annual information form
Transcription
annual information form
ANNUAL INFORMATION FORM FOR THE YEAR ENDED JUNE 30, 2010 SEPTEMBER 28, 2010 GENERAL MATTERS In this Annual Information Form, unless otherwise noted or the context otherwise indicates, “Magma” refers to Magma Energy Corp. alone and the “Company”, “we”, “us” and “our” refers to Magma Energy Corp. and its direct and indirect subsidiaries. FORWARD-LOOKING INFORMATION This Annual Information Form contains certain “forward-looking information” which may include, but is not limited to: statements with respect to future events or future performance; management’s expectations regarding our growth; results of operations; business prospects and opportunities; expansion programs at HS Orka hf’s (“HS Orka”) Svartsengi and Reykjanes power plants and the Soda Lake Operation; the negotiation of an improvement in pricing under the current Soda Lake power purchase agreements (“PPAs”); programs to upgrade and develop inferred and indicated resources at HS Orka’s properties and the Soda Lake Operation; qualification of expenditures at the Soda Lake Operation for U.S. Federal Treasury Grants; permitting for Magma’s expansion and exploration programs; negotiation of a PPA for expansion to HS Orka’s Svartsengi and Reykjanes power plants; potential legislation in Iceland to ensure public ownership of important energy enterprises and restrictions on private ownership; the potential stopping, winding-down or invalidation of Magma Energy Sweden A.B.’s (“Magma Sweden”) business transactions involving shares of HS Orka; the Company’s intention to co-operate with the government of Iceland in respect of the government of Iceland’s announced intention to develop a strategy for the operating environment for the Icelandic energy sector; the timing and substance of reports of the Special Committee (as defined below); estimates of recoverable geothermal energy “resources” or energy generation capacities; estimates or predictions of gas content, porosity, permeability, fractures, reservoir temperature, reservoir pressure, steam cap temperature, well-head pressure and scaling; data collection, expansion, upgrade, development, reinjection, rework or inhibition plans for any of the Company’s properties; and permitting and regulatory requirements related to any such plans. Such forward-looking information reflects management’s current beliefs and is based on information currently available to management. Often, but not always, forward-looking statements can be identified by the use of words such as “plan”, “expect”, “is expected”, “budget”, “estimates”, “goals”, “intend”, “targets”, “aims”, “appears”, “likely”, “typically”, “potential”, “probable”, “continue”, “strategy”, “proposed”, or “believes” or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions “may”, “could”, “should”, “would” or “shall” be taken, occur or be achieved. A number of known and unknown risks, uncertainties and other factors, may cause our actual results or performance to materially differ from any future results or performance expressed or implied by the forward-looking information. Such factors include, but are not limited to: new production wells at our Soda Lake Operation may not define sufficient additional and commercially viable geothermal resources to support our planned expansion programs; failure to discover and establish economically recoverable and sustainable geothermal resources through our exploration and development programs; geothermal exploration and development programs are highly speculative, are characterized by significant inherent risk and costs, and may not be successful; we have a limited operating history; our financial performance depends on our successful operation of geothermal power plants, which is subject to various operational risks; our geothermal resources may decline over time and may not remain adequate to support the life of our power plants; imprecise estimation of probability simulations prepared to predict prospective geothermal resources or energy generation capacities; imprecise estimation of resources and reserves of geothermal energy; variations in project parameters and production rates; geological occurrences beyond our control may compromise our operations and their capacity to generate power; inability to obtain the financing we need to pursue our growth strategy; it is very costly to place geothermal resources into commercial production; we may continue to incur negative operating cash flow for the foreseeable future; -i- energy prices are subject to dramatic and unpredictable fluctuations; industry competition may impede our ability to access suitable geothermal resources; we may be unable to enter into PPAs on terms favourable to us, or at all; the cancellation or expiry of government initiatives to support renewable energy generation may adversely affect our business; impact of significant capital cost increases; unexpected or challenging geological conditions; changes to regulatory requirements, both regionally and internationally, governing development, geothermal resources, production, exports, taxes, labour standards, occupational health, waste disposal, toxic substances, land use, environmental protection, project safety and other matters; failure to obtain or maintain necessary licenses, permits and approvals from government authorities; the success of our business relies on attracting and retaining key personnel; the risk of human error; our officers and directors may have conflicts of interests arising out of their relationships with other companies; we may face adverse claims to our title; developments regarding Aboriginal, First Nations and Indigenous peoples; a significant portion of our revenue is attributed to payments made by a single power purchaser under the Soda Lake PPAs; fluctuations in foreign currency exchange and interest rates may affect our financial results; we may not be able to successfully integrate businesses or projects that we acquire in the future; our insurance policies may be insufficient to cover losses; the government of Iceland may take action which results in fines or other penalties levied against Magma or HS Orka; the government of Iceland may invalidate or wind-down the Final Acquisition (as defined below); the government of Iceland may invalidate or wind-down the prior privatization of Hitaveita Sudurnesja (now HS Orka); the government of Iceland may pass legislation or constitutional amendments to nationalize or restrict private or foreign ownership in Iceland’s energy sector or to reduce the term of utilization rights for water or Geothermal resources owned by municipalities or the state, increase levies for such utilization rights or restrict transfers of such utilization rights; Magma may not be compensated for certain government action relating to Magma’s interest in HS Orka; integration of HS Orka following the completion of the Final Acquisition; aluminum price risk; undisclosed liabilities associated with the Final Acquisition; the results of operations of the companies in which we hold a significant interest; risks associated with inter regional transmission grids; host country economic, social and political conditions can negatively affect our operations; economic, social and political risks arising from potential inability of end-users to support our properties; the fluctuation of our common share price could result in investors losing a significant part of their investment; we have no dividend payment policy and do not intend to pay any cash dividends in the foreseeable future; the issuance of additional equity securities may negatively impact the trading price of our common shares; the risk of volatility in global financial conditions, as well as significant decline in general economic conditions; and other development and operating risks. There may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. These factors are not intended to represent a complete list of the risk factors that could affect us. Additional risk factors are discussed in the section entitled “Risk Factors” in this Annual Information Form. These factors should be considered carefully and investors should not place undue reliance on forward-looking information. The forward-looking information contained in this Annual Information Form is based upon what management believes to be reasonable assumptions, including, but not limited to: the government of Iceland invalidating or winding-down the Final Acquisition; the government of Iceland winding-down the prior privatization of Hitaveita Sudurnesja (now HS Orka); the government of Iceland passing legislation or constitutional amendments to nationalize or restrict private or foreign ownership in Iceland’s energy sector or to reduce the term of utilization rights for water or Geothermal resources owned by the municipalities or the state, increase levies for such utilization rights or restrict transfers of such utilization rights; the effects of any increase in power production from HS Orka or our Soda Lake Operation; the success and timely completion of planned exploration and expansion programs, including improvements to facilities at HS Orka’s Svartsengi and Reykjanes power plants or our Soda Lake Operation; our ability to comply with local, state and federal regulations dealing with operational standards and environmental protection measures; our ability to negotiate and obtain PPAs on favourable terms; our ability to obtain necessary regulatory approvals, permits and licences in a timely manner; the availability of materials, - ii - components or supplies; our ability to solicit competitive bids for drilling operations and obtain access to critical resources; the growth rate in net electricity consumption; support and demand for nonhydroelectric renewables; government initiatives to support the development of renewable energy generation; the accuracy of volumetric reserve estimation methodology and probabilistic analysis used to estimate the quantity of potentially recoverable energy; the accuracy of the analysis used to estimate resources and reserves of geothermal energy; environmental, administrative or regulatory barriers to the exploration and development of geothermal resources on our properties; geological, geophysical, geochemical and other conditions at our properties; the reliability of technical data, including extrapolated temperature gradient, geophysical and geochemical surveys and geothermometer calculations; capital expenditure estimates; availability of capital to fund exploration, development and expansion programs; our competitive position; and general economic conditions. Forward-looking information is also based upon the assumption that none of the identified risk factors that could cause actual results to differ materially from the forward-looking information will occur. There can be no assurance that the forward-looking information included in this Annual Information Form will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, investors should not place undue reliance on forward-looking information. Forward-looking information is made as of the date of this Annual Information Form and, other than as required by applicable securities laws, we assume no obligation to update or revise such forward-looking information to reflect new events or circumstances. - iii - TABLE OF CONTENTS GENERAL MATTERS ................................................................................................................................. i FORWARD-LOOKING INFORMATION ................................................................................................... i INTRODUCTION ........................................................................................................................................ 1 Reporting Currency ................................................................................................................................ 1 Accounting Policies................................................................................................................................ 1 Scientific and Technical Information ..................................................................................................... 1 CORPORATE STRUCTURE ...................................................................................................................... 3 Name, Address and Incorporation.......................................................................................................... 3 Intercorporate Relationships................................................................................................................... 3 GENERAL DEVELOPMENT OF THE BUSINESS................................................................................... 3 DESCRIPTION OF THE BUSINESS.......................................................................................................... 7 General ................................................................................................................................................... 7 Overview of our Operations and Properties ........................................................................................... 9 I. Iceland............................................................................................................................................ 11 HS Orka Properties ................................................................................................................... 11 II. United States .................................................................................................................................. 35 United States Geothermal Leases ............................................................................................. 35 Overview of Volumetric Resource Estimate Methodology...................................................... 35 Soda Lake Operation ................................................................................................................ 36 McCoy Property ....................................................................................................................... 51 Panther Canyon Property.......................................................................................................... 58 Desert Queen Property.............................................................................................................. 64 Thermo Hot Springs Property................................................................................................... 69 Early-Stage Exploration Properties .......................................................................................... 75 III. South America ............................................................................................................................... 80 Mariposa Property .................................................................................................................... 80 Early-Stage Exploration Properties .......................................................................................... 94 DIVIDENDS............................................................................................................................................. 101 DESCRIPTION OF CAPITAL STRUCTURE ........................................................................................ 101 MARKET FOR SECURITIES ................................................................................................................. 102 ESCROWED SECURITIES ..................................................................................................................... 102 DIRECTORS AND OFFICERS ............................................................................................................... 103 Committees of the Board of Directors................................................................................................ 105 Audit Committee ................................................................................................................................ 105 Compensation Committee .................................................................................................................. 107 Governance and Nominating Committee ........................................................................................... 