RE:RE:RE:RE:RE:RE:RE:Hillis Payout....GROTESQUE checkmate28,
First of all, I would characterize Orvana's Board as a game of thrones. The half life of an Orvana CEO is 9 months, and under those circumstances, I don't fault Gilbert and Hillis for having employment contracts with golden parachutes.
IMHO, if Juan Gavidia wants to stay on the throne as CEO for longer than 18 months, he is going to have to move Orvana's share price over $1 USD per share, and out of the acquisition windows of companies that might be interested in acquiring Orvana while it is still super cheap.
He has a strong incentive to do that given that he was awarded 2,171,274 restricted shares at 13.9 cents US on December 28, 2018. The new CFO, Nuria Menendez was awarded 706,584 restricted shares on December 28, 2018 as part of her compensation package. (These 2 transactions are listed on the Canadian Insider.)
My bet is that this management team will go the distance, and put in the best performance since the days of Roland Horst who was CEO when ORV hit its price high at $3.97.
Here are the details from the Management Information Circular:
In respect of his performance in fiscal 2018, Mr. Gavidia was awarded: (i) an annual performance bonus of approximately $190,939 (US$147,500), which has yet to be paid as of the date of this Circular, with the targeted amount for the annual performance bonus was 50% with a threshold of 40% and maximum of 100% under the Second Independent Consulting Agreement; and (ii) long-term incentive compensation consisting of 2,171,274 RSUs with a total value of approximately $301,807 (US$221,250) as at the date of grant.
For fiscal 2018, Ms. Menendez received an aggregate of $188,629 (€125,218) for her role as CFO of Orvana and General Manager of OroValle. OroValle has the discretion to pay an annual bonus for Ms.Menendez’s performance as General Manager during the year. In connection with Ms. Menendez’s performance in fiscal 2018 as General Manager, she was awarded a cash bonus of approximately $129,450 (US$100,000), which has yet to be paid as of the date of this Circular. In connection with her performance in fiscal 2018 as CFO, Ms. Menendez was awarded (i) an annual performance bonus of approximately $72,492 (US$56,000), which has yet to be paid as of the date of this Circular, and (ii) longterm incentive compensation consisting of 706,584 RSUs with a total value of approximately $98,215 (US$72,000) as at the date of grant.
Mr. Hillis was CFO of the Company until his resignation on May 9, 2018. From October 1, 2017 to May 9,2018, Mr. Hillis received a base salary of $173,145 for his services as CFO.
In connection with the resignation of Mr. Hillis as CFO of Orvana, effective as of May 9, 2018, Mr. Hillis was paid a departure amount consisting of (collectively, the “Departure Amount”): (i) $63,103 representing accrued benefits; (ii) $20,079 representing his vested SARs; and (iii) $73,704 representing a portion of his RSUs. In addition to the Departure Amount, the Company agreed to pay Mr. Hillis an amount of $23,750 (less applicable taxes and withholdings) per month for a period of up to 18 months. As of the date of this circular, Mr. Hillis has options to purchase 100,000 Common Shares at $0.37 and options to purchase
314,815 Common Shares at $0.23, all of which will expire on May 9, 2019. Mr. Hillis has no outstanding RSUs or SARs as of the date of the Circular