REASONS FOR CHANGE OF MANAGEMENT
The Company proposes to nominate the existing directors of the Company, Lori L. McClenahan, Donald Bastien, Tina Whyte, Paul McDonald, and a new director Robert Krause for election at its AGM. The Management Nominees are substantially the same as the Current Directors.
TheConcerned Shareholders believe that the company’s future is in jeopardy if the Management Nominees are elected at the AGM. The Concerned Shareholders strongly believe thatmanagement of the Company needs to be changed and have lost confidence in the ability of the Current Directors to maximize shareholder value while preserving the Company’s resources, for the following reasons:
1)In the last year, the share price of the Company has plummeted from approximately $2.00 per Common Share in December 2011 to $0.11 per Common Share as of the date of this Dissident’s Information Circular, representing a decrease of approximately 95% ;
2)The annual audited consolidated financial statements of the Company available on SEDAR disclose that, from May 31, 2009 to May31, 2012:
a)Annual travel costs of the Company increased from $14,041 to $1,353,948, representing an increase of approximately 9,500%;
b)Recorded annual stock based compensation to various directors, officers, employees and consultants of the company increased from $302,666 to 7,383,642, representing an increase of approximately 2,340%;
c)Annual total operating expenses increased from $1,145,046 to $16,692,712, representing an increase of approximately 1,357%; and
d)The end of the year deficit increased from $17,199,161 to $51,942,926, representing an increase of approximately 202%.
3)During this same period, the Concerned Shareholders believe that management of the Company failed to communicate its activities, operations and strategies to shareholders in a timely, transparent and meaningful manner.
The Concerned Shareholders believe that it is not in the best interests of the Company or its shareholders to re-elect substantially the same people who brought us these results.