107 Corporate Cease Trade Orders and Bankruptcies............................................................................... 108 Penalties and Sanctions ...................................................................................................................... 109 Conflicts of Interest ............................................................................................................................ 109 PROMOTERS........................................................................................................................................... 109 LEGAL PROCEEDINGS ......................................................................................................................... 109 RISK FACTORS ...................................................................................................................................... 110 Risks Relating to our Business and Industry ...................................................................................... 110 Risks Relating to HS Orka ................................................................................................................. 119 Risks Relating to the Political and Economic Climates of Countries in which we Operate .............. 121 - iv - Risks Relating to the Common Shares and Trading Market .............................................................. 122 INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS........................ 124 TRANSFER AGENT AND REGISTRAR............................................................................................... 125 MATERIAL CONTRACTS ..................................................................................................................... 125 INTEREST OF EXPERTS ....................................................................................................................... 125 ADDITIONAL INFORMATION............................................................................................................. 126 GLOSSARY OF TERMS ......................................................................................................................... G-1 METRIC CONVERSION TABLE........................................................................................................... G-6 APPENDIX “A” – Audit Committee Charter........................................................................................... A-1 -v- INTRODUCTION Unless otherwise indicated, the information contained herein is as at June 30, 2010. Reporting Currency Unless otherwise indicated, all references to “$” or “dollars” or in this Annual Information Form are to United States dollars. References to “Cdn.$” are to Canadian dollars. References to “ISK” are to Icelandic Krona. References to “AR$” are to Argentine Pesos. Accounting Policies All financial information in this Annual Information Form is prepared in accordance with Canadian generally accepted accounting principles. Scientific and Technical Information The disclosure in this Annual Information Form of scientific or technical information for each of the HS Orka Properties, the Soda Lake Operation and the McCoy, Panther Canyon, Desert Queen, Thermo Hot Springs and Mariposa Properties is based on the following technical reports, respectively: Geothermal Resources and Properties of HS Orka, Reykjanes Peninsula, Iceland: Independent Technical Report dated January 29, 2010 prepared by Mannvit hf (the “HS Orka Report”); Independent Technical Report: Geothermal Resources and Reserves at Soda Lake Project, Churchill County, Nevada USA dated April, 2010 prepared by GeothermEx, Inc. (“GeothermEx”) (the “Soda Lake Report”); Independent Technical Report Resource Evaluation of the McCoy Geothermal Project, Churchill and Landers Counties, Nevada dated April 29, 2009 prepared by Dr. J. Douglas Walker (Ph.D.) (the “McCoy Report”); Independent Technical Report Resource Evaluation of the Panther Canyon/Leach Geothermal Project, Pershing County, Nevada dated April 29, 2009 prepared by Dr. J. Douglas Walker (Ph.D.) (the “Panther Canyon Report”); Independent Technical Report Resource Evaluation of the Desert Queen Geothermal Project, Churchill County, Nevada dated May 12, 2009 prepared by Dr. J. Douglas Walker (Ph.D.) (the “Desert Queen Report”); Independent Technical Report Resource Evaluation of the Thermo Hot Springs Geothermal Project, Beaver County, Utah dated May 15, 2009 prepared by Dr. J. Douglas Walker (Ph.D.) (the “Thermo Hot Springs Report”); and Mariposa Geothermal Resource, Laguna Del Maule and Pellado Concessions, Chile dated July 17, 2010 prepared by Philip James White of Sinclair Knight Merz Limited (“SKM”) (the “Mariposa Report”). Each of the authors of the foregoing technical reports is independent of the Company. Geothermal properties and operations differ from mining or oil and gas properties and operations and Canadian -1- securities regulators have not prescribed a form of technical report for geothermal properties, such as ours. Accordingly, the foregoing technical reports have not been prepared in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”) or National Instrument 51-101 – Standards of Disclosure for Oil and Gas Activities (“NI 51-101”). Furthermore, the authors of these technical reports are not qualified persons for the purposes of NI 43-101 or qualified reserves evaluators or auditors for the purposes of NI 51-101. The HS Orka Report has been prepared in accordance with the standards set by the Australian Geothermal Reporting Code (the “Australian Code”). On January 18, 2010, the Canadian Geothermal Energy Association announced the release of the Canadian Geothermal Code for Public Reporting (the “Canadian Code”). The Mariposa Report and the Soda Lake Report comply with the Canadian Code. The Australian and Canadian Codes are considered as the geothermal standard for several countries in the world. All of the other technical reports have been prepared in accordance with accepted practices within the geothermal industry. The technical reports are available for review on the Internet on the system for electronic document analysis and retrieval (“SEDAR”) at www.sedar.com. For an explanation of the technical terms used in this Annual Information Form, please see “Glossary of Terms” beginning on page G-1 of this Annual Information Form. This Annual Information Form contains information from public sources on properties adjacent to our geothermal projects. The accuracy and completeness of this data are not guaranteed. The information presented in this Annual Information Form regarding adjacent properties is not necessarily indicative of the geothermal resources on our properties. -2- CORPORATE STRUCTURE Name, Address and Incorporation Magma was incorporated under the Business Corporations Act (British Columbia) on January 22, 2008. Our head office is at Suite 410, 625 Howe Street, Vancouver, British Columbia, Canada, V6C 2T6. Magma’s registered and records office is at Suite 1200, 200 Burrard Street, Vancouver, British Columbia, Canada, V7X 1T2. We also have offices in Reno, Nevada, Santiago, Chile and Reykanesbaer, Iceland. Intercorporate Relationships The following diagram illustrates the organizational structure of Magma, including all its material subsidiaries, as at September 28, 2010. MAGMA ENERGY CORP. (British Columbia) 100% 100% MAGMA ENERGY ITALIA S.R.L. (Italy) 100% MAGMA ENERGIA ARGENTINA S.A. (Argentina) 100% MAGMA ENERGY CHILE LIMITADA (Chile) 100% 100% MAGMA ENERGIA GEOTERMICA S.A. (Peru) ISLA VERDE ENERGIA S.A. (Nicaragua) 100% COMPANIA de ENERGIA LIMITADA (Chile) 100% MAGMA ENERGY (U.S.) CORP. (Nevada) MAGMA ENERGY SWEDEN A.B. (Sweden) 100% MAGMA ENERGY ICELAND EHF. (Iceland) 98.53% Properties MAGMA ENERGY SERVICIOS LTDA. (Chile) 100% Sabancaya; Huaynaputina; Tiscani; Ccollo; Casiri; Crucero; San Pedro Properties Svartsengi; Reykjanes; Eldvörp; Krýsuvík; Trölladyngja HS ORKA HF (Iceland) 100% Properties Properties Tuzgle-Tocomar Coranzuli SODA LAKE HOLDINGS I LLC (Delaware) Properties Mariposa McCoy; Desert Queen; Panther Canyon; Thermo Hot Springs; Baltazor Hot Springs; Beowawe; Buffalo Valley; Columbus Marsh; Dixie Valley; Glass Buttes; Granite Springs; Soda Lake East; Upsal Hogback 100% SODA LAKE HOLDINGS II LLC (Delaware) 1% 99% SODA LAKE LIMITED PARTNERSHIP 100% AMOR IX LLC (Delaware) (Nevada) 50% 50% SODA LAKE RESOURCES PARTNERSHIP (Nevada) Soda Lake GENERAL DEVELOPMENT OF THE BUSINESS The general development of our business since the incorporation of Magma has focused on the acquisition of the Soda Lake Operation, our interest in HS Orka and our portfolio of advanced and early-stage exploration properties, the recruitment of our management team and raising equity capital. We have also conducted an extensive review of historic exploration databases for a number of prospective geothermal exploration properties, including all of our advanced and early-stage exploration properties, and initiated exploration programs on our Soda Lake Operation, Desert Queen Property, and our Mariposa Property. -3- Magma was incorporated under the Business Corporations Act (British Columbia) on January 22, 2008. On February 26, 2008, Magma Energy (U.S.) Corp. (“Magma US”), was incorporated in Nevada, USA. During February and March 2008, we completed the acquisition of the Tuzgle-Tocomar and Coranzuli Properties in Argentina for an aggregate purchase price of $17,000. On March 6, 2008, Magma Energia Argentina S.A. was incorporated in Argentina for the purpose of holding title to the Tuzgle-Tocomar and Coranzuli Properties. On April 24, 2008, Magma completed an issuance of its common shares to certain seed shareholders totalling 110,500,000 common shares at a price of Cdn.$0.001 per common share, for gross proceeds of Cdn.$110,500. The net proceeds of this common share issuance were used to fund acquisitions and for general and administrative purposes. During May and June, 2008, we completed the acquisition of the Carrán and Laguna Del Maule Properties in Chile for an initial aggregate purchase price of $600,000. The acquisition was funded through a loan from a director in the amount of Cdn.$545,895. On June 12, 2008, Magma Energy Chile Limitada was incorporated in Chile. The following day, Compania de Energia Limitada was incorporated in Chile. These entities were formed for the purpose of holding title and conducting further exploration activities in Chile. On June 26, 2008, Magma issued 21,646,667 common shares to private investors at a price of Cdn.$0.60 per common share, for gross proceeds of Cdn.$12,988,000. The net proceeds from this common share issuance were principally used to conduct due diligence on potential property acquisitions and to acquire U.S. Bureau of Land Management (“BLM”) leases at auction. On August 5, 2008, we acquired leases in Nevada comprising the McCoy, Panther Canyon, Beowawe, Columbus Marsh and Quartz Mountain Properties, and a portion of the Desert Queen Property, at an auction conducted by the BLM for an aggregate purchase price of $10,171,345. After applying for concessions comprising the Sabancaya, Huaynaputina, Tiscani, Ccollo and Casiri Properties in Peru, on August 20, 2008, Energia Geotermica S.A. was formed for the purpose of holding title to these properties. The Peruvian concessions were purchased for a total price of $57,000. On August 25, 2008, we acquired the Thermo Hot Springs Property in Utah from a private leaseholder for $528,237. On September 29, 2008, Magma issued 5,000,000 special warrants (the “Special Warrants”) to private investors pursuant to a brokered private placement at a price of Cdn.$2.00 per Special Warrant (subject to adjustment), for gross proceeds of Cdn.$10,000,000. The Special Warrants were adjusted and converted into common shares on February 23, 2009 (see below). The net proceeds from the Special Warrant issuance were used for the acquisition of the Soda Lake Operation. On October 1, 2008, we acquired an additional lease at the Desert Queen Property from an independent operator for $164,000. On October 3, 2008, we acquired the Soda Lake Operation from Constellation Energy Group, Inc. (“Constellation”) and Harbert Management Corporation for $17,557,906. In connection with this acquisition, we acquired the membership interests in Soda Lake Holdings I, LLC, thereby indirectly acquiring the membership interests in Amor IX, LLC (“Amor IX”) and the partnership interests in Soda Lake Limited Partnership (“SLLP”) and Soda Lake Resource Partnership (“SLRP”). Amor IX is the operator of the Soda Lake Operation. SLLP is the owner of the plant and production assets at the Soda -4- Lake Operation and SLRP is the owner of the resource for the Soda Lake Operation. Soda Lake Holdings I, LLC is a wholly owned subsidiary of Magma US and Soda Lake Holdings II, LLC is wholly owned by Soda Lake Holdings I, LLC. See “Overview of Our Operations and Properties – Soda Lake Operation”. On December 16, 2008, we acquired the Glass Buttes Property in Oregon at a BLM geothermal lease sale for $77,014. On January 1, 2009, we acquired additional leases at the Desert Queen Property from various private landowners. Under this agreement, Magma US will make annual lease payments based on the total acreage leased. On January 15, 2009, Magma issued a total of 23,145,000 common shares in a non-brokered private placement at a price of Cdn.$1.25 per common share, for gross proceeds of Cdn.$28,931,250. In this private placement, 8,000,000 common shares were issued to AltaGas Ltd. (“AltaGas”) and the remainder of the common shares were issued to private investors as well as to certain of our directors and officers. In connection with its purchase of common shares, AltaGas was granted a right of first offer for a period of three years following the closing of the private placement to participate as a co-investor, if a coinvestor is sought by us for any direct geothermal interest held by us in North America, provided AltaGas maintains its ownership of the purchased common shares. On January 26, 2009, we entered into an agreement to acquire additional federal leases near the Soda Lake Operation from Sierra Geothermal Power Inc. and Western Geothermal Partner LLC for $184,842. On February 23, 2009, we amended the terms of the Special Warrant indenture entered into in connection with the September 29, 2008 private placement of Special Warrants to allow for the early exercise of the Special Warrants at an exchange ratio equal to 1.6 common shares for each Special Warrant. On that date, the Special Warrants were exercised in exchange for the issuance of a total of 8,000,000 common shares. On April 28, 2009, we acquired additional leases at the Desert Queen Property from the Gabrych Family Trust. Under this agreement, Magma US will make an annual lease payment based on the total acreage leased. On June 19, 2009, Magma Energy Servicios Limitada was incorporated in Santiago, Chile. On July 7, 2009, Magma completed its initial public offering and commenced trading on the Toronto Stock Exchange (“TSX”) by issuing 66,667,000 common shares at a price of Cdn.$1.50 per common share for aggregate gross proceeds of Cdn.$100,000,500. On July 14, 2009, Magma acquired 17 additional leases for a purchase price of $2,559,227. These acquisitions added 67,949.65 acres to our Nevada BLM leaseholds. The effective date of the leases is August 1, 2009. On July 20, 2009, Magma issued 6,933,334 common shares at a price of Cdn.$1.50 per common share for aggregate gross proceeds of Cdn.$10,400,001 pursuant to a partial exercise of the over-allotment option granted to the underwriters in connection with Magma’s initial public offering. On July 25, 2009, upon review of exploration work conducted to date on Magma’s Carrán Property in Chile, the leases associated with the Carrán Property were allowed to lapse. -5- On October 22, 2009, Magma issued 11,652,639 common shares pursuant to a private placement at a price of Cdn.$1.85 per common share for aggregate gross proceeds of approximately Cdn.$21.56 million and net proceeds of Cdn.$20.78 million. Magma’s CEO, Ross Beaty purchased 25% of the common shares issued pursuant to the private placement offering. On November 17, 2009, Magma completed an acquisition of 8.62% of shares of HS Orka from Geysir Green Energy ehf (“Geysir Green”) for 2.5 billion ISK (approximately $17 million).