally; correct? We've already talked about that? | |
A: | Okay. Yes, sir". |
Keith Neumeyer, President and CEO of First Majestic, states: "We are obviously very pleased with the ruling of US$89.6 million in our favour from the BC Supreme Court. It has long been my belief that the actions of Hector Davila in early 2006, when we purchased the majority interest in FSR, were inappropriate. After a lengthy, time consuming, expensive and difficult legal process, it is gratifying to have the BC Supreme Court agree with our arguments and grant us such a large award. However, I caution shareholders that, due to the magnitude of this award, we anticipate Hector Davila will appeal this decision and there will be further legal activities in order to realize this award. It is my view that directors and officers of public companies need to be held to the highest ethical and moral standards and should be role models for industry, to assure transparency and honesty for the benefit of all the stakeholders. I would like to personally thank our legal team headed by Shapray Cramer LLP who endured countless hours over the past five years diligently presenting and arguing our case which culminated finally in a 58 day trial resulting in this outcome."
First Majestic is a producing silver company focused on silver production in México and is aggressively pursuing its business plan of becoming a senior silver producer through the development of its existing mineral property assets and the pursuit through acquisition of additional mineral assets which contribute to the Company achieving its aggressive corporate growth objectives.
FIRST MAJESTIC SILVER CORP.
Keith Neumeyer, President & CEO