(1) On December 14, 2009, Magma completed an acquisition of 32.32% of shares of HS Orka from Reyjavik Energy and two other HS Orka shareholders for 3.7 billion ISK (approximately $29.8 million)(1) and by issuing three bonds totalling approximately $70 million payable on December 14, 2016 with an interest rate of 1.52% per annum. Combined with its previous holding of HS Orka, Magma then held a 40.94% direct interest in HS Orka. On January 20, 2010, Magma was awarded the 100,000 hectare Pellado property, 300 kilometres south of Santiago, by the Government of Chile. Pellado adjoins the Laguna Del Maule Property. On March 31, 2010, Magma completed an acquisition of an additional 2.25% of HS Orka from Geysir Green and subscribed for newly issued shares of HS Orka from treasury for a total acquisition cost of approximately $13 million. Combined with its previous holding of HS Orka, Magma then held a 43.19% direct interest in HS Orka. On May 5, 2010, Magma was awarded a 24 square kilometre exploitation permit on the Laguna del Maule Property in Chile. This permit will allow a geothermal operation of up to 50 megawatts (“MW”) to be developed within the permit area. The Laguna del Maule Property adjoins the Pellado Property, and together these properties encompass the Mariposa Property. On May 11, 2010, Magma completed the acquisition of an additional 2.99% of HS Orka from Geysir Green for 625 million ISK ($4.9 million).(1) Combined with its previous holding of HS Orka, Magma then held a 46.18% direct interest in HS Orka. On May 11, 2010, Magma acquired two additional leases covering an area of 1,022.9 hectares at the Desert Queen Property from the BLM, and 2,084.7 additional hectares were also acquired in the area of the Granite Springs Property. On May 17, 2010, Magma announced that it had entered into a share purchase agreement with Geysir Green to acquire the remainder of Geysir Green’s interest in HS Orka for 10.56 billion ISK (approximately $84.5 million) and by Magma assuming a bond issued by Geysir Green to the Municipality of Reykjanesbær with a face value of 6.3 billion ISK (approximately $50.5 million) (the “Municipal Bond”). Completion of the acquisition (the “Final Acquisition”) will result in Magma’s direct interest in HS Orka increasing to 98.53%. In June 2010, HS Orka took possession of a 50 MW Fuji Electric turbine generator for its Reykjanes power plant which currently produces 100 MW from twin Fuji units. HS Orka plans to undertake programs to expand the Reykjanes plant’s output to 180 MW in two phases pending permitting and new PPAs with one or more power purchasers. To proceed with the expansion of the Reykjanes plant, HS Orka has applied for and will require an expansion to its operating permit from the National Energy Authority (“Orkustofnun”). Orkustofnun has indicated that it is waiting for the results from well R-29 and further details on HS Orka’s reinjection strategy prior to granting the permit. -6- On July 5, 2010, the Company entered into a credit agreement (the “2010 Credit Agreement”) with Ross Beaty, the Company’s Chairman and Chief Executive Officer, pursuant to which the Company is able to borrow up to Cdn.$10,000,000 to pay amounts coming due by the Company to Geysir Green respecting the Final Acquisition of shares of HS Orka, and to fund general working capital requirements. All funds advanced under the 2010 Credit Agreement are repayable on the earlier of twelve months from the date of the initial advance, a change of control of the Company or on a default by the Company. Interest at the rate of 8% per annum, compounded daily, is payable monthly commencing on July 30, 2010. In addition, a standby fee in the amount of 1% of the credit facility and a drawdown fee in the amount of 1.5% of the amount advanced is payable in cash. As of the date of this Annual Information Form the full principal amount of the credit facility has been advanced to the Company to be used in connection with the Final Acquisition of shares of HS Orka. On July 27, 2010, Magma closed a public offering by issuing 40,334,628 common shares at a price of Cdn.$1.12 per common share, including 4,620,342 common shares issued upon partial exercise of the underwriters’ over-allotment option, for aggregate gross proceeds of Cdn.$45,174,783 and total proceeds, net of underwriting fees, of Cdn.$43,305,629. On August 17, 2010, Magma’s wholly-owned subsidiary, Magma Sweden, closed a portion of the Final Acquisition by acquiring 38.03% of HS Orka’s outstanding shares from Geysir Green for payment of 3,871,195,513 ISK ($32.5 million)(1) and the issuance of 24,808,569 subscription receipts of Magma on August 17, 2010 and a subsequent payment on November 30, 2010 of 3,062,612,586 ISK (approximately $25.6 million) subject to certain adjustments. Each subscription receipt will convert into one common share of Magma on December 18, 2010 for payment of no additional consideration. Magma has the right at its sole option to repurchase the subscription receipts, in whole or in part, at prices ranging from 135.90 ISK to 142.24 ISK per subscription receipt at certain times between September 4, and December 11, 2010. The maximum aggregate cost to repurchase all of the subscription receipts will be approximately $29.5 million. Following completion of this portion of the Final Acquisition, Magma Sweden held an 84.21% interest in HS Orka. On September 3, 2010, Magma’s wholly-owned subsidiary, Magma Sweden closed the final portion of the Final Acquisition by acquiring Geysir Green’s remaining interest in HS Orka representing 14.32% of the outstanding shares by assuming the Municipal Bond. The Company now holds 98.53% of the outstanding shares of HS Orka. _______________________ Note: (1) United States dollar conversion is based upon the exchange rates quoted by the Bank of Canada as of the date of the acquisition. DESCRIPTION OF THE BUSINESS General We are a geothermal power company and are actively engaged in operating, developing, exploring and acquiring geothermal energy projects. We currently own two power generation plants (the Svartsengi and Reykjanes Geothermal Plants) and three exploration properties (the Eldvörp, Krýsuvík and Trölladyngja Properties) in Iceland through our 98.53% interest in HS Orka. In addition, we currently own one power generation plant in Nevada (the Soda Lake Operation), five advanced-stage exploration properties (the McCoy, Panther Canyon and Desert Queen Properties in Nevada, the Thermo Hot Springs Property in Utah and the Mariposa Property in Chile) and eighteen early-stage exploration properties located in Nevada, Oregon, Argentina and Peru. Each of these projects is described in detail below. Our head -7- office is located in Vancouver, British Columbia, Canada. We also have offices in Reno, Nevada, Santiago, Chile and Reykjanesbær, Iceland. In total and including HS Orka, we have 135 officers and employees. We currently have two distinct business segments: the production and sale of geothermal power and the exploration of geothermal properties. All revenue and production was generated by our Soda Lake Operation in Nevada and one customer accounted for 100% of revenues. Revenue for the years ended June 30, 2009 and June 30, 2010 was as follows: Year Ended Energy Sales Portfolio Energy Credit Sales Total Revenue June 30, 2009 $3,963,167 521,963 $4,485,130 June 30, 2010 $5,055,751 nil $5,055,751 We will continue to investigate, evaluate and, where appropriate, acquire additional exploration and development properties. Developments related to our acquisition of HS Orka Subsequent to June 30, 2010, Magma’s wholly-owned subsidiary, Magma Sweden closed the Final Acquisition by acquiring Geysir Green’s remaining interest in HS Orka. The Company now holds 98.53% of the outstanding shares of HS Orka. HS Orka accounts for the vast majority of Magma’s current production of geothermal power and, accordingly, the performance of HS Orka has a significant impact on our financial results. HS Orka produces 175 MW of power from two operating plants located in the Reykjanes peninsula of Iceland. Both operations are connected to the Icelandic transmission grid with a 132 kilovolt (“kV”) transmission line. HS Orka has three PPAs: one with Landsvirkjun that terminates at the end of 2019 and two with Nordural, an operator of aluminum smelters in Iceland, that terminate in October, 2011 and June, 2026. A majority of the electricity demand in Iceland comes from the aluminum industry. In 2009, 73% of Iceland’s total electricity consumption went to aluminum smelters and 6% was consumed by other heavy industries. Economic Dependence Approximately 46% of current revenue for HS Orka is derived from energy prices linked to aluminum market prices. Therefore, HS Orka’s financial results and in turn Magma’s financial results are dependent on aluminum prices. In addition, HS Orka sells approximately 50% of its power to Nordural and the balance to the retail market. As such, much of HS Orka’s revenue is dependent on one customer. The Soda Lake Operation sells all of its current electricity output to NV Energy Company (“NV Energy”) under two 30-year PPAs that terminate in 2018 and 2020. We have commenced discussions with NV Energy and one other party to negotiate an improvement in the pricing under the current PPAs and for the planned increase in electricity output from the on-going expansion at the Soda Lake Operation. There is no guarantee that these negotiations will prove successful. However, given our plans to expand and increase the output of the Soda Lake Operation, we are optimistic that a successful renegotiation of the existing agreements and/or a new agreement on more favourable terms may be achieved. -8- Competitive Conditions The geothermal development industry is intensely competitive. The Company competes with many companies possessing similar or greater financial and technical resources for the acquisition of early-stage development properties and for access to the capital required to develop those properties. In addition to competition for exploration properties and activities, the Company competes for capital to develop its operating assets. The Company’s competitive position is maintained by its access to capital and its focus solely on geothermal assets. The Company has since its inception focussed on the acquisition and development of geothermal assets. In addition, the Company is focussed on development of assets through exploration and has assembled a strong technical team to locate and explore new properties. Environmental Protection The Company’s operations are subject to environmental regulation in the various jurisdictions in which it operates. To the best of management’s knowledge, the Company’s activities were, and continue to be, in compliance in all material respects with such environmental regulations applicable to its operations, development and exploration activities. The Company accepts its corporate responsibility to practice environmental protection and provide a safe and healthy workplace for its employees, and commits to comply with all relevant industry standards, environmental legislation and regulations in the countries where it carries on business. Overview of our Operations and Properties The following provides a brief overview of our operations and properties. Property Type Area (Ha) Potential Megawatt Capacity P90(1)(2) (MW) Svartsengi Production 175 n/a 75 / 0(3) Currently producing 75 MW and 150 MW of thermal heat Reykjanes Production 340 n/a 100 / 80-100 Currently producing 100 MW with expansion planned to 180 MW Eldvörp Advanced Exploration 1,007 n/a 0 / 50 Under Development Krýsuvík Advanced Exploration 29,500 n/a 0 / 500 Under Development Trölladyngja Advanced Exploration 3,161 n/a 0 / 150(4) Under Development 34,183 n/a Property and Location Reserves/ Resources (MW) Status Iceland – HS Orka Total ............................... -9- 175 / 630-650 Property and Location Property Type Area (Ha) Potential Megawatt Capacity P90(1)(2) (MW) Reserves/ Resources (MW) Status United States 14.2 (net)/ 28.5 (net)(5) Currently producing at 11 MW net annually; Near-term expansion program to 16 MW net annually; Extension of 30-year PPAs being negotiated Soda Lake Nevada Production 2,881 n/a McCoy Nevada Advanced Exploration 4,621 80 n/a Extensive exploration, 52 temperature gradient holes and three slim holes (late 1970s to early 1980s) Panther Canyon Nevada Advanced Exploration 4,515 34 n/a Extensive exploration and heat flow holes (1975-76); 58 temperature gradient holes (late 1970s to early 1980s) Desert Queen Nevada Advanced Exploration 4,672 36 n/a Extensive exploration, 12 temperature gradient holes, one stratigraphic hole (1973-76); shallow temperature probe survey (2007) Thermo Hot Springs Utah Advanced Exploration 706 20 n/a Extensive exploration and 2,050 metre well (1980s); 21 temperature gradient holes (late 1970s to early 1980s) Baltazor Hot Springs, Beowawe, Buffalo Valley, Columbus Marsh, Dixie Valley, Granite Springs, Soda Lake East, Upsal Hogback Nevada Early-Stage Exploration 25,085 n/a n/a Under Development – Exploration Activity varies Glass Buttes Oregon Early-Stage Exploration 3,607 n/a n/a Mapping, temperature gradient holes, resistivity survey and soil-mercury survey (1974 to early 1980s) 46,087 170 Total ............................... - 10 - 14.2(net) / 28.5(net) Property and Location Property Type Area (Ha) Potential Megawatt Capacity P90(1)(2) (MW) Reserves/ Resources (MW) Status South America Mariposa Chile Advanced Exploration 104,000 n/a 0 / 320(6) Tuzgle – Tocomar, Coranzuli Argentina Early-Stage Exploration 39,057 n/a n/a Geophysics, hydrochemistry and short holes drilled (1970s to mid 1980s) Sabancaya, Huaynaputina, Tiscani, Ccollo, Casiri, Crucero, San Pedro Peru Early-Stage Exploration 7,900 n/a n/a Preliminary exploration work conducted to date 150,957 n/a 0 / 320 Total ............................... Geophysics, Magnetotelluric (“MT”) Survey completed, slim hole drilling underway Notes: (1) Geothermal resources and probabilistic estimates of MW capacity have a great amount of uncertainty as to their existence and as to whether they can be accessed in an economically viable manner. It cannot be assumed that all of, or any part of, a geothermal resource will be commercially extracted or that estimates of MW capacity will be achieved. (2) Potential MW capacity estimates have been prepared using the volumetric estimation method developed by the U.S. Geological Survey (“USGS”) and modified to account for uncertainties in some input parameters. For a description of this methodology see “Overview of Volumetric Resource Estimate Methodology”. (3) The Reserves and Resources estimates for the HS Orka Properties are reported in accordance with the Australian Code. Reserves and Resources estimates for geothermal properties are not prepared in accordance with NI 43-101. (4) The Trölladyngja resource estimate is contained within the Krýsuvík resource estimate. (5) Assuming 12% recovery factor, 8% conversion efficiency and a 30-year project life. The Reserves and Resources estimates for the Soda Lake Operation are reported in accordance with the Canadian Code. Reserves and Resources estimates for geothermal properties are not prepared in accordance with NI 43-101. (6) The Reserves and Resources estimates for the Mariposa Property are reported in accordance with the Canadian Code. Reserves and Resources estimates for geothermal properties are not prepared in accordance with NI 43-101. I. Iceland HS Orka Properties The following is a description of the HS Orka Properties. Certain statements in the following summary of HS Orka’s geothermal resources and properties are based on and, in some cases, extracted directly from the HS Orka Report prepared on behalf of Magma by Mannvit hf who is independent from the Company. See “Scientific and Technical Information”. Reference should be made to the full text of the HS Orka Report which is available for review on SEDAR located at www.sedar.com. As a result of Magma’s completed and proposed acquisitions of shares of HS Orka, Magma has obtained an indirect interest in all of HS Orka’s geothermal resources and properties. HS Orka’s geothermal power - 11 - plants (Svartsengi and Reykjanes) and its exploration properties (Eldvörp, Krýsuvík and Trölladyngja) are all located on the Reykjanes peninsula, southwest of Reykjavík, the capital of Iceland. Property Description and Location The head office of HS Orka is located in Reykjanesbær town (14,000 inhabitants) approximately five kilometres from the Keflavík International airport and 45 kilometres from downtown Reykjavík. No other energy company or geothermal developer has any stake or interest in close proximity to HS Orka’s properties. The nearest is the Hellisheiði power plant, owned by Reykjavík Energy, in the Hengill volcanic centre which is approximately 50 kilometres away. Accessibility, Climate, Local Resources, Infrastructure and Physiography The climate of the Reykjanes peninsula is characterized by warm winters and cool summers. The annual average temperature is about 5 degrees Celsius (“°C”). During winter the average temperature is about 0°C and 10°C during summer. The annual average rainfall is approximately 1,100 millimetres per year in the lowlands but in the range of 1,500 to 2,000 millimetres per year in the mountainous areas. All rainwater percolates into the bedrock through fractures and the porous lava flows. No rivers are found in the Reykjanes peninsula but fresh groundwater is found in abundance. The lowland of the Reykjanes peninsula does not accumulate much snow during the winter unlike the mountainous areas where snow accumulation is common. Storms with average wind speeds in the range of 20 to 30 metres per second can be expected several times throughout the winter, usually carrying salt spray from the ocean. The climate is very similar in all of HS Orka’s properties and development areas. The areas are generally not impacted by weather, and geothermal exploration and development activities may typically be conducted throughout the year. Svartsengi The Svartsengi property is leased by HS Orka from the Reykjanesbær municipality for 65 years from 2009 and includes exploitation rights. It is comprised of 175 hectares surrounding the geothermal plant and well field including the injection area two kilometres to the southwest. The Svartsengi geothermal field is located approximately 20 kilometres southeast from Keflavík airport and 45 kilometres from downtown Reykjavík. The Svartsengi field is accessible by all weather paved roads from either Reykjavík or Keflavík airport. The Svartsengi geothermal field is approached from Reykjanesbær and Reykjavík by “Reykjanesbraut” highway 41 and road 43, due south from highway 41. The Svartsengi power plant is connected to the Icelandic electrical transmission grid with a 132 kV transmission line. Cold water is abundant in the Svartsengi field and supplied by shallow groundwater wells. The Svartsengi geothermal field is located in a relatively flat level terrain at an elevation of 20 to 30 metres above sea level. The Svartsengi geothermal power plant is a combined heat and power plant. It currently provides 75 MW of electricity and 150 MW of thermal district heat. The first power plant system was built in 1976 and has been upgraded in several stages since that time. The power plant has ten turbine/generator units of various sizes ranging from 1.2 MW to 30 MW. - 12 - Reykjanes The Reykjanes geothermal power plant is located at the southwest tip of the Reykjanes peninsula. HS Orka owns 340 hectares of land surrounding the Reykjanes power plant and current well field. The property includes exploitation rights to the geothermal resource. The Reykjanes geothermal field and power plant is located approximately 20 kilometres south of Keflavík airport and Reykjanesbær town. The field is accessible by all weather paved roads. From Reykjanesbær access is along road 44 to the small suburb of Reykjanesbær eight kilometres southwest, named Hafnir (150 inhabitants), and then continuing 12 kilometres south on road 425. The Reykjanes geothermal power plant is connected to the Icelandic electrical transmission grid by a 132 kV transmission line. The Reykjanes geothermal power plant is a steam driven power plant that has a capacity of 100 MW. It was built in 2006 and has two steam turbine generator units. The Reykjanes geothermal field is characterized by a lava shield partly covered with sand. The elevation of the field is approximately 20 metres above sea level. The Stampar historic eruptive fissure and the associated lava field are prominent to the west of the Reykjanes power plant. A hyaloclastite ridge (lava representing ineractions with water), approximately 20-40 metres in height, cuts through parts of the geothermal field in the northeast-southwest direction. A zone with dense northeast-southwest faults is prominent east of the main well field. The vegetation around the Reykjanes power plant and the well field is sparse and consists mainly of grass. Eldvörp The property containing the Eldvörp geothermal field is 1,007 hectares and is owned by the Icelandic State. HS Orka has an exclusive exploration and exploitation license in the Eldvörp geothermal field until 2057. The Eldvörp geothermal field is located approximately five kilometres west southwest from the Svartsengi plant and is accessed by gravel road from the Svartsengi field. The area is characterized by rugged postglacial lava fields and the Eldvörp fissure that erupted about 2,500 to 2,100 years ago. The terrain is relatively flat at an elevation of 30-40 metres above sea level. The vegetation consists mostly of moss covering the lava fields with dwarf shrubs and low herbs found in depressions in the lava field. Krýsuvík The Krýsuvík geothermal area, including the Sandfell and Trölladyngja geothermal field, covers approximately 29,500 hectares and is mostly owned by the Hafnarfjörður municipality and private land owners. HS Orka has exclusive exploration license over the complete Krýsuvík geothermal area until 2016. From either Reykjanesbær or Reykjavík, the Krýsuvík geothermal area is accessed along highway 41, followed by road 42 southeast past the Kleifarvatn Lake. Road 42 is paved for half of the way from Hafnarfjörður but in the mountain area the road is gravel. Several dirt roads are in the Krýsuvík area and some of them require four-wheel drive vehicles. Most parts of the Krýsuvík area can be accessed by dirt roads from road 427 south of the field. No roads cross the mountain ridges in the area. The dirt roads will require upgrades in the future in order to accommodate large trucks and major development - 13 - activities. No high-voltage transmission lines are directly adjacent to the Krýsuvík field; however, the closest substation is approximately 20 kilometres away in Hafnarfjörður. The topography of the Krýsuvík high-temperature geothermal area is characterized by extensive postglacial lavas and steep sided mountains and ridges of pillow lavas, pillow breccias and hyaloclastites trending approximately northeast-southwest. Two main ridges are in the area and are several kilometres long, about a kilometre wide and approximately 200 metres high above the surroundings. The elevation range of the area is about 160 to 400 metres above sea level. Trölladyngja In the years 1997 to 2001, HS Orka bought 3,161 hectares in the Trölladyngja geothermal field, but the majority of the geothermal field is owned by private land owners. HS Orka has an exploration license in the Trölladyngja geothermal field, as part of the Krýsuvík exclusive exploration license, until 2016. The Trölladyngja field can be accessed from highway 41 at the intersection with road 420 along a dirt road approximately ten kilometres south to the geothermal field. The dirt road can accommodate vehicles and large trucks but will require upgrades in the future for power project development. The Trölladyngja geothermal field is a sub field of the Krýsuvík geothermal area and has similar geological characteristics as the Krýsuvík area. The Trölladyngja geothermal field is characterized by steep ridges trending approximately northeast-southwest with lava fields in between. The elevation of the area is roughly 160 to 400 metres above sea level. History Svartsengi The first two wells in the Svartsengi geothermal field were drilled in 1971 and 1972 and the first heat exchange experiments for a district heating system started with a small pilot plant in 1974. In 1976, the pilot plant started production of hot water, which was enough to heat the town of Grindavík. The first electrical power plant in Svartsengi was built in 1976 to 1978 and consisted of two 1 MW electrical backpressure units. It was the first geothermal power plant in the world that used a high-temperature geothermal system to produce electricity and hot water for consumption and district heating. Since 1976, the power plant has been upgraded in several stages parallel to extensive geothermal research and exploration activities in the field through the years. Today, 24 wells have been drilled in the field. The geothermal reservoir is well understood and the reservoir response to production has been thoroughly monitored and modeled since the start of production in 1976. The capacity of the Svartsengi thermal plant is currently 150 MW thermal and installed electrical generation capacity is 74.4 MW electrical. The power plant consists of ten turbine/generator units, consisting of: seven 1.2 MW electrical Ormat ORC units; a six MW electrical Fuji Electric back pressure unit; and two 30 MW electrical Fuji condensing units. Reykjanes The first well in the Reykjanes field was drilled in 1956, followed by geothermal research and exploration. Systematic drilling began in 1968 and two years later seven wells had been drilled. Most of the wells were shallow but three wells were deeper than 1,000 metres and well RN-8, the deepest, was 1,754 metres in depth. Well RN-8 was utilized until 1983 when well RN-9 was drilled and replaced well - 14 - RN-8 as the main production well in the field. The wells were used in a salt-processing plant that operated for years at Reykjanes. All the above mentioned wells have been abandoned. HS Orka started investigations for power production in 1998 when well RN-10 was drilled. The Reykjanes power plant was designed according to findings from well RN-10. In the years 2002 to 2006, wells RN-11 to RN-24 were drilled to supply high-pressure steam for the Reykjanes power plant. Two 50 MW electrical turbine/generation units were procured from Fuji Electric in 2004 and the Reykjanes power plant started commercial operation in May 2006 with an installed capacity of 100 MW electrical. Today, a total of 29 wells have been drilled in the Reykjanes geothermal field. Substantial research and exploration data has been collected during the research history of Reykjanes, spanning over 40 years, especially in the last seven years with high drilling activity. Eldvörp The Eldvörp high-temperature geothermal field is located in the western part of the Reykjanes peninsula, approximately five to six kilometres west southwest from Svartsengi and approximately 11 kilometres northeast from the Reykjanes geothermal field. Eldvörp is located within the Reykjanes fissure swarm as both the Reykjanes and Svartsengi geothermal field. The Eldvörp geothermal field has been studied to some extent and has been included in several surveys as part of investigations of the Svartsengi geothermal field since the 1980’s. One exploration well exists in the field, well EV-02, which was drilled down to 1,265 metres depth in 1982. Several reports are available on the geothermal field, which describe the geology, field characteristics, fluid chemistry and production characteristics of the exploration well. Temperature and pressure has been measured in well EV-02 systematically since 1983 as part of the monitoring program of the Svartsengi geothermal field. Monitoring data and exploration results show that the Eldvörp and Svartsengi geothermal fields are two parts of the same geothermal resource. HS Orka has exploration rights in Eldvörp and plans to develop the geothermal field to the point of power production. Krýsuvík The Krýsuvík high-temperature geothermal area is located in the Reykjanes peninsula and belongs to the Krýsuvík volcanic centre and the associated fissure swarm. It is considered to cover approximately 80 square kilometres. The Krýsuvík geothermal area is divided into three sub-geothermal fields named Krýsuvík, Trölladyngja and Sandfell. The area has been known for a long time to be geothermally active and geothermal investigations have dated back to 1756. The Krýsuvík geothermal area was considered as the fourth-largest accessible geothermal field of approximately 30 fields in the National Assessment of Geothermal Resources of Iceland in 1985. Systematic exploration started in the 1940’s with the drilling of 20 shallow wells at depths of approximately 200 metres. In 1960, three deeper exploration wells were drilled and the deepest one reached a depth of 1,275 metres. Systematic exploration efforts were continued in the 1980’s including wells drilled to depths of approximately 800 to 900 metres, resulting in detailed research reports. From 1997 to 2001, resistivity campaigns were conducted to outline the extent of the geothermal resource. Despite the long research history, more exploration is needed to improve the understanding of the geothermal resource. HS Orka has exclusive exploration rights in the Krýsuvík geothermal area and plans to drill three deep (>2,000 metres) exploration wells as the next steps in the development of the field with the final aim of geothermal power production. - 15 - Trölladyngja The Trölladyngja geothermal field is a sub-field in the northern part of the Krýsuvík geothermal area. Several research and exploration studies have been conducted in the Trölladyngja field since the 1960s as part of the studies for the Krýsuvík geothermal area. These studies included detailed geological mapping, geophysical and geochemical surveys and drilling of two exploration wells in 1971 and 1972 to depths of 843 and 931 metres, respectively. Geological Setting Iceland lies on the Mid-Atlantic ridge, the boundary between the North American and Eurasian tectonic plates. More than 200 volcanoes are located within the active volcanic zone running through the country from the southwest to the northeast. Earthquakes are frequent but rarely cause serious damage. In this volcanic zone there are at least 30 high-temperature geothermal areas containing steam fields with underground temperatures reaching above 200°C within 1,000 metres depth. The geothermal areas are directly linked to the active volcanic systems. Approximately 250 separate low-temperature areas with temperatures below 150°C in the uppermost 1,000 metres in the crust are mostly in the areas flanking the active zone. The Icelandic basaltic plateau was formed as the result of a mantle plume and the constructive margin of the sea floor spreading (rift zone) between the North American plate and the Eurasian plate which spreads two centimetres per year. The existence of the mantle plume leads to the dynamic uplift of the Icelandic plateau and increased volcanic activity in the rift zone between the two plates. The high-temperature areas in Iceland are only found within the area of active volcanism within the rift zone characterized by central volcanoes or volcanic complexes and associated fissure swarms. The sub-marine Mid-Atlantic Ridge connects to the rift zone of Iceland on the southwest tip of the Reykjanes peninsula. The Reykjanes, Eldvörp and Svartsengi geothermal fields are all located within the Reykjanes fissure swarm while the Krýsuvík geothermal area is related to the Krýsuvík fissure swarm. The fissure swarms are directed approximately in southwest-northeast direction which is the main direction of active faults and fractures which govern the direction of subsurface fluid flows. Svartsengi The Svartsengi geothermal field is one of the three high-temperature geothermal fields located in the rift zone on the western part of the Reykjanes peninsula. The geothermal field is liquid dominated with temperature in the range of 235 to 240°C with natural steam zone found in the eastern part of the geothermal field. The produced fluid is approximately two-thirds seawater and one-third freshwater in composition. The stratigraphy of the field consists of shallow groundwater zone in a basaltic formation, 300 metres in thickness. That is followed by a 300 metres thick hyaloclastite series that forms the caprock of the geothermal reservoir. Below the caprock are series of flood basalts and at 1,000 to 1,300 metres depth intrusions become dominant. Fractures related to the fissure swarm across the reservoir in the eastern part of the well field. Reykjanes The Reykjanes geothermal system is located at the southwest tip of the Reykjanes peninsula, where the sub-marine Reykjanes Ridge connects to the volcanic rift zone of Iceland. The Reykjanes geothermal system belongs to the Reykjanes fissure swarm. The geothermal system is a liquid dominated high- - 16 - temperature geothermal system with sea water as the reservoir fluid. The highest temperature in the system has been measured approximately 320°C, but the dominate reservoir temperature is around 295°C. The stratigraphy of the Reykjanes geothermal field can be divided into four main units. The uppermost 120 metres consist of a few sub-area lava flows, underlain by a formation of pillow basalt. Below this unit is a series dominated by hyaloclastite tuff formations. Below 470 metres and down to 970 metres are tuff formations with pillow basalts. Below 970 metres depth, the majority of the rocks are crystalline basalts. The pertinent surface geological features are lava shields and the historic Stampar fissure, which erupted in 1226. Volcanic eruptions in Stampar are expected to occur every 1,000 years or so. The Reykjanes field is situated within the Reykjanes fissure swarm and therefore contains dense northeastsouthwest fissure and fault zones. Eldvörp The Eldvörp high-temperature geothermal field is located in the western part of the Reykjanes peninsula, approximately five kilometres west southwest from Svartsengi and about 11 kilometres northeast from the Reykjanes geothermal field. The area is characterized by rugged postglacial lava fields and the Eldvörp fissure that erupted about 2,500 to 2,100 years ago. The Eldvörp geothermal reservoir is a liquid dominated high-temperature geothermal system with a steam zone from surface down to approximately 800 metres depth. The reservoir temperature in Eldvörp is about 270°C. The chemistry of the reservoir fluid in Eldvörp is approximately two-thirds seawater and one-third fresh water. Krýsuvík The Krýsuvík high-temperature geothermal area is located in the centre of the Reykjanes peninsula and belongs to the Krýsuvík volcanic centre with the associated fissure swarm. The Krýsuvík geothermal area is sub-divided into three geothermal fields: Krýsuvík, Sandfell and Trölladyngja and all belong to the same volcanic system and fissure swarm. The area is characterized by an extensive post-glacial lava fields, steep-sided mountains and ridges of pillow lavas, pillow breccias, and hyaloclastites. The latter formations are of upper Quaternary age, in all likelihood from the last glaciations, formed during volcanic eruptions in melt water chambers within the glacial ice sheets. All the rocks are of basaltic composition. The area shows high intensity of geothermal activity, presented in several mud pits, many fumaroles and hot springs. Topographically, the Krýsuvík area is characterized by two major northeast-southwest striking hyaloclastites ridges. Trölladyngja The Trölladyngja geothermal field is a sub geothermal field of the greater Krýsuvík geothermal area, so the geological setting is similar to the Krýsuvík geothermal area. The most significant geological features of the area are the northeast-southwest trending hyaloclastite ridges reaching approximately 300 to 400 metres above sea level. The dominant rock units in the Trölladyngja are hyaloclastit tuff and breccias, and quaternary lava flows that cover the areas between the ridges. - 17 - Geothermal Exploration Svartsengi Geothermal investigations started in 1969, so the Svartsengi geothermal field has been studied for 40 years. Extensive research activities and exploration campaigns have been conducted through the years. The exploration history includes: geological and tectonic mapping; geochemistry analysis; resistivity explorations; gravity surveys and elevation surveys; Interferometric Synthetic Aperture Radar (“InSAR”) for remote sensing using radar satellite images; tracer testing; numerical modeling; and drilling of numerous wells. To date, 24 wells have been drilled in the field. Eight wells produce from the liquid dominated part of the reservoir, while five wells produce dry steam from the steam cap. Two reinjection wells (SV-17 and SV24) have been drilled in the reinjection location in the Svartsengi field, which is located 2.5 to 3.0 kilometres southwest of the production field. The average depth of the wells in use in the Svartsengi field is approximately 1,200 metres. Reykjanes Systematic exploration in the Reykjanes field started in the late sixties and several studies have been made on the geological and hydrothermal alteration. Fluid inclusions have been studied and several resistivity campaigns have been carried out. Substantial data has been collected during the research history of Reykjanes spanning over 40 years, especially in the last seven years with high drilling activity. The data collected should be sufficient to obtain quite good knowledge on the geological structure of the geothermal system. Much of the data is in the drilling and completion reports as well as well testing reports. The data has, however, not been compiled in an overview report that reflects the findings since 2002. The first well in the Reykjanes field was drilled in 1956 followed by geothermal research and exploration. Systematic drilling began in 1968 and two years later seven wells had been drilled. Most of the wells were shallow, but three wells were deeper than 1,000 metres and well RN-8, the deepest, was 1,754 metres in depth. Well RN-8 was utilized until 1983 when well RN-9 was drilled and replaced well RN-8 as the main production well in the field. The wells were used in a salt-processing plant that operated for years at Reykjanes. All the wells mentioned above have been abandoned. Investigations for power production started in 1998 when well RN-10 was drilled. In the years 2002 to 2006, wells RN-11 to RN-24 were drilled to supply high-pressure steam for the Reykjanes power plant. Today, a total of 29 wells have been drilled in the Reykjanes geothermal field. The average measured depth of all the wells in use in the Reykjanes field is approximately 2,200 metres and three directionally drilled wells have been drilled to depths in excess of 3,000 metres (measured depth, not true vertical depth). The fluid flow in the Reykjanes geothermal field is dominated by the Reykjanes fissure swarm and fault zones with northeast-southwest direction. A fault zone trended approximately northwest-southeast has also been suggested by analyzing loss zone in wells temperature distributions. The up-flow zone is believed to be along the northeast-southwest and northwest-southeast faults and the centre of the geothermal system is at their cross section. The two faults and the centre of the geothermal system and the volume below the geothermal surface manifestation has been the main drilling target in the reservoir. The main feed-zones in the Reykjanes field are found on two depth intervals: 800 – 1,200 metres; and 1,900 – 2,300 metres depths. - 18 - Transient Electromagnetic (“TEM”) resistivity measurements were done in 2005 in the Reykjanes field. The resistivity measurements show that the main up-flow zone is narrow, like a chimney, with natural horizontal run off from the centre. Low resistivity (indicating temperature above 240°C) is found at 800 – 1,000 metres depth in area of approximately 11 square kilometres. MT measurements were done in 2008 across the Reykjanes geothermal field. They show the same location of the up-flow zone as the TEM measurement and support the TEM results of a chimney-like geothermal system. The MT measurements indicate that the geothermal field has roots deep within the crust. The geothermal fluid in the Reykjanes reservoir is seawater and is therefore believed to have a sealing anhydrite boundary like the Svartsengi reservoir. The chimney-like appearance supports this. The Reykjanes reservoir has low permeability sedimentary formations at 500 to 800 metres depth that provides a cap rock to the system. A steam cap started to develop at 800 to 1,200 metres depth in the reservoir due to the mass extraction during the initial operational months of Reykjanes power plant. Eldvörp The Eldvörp geothermal field has been studied to some extent since the 1980’s and has been included in several surveys as part of investigations of the Svartsengi geothermal field. Geothermal research and exploration in the Eldvörp geothermal field include detailed geological mapping, several resistivity exploration campaigns, geochemistry analysis of the reservoir fluid and drilling of one full size exploration well, EV-02, to a depth of 1,265 metres. Well EV-02 is drilled through two intrusive dikes in the Eldvörp fissure that were the feeders for the two eruptions, one occurring approximately 12,000 years ago and the other occurring approximately 2,200 years ago. The active hydrothermal system is closely related to the intrusions as the majority of feed-zones in the well relate to fractures created by the intrusions. Results of TEM exploration survey conducted in 1996 and interpretation of older measurements indicate strongly that Eldvörp and Svartsengi are part of the same geothermal system. Twelve new TEM measurements were done in the Eldvörp field in 2008 in order to improve the coverage in the field and obtain a better picture of the outline of the geothermal anomaly in the field. The older measurements were re-interpreted with the 2008 measurements, resulting in a more detailed portrayal of the field. The results show that the Eldvörp and Svartsengi fields are connected and are part of the same geothermal resource. Two main feed-zones are in well EV-02 at 575 metres and 1,250 metres depths. Well tests show that the upper feed-zone produces steam due to the pressure drawdown, caused by the mass extraction in Svartsengi. The average enthalpy of the fluid produced from the well increased from approximately 1,350 kilojoules per kilogram in 1983 to approximately 1,650 kilojoules per kilogram in 1996. The enthalpy, however, changes with flow rates due to the different flow through the feed-zones at different well-head pressure. In 1983, the maximum well output was about 170 kilograms per second at 16 bar well-head pressure, but 110 kilograms per second in 1996 at same well-head pressure. The reason for declined productivity is the pressure drawdown caused by the mass production in Svartsengi. In 1996, the well was considered to be able to produce about five kilograms per second of steam in the long run. Today, the well is considered to be able to produce between 15 and 20 kilograms per second of steam. There are indications that the well is drilled on the boundary of more permeable formations that feature higher reservoir temperature. This is supported with geothermometer and fluid chemistry analysis. - 19 - During the well tests in 1983 and 1996, the temperature of the inflow was considered about 250°C and 270°C, respectively. Pressure measurements made in 2008 in well EV-02 show pressure drawdown of about 16 bar due to the mass extraction in Svartsengi. Eldvörp has responded with increased reservoir pressure because of the reinjection in well SV-17 in Svartsengi, which is in a distance of about three kilometres. The pressure history shows obvious pressure interference between the two geothermal fields. Trölladyngja Several research and exploration studies have been conducted in the Trölladyngja field since the 1960’s as part of the studies for the Krýsuvík geothermal area. These studies included detailed geological mapping, geophysical and geochemical surveys and drilling of two exploration wells in 1971 and 1972 to depths of 843 and 931 metres. HS Orka drilled two exploration wells in the Trölladyngja field in 2002 and 2006. The wells penetrated to depths in the range of approximately 2,200 and 2,300 metres, respectively. Both wells showed high bottom-hole temperature, in the range of approximately 320 to 340°C. However, temperature reversals are observed over the 1,000 to 1,500 metre depth interval in both wells, indicating horizontal fluid flow around the wells. The temperature profiles in both wells show indications of convective cell in the geothermal system, the wells are therefore, considered to be in some unknown distance to the main upflow or a hydraulically convective fracture zone in the geothermal field. The upper and cooler convective part is more permeable than the deeper and hotter zone. Both wells are marginal producers and are not able to sustain constant flow when discharged. Geothermal Resource and Geothermal Reserve Estimates In summary, the resource and reserve estimates of the HS Orka properties are as follows: Property Reserves (MW Electrical) Proven Probable Svartsengi 75 Reykjanes 100 80-100 Eldvörp 50 Krýsuvík 500 150(1) Trölladyngja Total............ Resources (MW Electrical) Indicated Inferred Reserves = 175 Resources = 630-650 _______________________ Note: (1) The Trölladyngja resource estimate is contained within the Krýsuvík resource estimate. For further discussion regarding the resource and reserve estimates of each of the HS Orka properties, please see below. - 20 - Svartsengi Production History Mass extraction from the Svartsengi geothermal field started in 1976 when the Svartsengi power plant started operation. The average annual mass production increased to over 200 kilograms per second in 1980 and reinjection tests started in the field in 1983. The net mass extraction peaked in 2000 with roughly 350 kilograms per second but declined considerably when reinjection became an integral part of the reservoir management. Since 2003, the annual average net mass extraction has been around 200 kilograms per second. The annual average net mass extraction has decreased since the 1990’s, but the installed capacity of the plant has increased more than 60 MW electrical. The total mass production in 2008 was 13.8 million metric tons or 438 kilograms per second on average. The total reinjection was approximately 6.1 million metric tons, or 193 kilograms per second, on average. The net mass production is therefore approximately 7.7 million metric tons or 245 kilograms per second, on average. Substantial and consistent reinjection commenced in 2003 with a reinjection/production ratio of 32%. It has increased steadily and is now 44% as of 2008. Reinjection has therefore become an integral part of the reservoir management. This has resulted in decreased net mass extraction from the geothermal reservoir. In 2008, the total production from the steam wells was about 2.85 million metric tons, which represents about 90 kilograms per second, on average. This is about 21% of the total mass production from the reservoir. Reservoir Monitoring Several important reservoir parameters have been continuously monitored during the utilization history of the Svartsengi field since 1976. These parameters are mass production, water level, reservoir pressure, well-head pressure, reservoir temperature, fluid chemistry, depth of scaling in production wells, gravity and elevation. Production and Reinjection The total mass flow from each well in Svartsengi is calculated from the well-head pressure and the opening position of the control valve. The flow characteristics of the production wells in Svartsengi are known and the flow from each well is calculated by a formula calibrated against the well-head pressure, the control valve opening and the orifice in the flow line. Vatnaskil Consulting Engineers (“Vatnaskil”) have been responsible for reviewing the collected data, calculating the production flow rates and reporting the total production and reinjection data as well as the water level changes annually, since 1985. Vatnaskil is also responsible for developing and maintaining a numerical model (the “AQUA model”) to simulate the water level changes in the fields and make forecasts on future water levels, given future production scenarios. This model has been used to assess the resource and reserves of the Svartsengi and Eldvörp geothermal fields. Water Level and Pressure Well SV-7 is producing from the liquid dominated part of the reservoir and was monitored for 20 years from 1979 to 1999 when failure in the well-head prevented measurements. Well SV-12 was drilled in 1982 and served as a production well from 1998 to 2000. Since then the well has only been used for - 21 - monitoring purposes. The water level and down-hole pressures have been monitored in these wells three to four times each year (at a depth of 1,000 metres in well SV-7 and a depth of 900 metres in well SV-12). The rate of pressure drawdown in Svartsengi was the highest, at about 2.5 bar per year in the first years after the six MW electrical unit was put online in 1980. The drawdown rate leveled off and was about 0.6 bar per year in 1999. The rate of drawdown increased to about two bar per year when the 30 MW electrical unit was put on line in December 1999. After the reinjection became an integral part of the reservoir management, in 2002, the drawdown in the Svartsengi field stabilized and the well in Eldvörp shows indication of pressure recovery. Unit 6 (30 MW electrical) came on line in late 2007. Observed pressure in well SV-12 in early 2008, shows about a one bar pressure drop, most likely in response to increased production. However, from mid 2008, the observed pressure recovered about two bar. In 2008, the second injection well was put into service. That well had total circulation loss at a depth of approximately 840 metres and may have better connection to the production field than the first well, resulting in improved pressure recovery in the production field. The total pressure drawdown in Svartsengi is approximately 30 bar since the start of production in 1976. Reservoir Temperature The initial reservoir pressure before the start of production was about 16 bar lower than the surrounding hydrostatic pressure. This pressure difference, in addition to the 30 bar pressure drawdown due to the mass extraction, introduces the risk of cooling of the production water due to influx of cold water from surrounding water reservoirs. Because of this risk factor the temperature in the Svartsengi geothermal field has been thoroughly monitored since 1980. The temperature profile in the monitoring wells is usually measured concurrently with pressure and water level measurements. This is done three to four times each year. The separation pressure of the Svartsengi plant is about 5.5 bar gauge (6.5 bar absolute), corresponding to a temperature of 211°C. If the temperature at the well-head declines to 211°C or the well-head pressure drops to 5.5 bar gauge, the wells will not be able to supply steam to the plant at current operation level. The following cut-off pressure levels of the steam supply system from the well field for the Svartsengi power plant have been defined: ten bar gauge standard operational; and eight bar gauge minimum preferred. Steam zone temperatures The boiling of the water in the steam zone is effectively a heat mining process and natural water recharge to the boiling zone will eventually cause a decrease in temperature, which will result in lower well-head pressure and less well output. Even after over 30 years of production from the field, the temperature is still around 240°C and there are no signs that indicate that the temperature is decreasing in the steam zone. Therefore it is considered unlikely that the reservoir temperature will decrease below 211°C in the next few decades, assuming a similar utilization mode and no unexpected geological events. In 1983 and 1986 the temperature of the produced fluid cooled down suddenly. Some of the wells cooled down temporarily as much as 12°C. This is believed to be caused by sudden influx of cold water that resulted in the cooling of the production water and lower well-head pressures. This drop in temperature - 22 - recovered in a few weeks time and normal operating temperatures were maintained. These two incidences are the only know cooling events in the reservoir. The reason for these events is unknown. Geochemistry and Scaling Samples from the produced fluid have been collected and the chemical composition of the fluid analyzed continuously since production started in the Svartsengi field in 1976. Samples are collected four times per year. These investigations are part of the monitoring system in the field. The purpose is to monitor chemical changes of the fluid that reflect changes in the reservoir. In the early years of the power plant operation, calcite scaling used to form in the boiling zone in the production wells at depths of 400 to 600 metres. The scaling had to be cleaned by drilling approximately every two years. A drilling method was developed which made it possible to drill out the scaling while the well was kept flowing and the debris was brought to surface. Due to lowered carbon dioxide content of the geothermal fluid during the recent years the calcite scaling problem has almost disappeared in the Svartsengi field. Land Subsidence Measurements Elevation and gravity changes have been measured around the Svartsengi, Eldvörp and Reykjanes fields since the start of production in Svartsengi. The subsidence rate was highest right after exploitation started (approximately 14 millimetres per year) and was approximately seven millimetres per year between 1987 and 1992. The subsidence rate increased again from 1992 to 1999 to about 14 millimetres per year. The subsidence bowl in Svartsengi has a north northeast-south southwest direction, extending to the Eldvörp geothermal field where the subsidence rate was four to ten millimetres per year from 1976 to 1999. By reinjecting the produced fluid back into the reservoir the net mass extraction from the field is reduced. The reinjection will, therefore, help to mitigate the land subsidence due to mass extraction. Reinjection is probably the only method available to mitigate this effect. Land subsidence has not caused any damage to infrastructure, the steam field or the power plant and it is unlikely to cause any damages in the future. Reservoir Modeling of Svartsengi Several methods and models, including the AQUA model, have been developed and used to simulate water level and pressure changes due to the mass extraction of the Svartsengi geothermal field since the 1980s. The models have then been used to forecast the reservoir response given future production and reinjection scenarios. The latest models simulate the 30 years of pressure history at Svartsengi with good confidence. Reservoir models and have been used in the decision making process of HS Orka, and it predecessors, for successfully expanding the power production capacity of the Svartsengi geothermal power plant. Mechanics of the Geothermal Reservoir Geothermal systems with seawater reservoir fluids have different characteristics than geothermal systems with reservoir fluid originated as meteoric (fresh) water. The seawater has abundant chemical content compared to the meteoric water. Silica is the predominant substance in the rock matrix and when the fluid percolates in the reservoir rocks it dissolves the silica and other minerals and salts. The solubility - 23 - increases with increased temperature. Also present in colder seawater are anhydrites, among other chemicals which form a sealing boundary when recharged into the hot geothermal system. The precipitation of anhydrates can therefore, create a low permeability sealing boundary in the upper parts of geothermal reservoirs containing seawater as the geothermal fluid. The caprock and anhydrate sealing boundary frame ideal conditions for the creation of a steam cap. The boiling zone separating the one and two phase zones moves upward and downward, depending on the pressure in the steam cap and the reservoir pressure on the single phase zone deeper in the reservoir. Increased production from the steam zone results in lower pressure in the two phase zone and the boiling zone moves upward and the steam zone reduces in size. In contrast, the steam zone expands with increased production in the deeper wet part and lowers the reservoir pressure. Reinjection into the reservoir creates pressure support that has the same effect as reduced production from the deeper wet part of the reservoir. This setup shows that the size of the steam zone can be managed by production from the one and two phase zones as well as with reinjection. Production Capacity of the Geothermal Reservoir In order to investigate whether the current 74 MW electrical production capacity of Svartsengi plant could be maintained by the geothermal resource, the AQUA model was used to forecast the reservoir pressure response by using constant current production and reinjection rates for the next 30 years, that is 438 kilograms per second mass production and 44% reinjection. Modeling results show that the forecasted additional reservoir pressure decline from 2010 to 2040 is approximately 25 bar. The approximate 30 bar current pressure decline in the reservoir from 1976 to 2009 has resulted in approximately a four bar average well-head pressure decline over the past 33 years. It is therefore reasonable to assume that the forecasted 25 bar additional pressure decline will also result in approximately four bar well-head pressure decline. According to this assumption the well-head pressure should drop from 14 bar in 2009 to about ten bar in 2040, which is within the standard operational parameters of the Svartsengi power plant, and sufficient to maintain current plant output. Future Well-Head Pressure In order to more accurately investigate the impact of future reservoir pressure drawdown on the future well-head pressure, Vatnaskil performed a simulation study on the subject. The study was based on calculating, numerically, the two phase flow in a typical production well and simulating the observed well-head pressure as a function of the observed reservoir pressure. Well SV-8, which is producing from the deeper wet part of the reservoir, was selected as a representative well. According to the future forecast the well-head pressure will be eight bar in 2030, which is the minimum preferred operational pressure. The well-head pressure will stay above seven bar until 2040 which is higher than the 5.5 bar operational pressure of the power plant. The forecast presented assumes the current production mode to be constant throughout the forecast time. - 24 - Figure 1: Measured, simulated and forecasted well-head pressure in well SV-8 in Svartsengi from 1982-2040 (provided by Vatnaskil). The future well-head calculations are based on the reservoir response calculated by the AQUA model, which simulates the pressures in the reservoir. The increased reservoir drawdown will result in further expansion of the steam cap, which is expected to lead to higher enthalpy of the produced fluid. Higher enthalpy will call for reduced mass extraction from the reservoir which will result in less reservoir pressure drawdown than is assumed in the forecast. The well-head pressures in the Svartsengi field are therefore considered to be higher than the minimum preferred operational pressure of the Svartsengi power plant through 2040. It is therefore concluded, with confidence, that the Svartsengi reservoir is expected to be able to supply the power plant for the next 30 years. Reserve Estimate and Classification The Svartsengi geothermal resource has been under production since 1976. Numerous wells have been drilled in the field and the monitoring history is continuous and valid. The geothermal field has been under investigation and exploration for approximately 40 years, resulting in a comprehensive understanding of the reservoir and its response to long term mass extraction. A detailed numerical model of the geothermal reservoir exists, which simulates the production and monitoring history with a high degree of confidence, resulting in reliable forecasts of the reservoir response to long term utilization since the start of production 33 years ago. In particular, the AQUA model was used for the resource classification. As defined and in accordance with the Australian Code and with fluid temperature of approximately 240°C, the Svartsengi geothermal field is classified as a proven reserve containing recoverable thermal energy of 75 MW electrical for 30 years, relative to the operational parameters of the Svartsengi geothermal power plant. - 25 - Reykjanes Production History The Reykjanes geothermal field has been utilized since 1969. Before the Reykjanes power plant began operation in May 2006, the annual production was never more than 100 kilograms per second. The mass production from the field increased more than tenfold with the commissioning of the Reykjanes power plant. The power plant design assumed that 800 kilograms per second of fluid at 290°C with enthalpy of 1,290 kilojoules per kilogram were needed to supply the power plant. Because of the creation of the steam cap in the field, the enthalpy has been increasing with time. The enthalpy was on average about 1,335 kilojoules per kilogram in 2007 and the mass needed to supply the plant was about 736 kilograms per second on average. Reinjection During the development of the Reykjanes power plant, the intention was to reinject part of the geothermal brine from the separators of the Reykjanes power plant back to the reservoir, as part of the reservoir management. That way, reservoir pressures would be supported and pressure drawdown mitigated. Reinjection, however has been postponed to date principally due to the fact that the brine is chemically complex. Without proper fluid handling before reinjection the reinjection wells would clog up in due time and loose injectivity. HS Orka has been conducting studies on the fluid handling and estimates that the brine dilution with steam condensate from the plant is the best way to handle the scaling in the reinjection wells. The amount of reinjection fluid available therefore depends on the amount of available condensate. It is estimated that up to 300 kilograms per second or 30 to 50% of the mass extracted can be reinjected back to the reservoir. The available condensate flow with three 50 MW electrical units in operation is about 250 kilograms per second. No problems are foreseen in reinjecting all of the pure oxygen free condensate mixed with brine until the fluid mix amounts to 50% of the fluid production. At this dilution level, the scaling problem associated with the reinjection is considered to be immaterial. Well RN-20 was drilled in the spring of 2005 to a total depth of 2,126 metres with the aim of being a production well. It had limited output and casing failure at a depth of 230 metres depth and was therefore never used as production well. In the summer of 2008, the well was sidetracked and directionally drilled about 800 metres to the south southeast for the purpose of being a reinjection well and was renamed RN20B. This well is the easternmost well in the Reykjanes field. Its location seems to be ideal for a reinjection test. The well is believed to be close enough to create pressure support in the main production zone, within reasonable time limits, and distant enough to prevent premature cooling in the production wells. Reinjection into well RN-20B started in July 2009, and the reinjection rate is about 75 to 80 kilograms per second, or approximately 13% of the total mass extraction. A tracer test is currently being conducted in the field in order to investigate the connectivity between the reinjection well and other production wells in the field. Based on the result of the test it is possible to identify flow paths within the reservoir and estimate the risk of cooling of the production water. Currently, one additional reinjection well will be required. This well has been located about three kilometres northeast of the main production field, in the main direction of faults in the area. The distance of three kilometres is believed to be a sufficient distance from the production field. The planned additional reinjection well is within the recharge area of the Reykjanes geothermal field, according to the - 26 - InSAR results, so all water reinjected into the well will eventually be produced again. It is expected that the reinjection will provide pressure support for the geothermal field. Well-Head Pressure and Mass Flow Information on well-head pressures, control valve openings of the wells in Reykjanes are automatically measured, recorded, sent and stored on servers, similar to the Svartsengi field. The monitoring system has been in operation at Reykjanes since 2004. The total mass flow from each well in Reykjanes is calculated from the well-head pressure and the opening position of the control valve. The flow characteristics of the production wells are known from well testing. The flow from each well is calculated by a formula calibrated against the well-head pressure, the control valve opening and the orifice in the flow line. Reservoir Pressure and Temperature Down hole temperature and pressure profiles have been collected for the last 35 years, but the time series are discontinuous. No well has served the single purpose of being a monitoring well. The first measurements were done around 1970 when well RN-08 was drilled. The number of temperature and pressure logs increased substantially in 2002 when new wells were drilled for the Reykjanes power plant. Little is known about the pressure history from 1970 to 2002, but the pressure drawdown in that period due to the production is not believed to be more than two or three bar. Between 2002 to mid-2009, the temperature at a depth of 1,600 metres in most of the wells in the Reykjanes geothermal field was demonstrated to be generally increasing due to temperature recovery from drilling, as well as boiling in the steam zone. Additionally, the temperature in the production wells at the Reykjanes geothermal field was demonstrated to be gradually increasing from approximately 280°C to close to 300°C during the same period. Wells RN-16 and RN-17 have demonstrated slightly lower temperatures than the other wells as they are located within the perimeter of the main well field. There are two likely explanations for the reduced drawdown: reduced mass extraction in the Reykjanes field; or increased natural recharge to the production part of the reservoir. The production from the field at the plant start-up was close to 790 kilograms per second, but was approximately 615 kilograms per second in 2008 due to higher fluid enthalpy. This represents an over 20% reduction in mass extraction which should eventually result in a reduced rate of pressure drawdown. Increased pressure difference between the main reservoir and the recharge system, due to the net mass extraction, will most likely stimulate the natural recharge to the main geothermal reservoir, which also should result in reduced pressure drawdown. It is believed that both reasons can explain the change in pressure drawdown, but this can only be investigated with reservoir modeling. Monitoring Program The enthalpy of the produced fluid from the Reykjanes geothermal reservoir has been increasing since the start of operation of the Reykjanes power plant because of the formation of the steam zone found below a depth of 800 metres in the main production field. The steam zone plays an important role in the production plan since the planned 50 MW electrical plant expansion will mostly be supplied by shallow steam wells tapping the steam zone. Enthalpy changes in the production wells in the field are therefore important to monitor in order to see how the steam zone develops over time. The reservoir pressure drawdown is the most important parameter to monitor in order to obtain information on the health of the geothermal reservoir. Currently, the pressure is measured systematically - 27 - in one well in the Reykjanes geothermal field, well RN-16, which is roughly 600 metres from the centre of the production field. Land Subsidence and Reservoir Recharge Area In the fall of 2008, the subsidence was about 80 millimetres per year in the area near the Reykjanes power plant. The subsidence rate was stable in 2003 to 2005 but increased to about 27 to 28 millimetres per year in 2006 to 2007. The subsidence rate appears to have reduced slightly between 2006 and 2007 compared with 2007 to 2008. This is presumably due to gradual production decrease from the Reykjanes field from 2006 to 2008. The subsidence bowl is elongated southwest-northeast parallel to the Reykjanes fissure swarm and extends some eight to nine kilometres to the northeast from the power plant, or almost all the way to the Eldvörp geothermal field. Subsidence rates due to mass production from geothermal fields have also been observed in geothermal fields outside Iceland, for example in The Geysers in California, Cerro Prieto in Mexico and Wairakei in New Zealand. The observed subsidence at Svartsengi and Reykjanes are similar to what is observed in The Geysers and Cerro Prieto, but an order of magnitude less than what has been observed in Wairakei. In Wairakei, subsidence rates reached almost 500 millimetres per year in the 1970’s but have declined to about 100 millimetres per year. The total subsidence in Wairakei in 2001 was estimated to be approximately 15 metres near the centre of the subsidence bowl. That has resulted in damage to wells, pipelines, infrastructures, buildings and land changes. The land subsidence is not reported to have impacted the field productivity in any of the fields. Reservoir Modeling The Reykjanes geothermal field has been simulated by two detailed numerical models: the AQUA model and a detailed 3D numerical model (the “ÍSOR model”) developed in 2007. Both the models were used to simulate the monitoring history and make forecasts on the reservoir pressure response to different future production scenarios. Production Capacity of the Geothermal Reservoir Both the AQUA and the ÍSOR models have been used to forecast the reservoir pressure change in two wells in Reykjanes, RN-12 in the main well field and RN-16 in the outskirts. These calculations were done in 2008 and 2009 for HS Orka to assess the impact of the 50 MW electrical expansion of the Reykjanes plant on the geothermal reservoir and are used to assess the power production capacity. The ÍSOR model forecasts more pressure drawdown in the field than the AQUA model. Both models expect the pressure drawdown to level off with time, as actual pressure drawdown data indicate. The gross mass extraction from the Reykjanes reservoir was, on average, approximately 736 kilograms per second in 2007 and the enthalpy approximately 1,335 kilojoules per kilogram. The forecasts made by the ÍSOR model were done in early 2008 and are based on the 2007 mass extraction and enthalpy numbers. The forecast made in September 2009 by the AQUA model were done with same mass extraction and enthalpy number in order to make model comparisons for HS Orka. The mass extraction values in the scenarios do not, therefore, reflect the current mass extraction in the Reykjanes field. Because of the steam cap creation in the Reykjanes reservoir, the average mass extraction from the reservoir has reduced from 2007 and was, in 2008, approximately 614 kilograms per second. The - 28 - enthalpy increased from 1,335 kilojoules per kilogram to 1,400 kilojoules per kilogram. The mass extraction is therefore about 18% higher in scenario 1 than the 2008 average. HS Orka plans to drill four additional wells to supply the 50 MW electrical expansion. The assumption is that three wells will be drilled to the steam cap and one well to the “wet and deeper” part of the reservoir. The steam wells can be assumed to have enthalpy of approximately 2,800 kilojoules per kilogram and the wet well 1,400 kilojoules per kilogram. The expansion of the steam cap and the drilling of new wells will therefore increase further the enthalpy of the produced fluid from the field. If one assumes an average future enthalpy of 1,600 kilojoules per kilogram, the steam fraction at 18 bar operational pressure will therefore increase from about 26% to approximately 37%. This results in a needed mass extraction of approximately 800 kilograms per second, which is about 10% higher than the base case scenario resulting from reservoir modeling. If 25% reinjection is assumed, the net mass extraction will be around 600 kilograms per second, or about 17% lower than the base case scenario resulting from reservoir modeling. Future Well-Head Pressure The method used for the Svartsengi field to forecast the future well-head pressure was also used to forecast the future well-head pressure for a typical well in the Reykjanes field. However, the monitoring data on well-head pressure in the Reykjanes field was not used in the calculations because of short monitoring history and fluctuation in the observed values. Instead constants were selected by comparing the calculated output curve of a hypothetical production well representing other wells in the field, to the family of all measured output curves in the different production wells in the field. According to this forecast, the following cut-off pressure levels are defined for the steam supply system for the Reykjanes power plant: 24 bar standard operational; and 22 bar minimum preferred. Production 725 kg/s and 0 kg/s reinjection Production 935 kg/s and 0 kg/s reinjection Production 935 kg/s and 130 kg/s reinjection Figure 2: Forecasted future well-head pressure in well RN-12 in Reykjanes for scenarios 1, 2, and 3 (provided by Vatnaskil). - 29 - The future well-head pressures of the hypothetical well in Reykjanes are higher than the standard operational cut-off pressure of 24 bar at all times until 2040 in all future forecast scenarios resulting from reservoir modeling. Production Considerations Since the steam supply commenced in May 2006, a steam cap was created at depths of approximately 800 to 1,200 metres. The development of the steam cap has resulted in higher fluid enthalpy and reduced mass extraction from the field. The reduced production, and most likely increased recharge to the geothermal reservoir, has resulted in a reduced rate of pressure drawdown as observed in well RN-16. Shallow production wells have been drilled in the field with the objective of producing from the steam cap. The 50 MW electrical expansion of the Reykjanes plant is planned to be supplied in two parts, with two-thirds coming from the steam zone and the other one-third from deeper parts of the reservoir. The future production strategy is therefore highly depended on the expansion and the health of the steam cap. The three forecasted production scenarios created with the ÍSOR model give important indications about the steam cap developments until 2040. According to the forecasts, the steam zone will expand in size until 2040. However, the temperature in the steam cap will decrease roughly 30 to 40°C in all scenarios. This is natural since the boiling and the water recharge into the steam zone is effectively a heat mining process from the reservoir rocks which results in lower reservoir rock temperature. The boiling is not expected to go much below 1,500 metres. The temperature in the single phase fluid deeper in the reservoir does not change profoundly according to the model forecasts. The pressure drawdown at a depth of 1,600 metres in the reservoir is expected to reach 50 to 60 bars in 2040. Two of the three future scenarios assume that the net mass extraction is 935 kilograms per second on average without reinjection and 805 kilograms per second with reinjection. This net mass extraction is higher than the 614 kilograms per second annual average of 2008. The future scenarios are therefore on the conservative side and pressure drawdown should be less than the 50 to 60 bar forecasted, since the production will be increased from the steam zone. The increased production from the steam zone and planned reinjection will mitigate the pressure drawdown in the field. It is clear that utilization of the steam zone will result eventually in lower temperatures of the steam cap. The saturation pressure for current reservoir temperatures of 295°C in the steam zone is about 80 bar absolute, but about 47 bar absolute for reservoir temperatures of 260°C. Whether the temperature decrease in the steam is 30 to 40°C or 20 to 30°C, the change in temperature will, however, definitely impact well-head pressure and the output of wells producing from the steam cap. The reduced temperature of the steam zone and declined well output will probably call for the drilling of make-up wells to replace the declining well output. The need for make-up wells is currently not known, nor is the expected timing of these needs. Expansion of the Production Well Field In order to supply the 50 MW electrical expansion of the Reykjanes power plant, new production wells need to be drilled. HS Orka assumes five more wells are needed for the expansion of the power plant and three wells are needed as stand-by wells. The average output of the 12 production wells that supply the 100 MW electrical power plant is about 8.3 MW electrical, so a minimum of six to seven wells are needed to supply the 50 MW electrical expansion if they produce from the deeper, wet part of the reservoir. The wells producing from the steam zone are twice as powerful as the wet wells so by utilizing the steam zone the expansion is assumed to be supplied by four steam wells. - 30 - Resource and Reserve Estimate and Classification The forecasts of the reservoir pressure drawdown and the forecasts of the well-head pressure indicate that the Reykjanes geothermal reservoir is capable of supplying high-pressure steam to the current 100 MW electrical Reykjanes power plant plus the 50 MW electrical expansion through 2040. However, it can be assumed that replacement wells may be needed sometime in the future to make up for declining well output rates. HS Orka plans to add the fourth unit in 2014, a secondary flash turbine anticipated to be 30 MW electrical. The unit uses the secondary flash energy from the existing primary flash turbines. The mass extraction from the reservoir will not increase and no new drilling will be required to support the installation of the secondary unit. The installation of the secondary unit will therefore increase the plant energy conversion efficiency and not impact the geothermal resource. The resource and reserves of the Reykjanes geothermal system are estimated with numerical models and calculations by considering future forecasts of reservoir pressure response and well-head pressure decline. In accordance with the Australian Code the Reykjanes geothermal system contains a proven reserve with recoverable thermal energy of 100 MW electrical for 30 years and an indicated resource with electrical generation capacity of 80-100 MW electrical for 30 years, relative to the current operational parameters of the Reykjanes geothermal power plant and with the planned secondary flash unit successfully installed. At this time and in light of the known data, the Reykjanes geothermal reservoir has been classified as an indicated resource, capable of producing 80 to 100 MW electrical for 30 years, with additional proven reserves of 100 MW electrical for 30 years. As the production continues with time and the monitoring program improves, the numerical models will be calibrated in order to continually improve the confidence level of future forecasts. HS Orka’s expansion plans of adding another 50 MW electrical turbine and a 30 MW electrical secondary turbine to the existing operation is within the production capability of the current resource, with the assurance that continued reservoir monitoring, reinjection and active numerical modeling is maintained in order to ensure the continued sustainability of the reservoir for 30 years, and beyond. Eldvörp HS Orka has plans to develop a 50 MW electrical geothermal power plant in Eldvörp by 2015. The Eldvörp and Svartsengi geothermal fields are connected and both are part of the same geothermal reservoir. This is confirmed by the results of the resistivity explorations, monitored pressure interference between the fields and the InSAR measurements. Because of the known interference between the fields, a power plant in Eldvörp could be envisioned as an expansion to the existing power plant in Svartsengi. It is therefore important to investigate the Svartsengi reservoir pressure response to the future mass extraction in Eldvörp. Forecast on Future Response to Production In order to investigate the impact that the planned 50 MW electrical unit in Eldvörp will have on the Svartsengi plant, the AQUA model was used to analyze future production scenarios for 30 years. The main conclusion of the modeling is that large scale reinjection is essential if the Eldvörp geothermal project is going to be feasible. The modeling results indicate that the reservoir pressure drawdown in Eldvörp will be similar to what is observed in Svartsengi as the result of the future mass extraction in both fields. - 31 - The rock permeability is not well known in Eldvörp so the future pressure drawdown caused by the mass extraction is not accurately determined. New wells drilled in the field will give more information that can be used to improve the calibration of the AQUA model in the vicinity of Eldvörp. Future Well-Head Pressure Both the Eldvörp and the Svartsengi geothermal fields are part of the same geothermal reservoir. The model studies show mass extraction needed to supply the Eldvörp power plant will result in increased reservoir pressure drawdown at Svartsengi and well-head pressure decline of production wells. In two modeled injection scenarios, if an Eldvörp power plant started operation in 2009, the well-head pressure of SV-8 at Svartsengi would reach the eight bar minimum preferred operational pressure of the Svartsengi plant in years around 2020. However if the Eldvörp power plant starts operations in 2015, the well-head pressure decline will therefore reach the eight bar level some years later, perhaps by 2025. It should be noted that the forecast reservoir pressure drawdown is conservative resulting in conservative well-head pressure decline. Figure 3: Forecasted well-head pressure in SV-8 as function of different production scenarios in Eldvörp (provided by Vatnaskil). The middle line represents the forecast based on an assumption of 50 MW production and 50% re-injection. Before the reducing well-head pressures reaches the eight bar level, the operational strategy must be changed in the field to maintain well-head pressure above the minimum preferred level. The current operational scheme is to operate the wells at constant flow rate, resulting in declining well-head pressures. A different operational scheme is to operate the well on constant well-head pressure and with decreased well output. This is done by throttling the wells and reducing the flow rate to maintain the well-head pressure. The reduced production well output will call for drilling of make-up wells to make up for the reduced well outputs and maintain the steam needs of the Svartsengi power plant. Increased reinjection in Svartsengi will also mitigate the reservoir pressure decline resulting in less well-head pressure decline. - 32 - The Eldvörp geothermal field is in the exploration phase and more drilling is needed in the field to investigate further the production characteristics of the geothermal reservoir. It is concluded in the HS Orka Report that it is practical to plan for a 50 MW electrical unit in Eldvörp and probable that the geothermal resource can supply such a power plant with high-pressure steam. Resource Estimate and Classification Based on the results and interpretations predicted by the AQUA model and in accordance with the Australian Code, the Eldvörp geothermal resource is classified as an indicated resource containing sufficient recoverable thermal energy of 50 MW electrical for 30 years, assuming 50% reinjection and energy utilization parameters similar to the parameters defined by the Svartsengi geothermal power plant. Krýsuvík A volumetric assessment was done for the Krýsuvík geothermal area as part of the national assessment. The assumptions used in the Krýsuvík volumetric assessment are the following: Geothermal field area is 60 square kilometres. It is based on the area covered by geothermal surface manifestations and geothermal alteration covering approximately 56 square kilometres and the outline of a low resistivity anomaly at 600 metres depth from surface, enclosing all the surface manifestation and the geothermal alteration area, covering approximately 60-65 square kilometres. The thickness of the geothermal system is three kilometres (from surface to three kilometres depth). The temperature distribution in the overall field is estimated 70% of the boiling point curve with depth from surface to three kilometres depth. It is based on temperature profiles from all wells in the area at the time. Porosity is 10% Cut-off temperature is 130°C Geothermal recovery factor is 20% Geothermal efficiency factor is 7% Accessibility 80% Plant load factor 100% The geothermal system is closed with no energy exchange with the surroundings, i.e. it is not considered renewable. The thermal energy in place in the Krýsuvík geothermal area was estimated to be 105,000 petajoules, relative to 5°C. The thermal energy in place converts to recoverable thermal energy of approximately 300 MW electrical for 50 years by assuming a cut-off temperature of 130°C, geothermal recovery factor of 20% and geothermal efficiency of 7%. It is further assumed in the resource estimate that 80% of the land is accessible for geothermal development. The approximate recoverable thermal energy of 300 MW electrical for 50 years is equivalent to about 500 MW electrical for 30 years. - 33 - The geological and exploration results obtained in the Krýsuvík geothermal area provide good evidence that the geothermal resource exist in a form, quality and quantity sufficient for eventual economic extraction. However, temperature data from geothermal wells and other geothermal information available are limited, compared to the indicated extent of the resource, to accurately predict the temperature distribution of the Krýsuvík geothermal resource. The geothermal resource at Krýsuvík area, including Sandfell and Trölladyngja sub-geothermal resources, is classified according the Australian Code as an inferred geothermal resource with approximately 105,000 petajoules of thermal energy in place, relative to 5°C. The recoverable and converted energy is equivalent to approximately 500 MW electrical for 30 years, by assuming 20% thermal energy recovery and 7% efficiency factor. The resource in the Krýsuvík geothermal area may be upgraded to indicated geothermal resource as more exploration wells are drilled and more information on the temperature distribution becomes available. Trölladyngja The Trölladyngja geothermal field is a sub-field of the Krýsuvík geothermal field. The Trölladyngja resource has only been estimated as part of the greater Krýsuvík geothermal resource. The boundaries of the Trölladyngja resource, as part of the total Krýsuvík resource, have not been identified. The Trölladyngja resource can be estimated and classified by using the Krýsuvík resource classification and estimate. That can be done by estimating Trölladyngja’s proportion of the entire Krýsuvík resource, since the volumetric assessment used for Krýsuvík assumes that the temperature distribution is 70% of the boiling point curve in the overall Krýsuvík geothermal resource. In preparing the HS Orka Report, Mannvit hf assumed that approximately 30% of the entire Krýsuvík resource belongs to the Trölladyngja resource therefore the assumed thermal energy in place in the Trölladyngja geothermal resource is approximately 32,000 petajoules. The assumed thermal energy in place converts to recoverable thermal energy of approximately 150 MW electrical for 30 years, by assuming cut-off temperature 130°C, geothermal recovery factor of 20% and geothermal efficiency of 7%. The geothermal information obtained from the two deep exploration wells in Trölladyngja show that a geothermal resource exists in the field. However, the temperature information available is limited and insufficient to confidently estimate the temperature distribution of the Trölladyngja geothermal resource. Similar to the greater Krýsuvík geothermal resource, the Trölladyngja geothermal resource is also classified as an inferred geothermal resource according to the Australian Code with approximately 32,000 petajoules thermal energy in place, relative to 5°C. The recoverable and converted energy is equivalent to approximately 150 MW electrical for 30 years, by assuming 20% thermal energy recovery and 7% efficiency factor. The Trölladyngja geothermal resource is included in the Krýsuvík geothermal resource. The confidence in the estimate of the Trölladyngja geothermal resource is not sufficient to allow the results of the exploration and research completed to date to identify the technical and economical parameters for detailed planning of a geothermal power project. The feasibility of a geothermal project in Trölladyngja geothermal field can, therefore, not be evaluated given the current knowledge and understanding of the geothermal resource. Further exploration drilling, research and development combined with bankable feasibility studies are required. - 34 - With further exploration and drilling in the field, and by assuming that high permeability zones can be found in the field, there are reasonable prospects for eventual economic energy extraction in the Trölladyngja field. It is also reasonable to expect that the Trölladyngja geothermal resource may be upgraded to indicated geothermal resource as more information becomes available. II. United States United States Geothermal Leases We have acquired a large portfolio of properties in the United States. Typically, when we acquire an interest in a property with geothermal potential in the United States, we do so by entering into a lease with the owner of the property. The lease grants us the right to explore and develop the geothermal resources on the property. In addition, the lease allows us to use as much of the surface of the property as required to accomplish these objectives. Many of the leases presently held by us cover public lands and have been issued by the BLM. In some cases, the BLM leases were acquired by us through a competitive bidding process and we are the initial holder of the lease and the beneficiary of the full term of the lease. For example, the rights to the McCoy, Panther Canyon, portions of Desert Queen, Beowawe, Columbus Marsh, Granite Springs, and Glass Buttes Properties were acquired by us in this fashion. In other cases, we have taken an assignment of BLM leases from other leaseholders during the existing term of a BLM lease. Our Thermo Hot Springs Property is an example of an assignment acquisition. In some cases, we have supplemented our holdings in certain areas by entering into leases with private landowners. In the case of a lease with a private landowner, we generally pay an annual rental payment for the right to explore and develop the geothermal resources on the property. If a geothermal plant is placed in service on the property, the lease generally requires the payment of royalties in place of the annual rental payment. In most cases, the annual rental payments are credited against any royalties payable to the owner. The BLM leases we acquired at competitive lease sales for Nevada and Oregon have a primary term of ten years, with the possibility of obtaining certain extensions of the lease term. If a geothermal plant is developed on the property, the leases convert to a royalty structure. Rental fees are payable annually to the U.S. Minerals Management Service (“MMS”) in the amount of $2.00 per acre in year one, $3.00 per acre in years two through ten, and $5.00 per acre thereafter. These rental fees are payable even after the leases are in production status, however, rental fees are credited against royalties due. Once production commences, royalties are payable to MMS in the amount of 1.75% of gross proceeds on the sale of electricity for the first ten years, increasing to 3.5% of gross proceeds after the first ten years of production and for as long as the property produces power; provided, however, that a royalty of 10% of gross proceeds is payable on arms-length sales of electricity. BLM leases grant the holder the exclusive right to explore for and develop the geothermal resources found beneath the lease, subject to the satisfactory completion of requisite administrative, operational, environmental, and cultural resource permitting requirements, and compliance with the Geothermal Steam Act of 1970, as amended, the regulations thereunder, the National Environmental Policy Act, as amended, and related environmental protection statutes governing endangered species, clean air, clean water, and cultural resource management. Overview of Volumetric Resource Estimate Methodology Geo Hills Associates LLC (“GHA”) calculated several MW capacities for the McCoy, Panther Canyon, Desert Queen and Thermo Hot Springs Properties using the volumetric estimation method developed by the USGS. This approach has been modified to account for uncertainties in some input parameters by - 35 - using a probabilistic approach known as a Monte Carlo simulation. Using this method, it is possible to estimate reserves associated with a particular geothermal property based on a volumetric calculation of the heat-in-place with reasonable assumptions made about the percentage of the heat that can be expected to be recovered at the surface, and the efficiency of converting that heat to electrical energy. The goal of a volumetric reserve estimation using a probabilistic technique is to estimate the quantity of energy as of a given date to be potentially recoverable from undiscovered accumulations by future development projects. Prospective resources have both an associated chance of discovery and a chance of development. Prospective resources are further subdivided in accordance with the level of certainty associated with recoverable estimates assuming their discovery and development, with the following definitions: “P90” – The quantity for which there is a 90% probability that the recoverable geothermal energy expressed in MW will equal or exceed the estimate. “P50” – The median or the quantity for which there is a 50% probability that the recoverable geothermal energy expressed in MW will equal or exceed the estimate. While the GHA report provides a P50 estimate for some properties, we have elected to use the P90 estimate for evaluating the resource potential of the McCoy, Panther Canyon, Desert Queen and Thermo Hot Springs Properties. For the MW capacity estimate, GHA has estimated reasonable ranges for the parameters needed for a volumetric heat calculation (areal extent of the reservoir, thickness of the reservoir, and an average base temperature of the reservoir), based on the best available field data and analogies to other geothermal power projects in similar geological environments. The ranges of heat recovery factors and plant performance parameters are also estimated based on current technology and industry experience. The ranges of input parameters were then sampled statistically, and the calculations of an equivalent MW capacity repeated thousands of times (approximately 100,000 times) by computer using a probabilistic simulation, yielding an overall probability distribution. It is important to note that the presence of a certain amount of heat in place does not guarantee that this heat can be commercially extracted. Commercial operations depend on having geothermal wells with adequate productivity, which can only be demonstrated by drilling. The heat recovery factor was assumed to range from 5% to 15%. Another parameter that is used in the volumetric reserve estimation methodology is the conversion efficiency, which is the ratio between the useful output of electric power and the input in terms of energy. A conservative value of 40% was assumed for the simulations. The rejection temperature is the ambient temperature at the wellhead (e.g., 15°C, or more often the condenser temperature) which is often assumed to be about 40°C, which value was used in the calculations. Soda Lake Operation The following is a description of the Soda Lake Operation. Certain statements in the following summary of the Soda Lake Operation are based on and, in some cases, extracted directly from, the Soda Lake Report prepared on behalf of Magma by GeothermEx who is independent from the Company. See “Scientific and Technical Information”. Reference should be made to the full text of the Soda Lake Report which is available for review on SEDAR located at www.sedar.com. - 36 - Property, Permit, Environmental and Infrastructure Location The Soda Lake Operation is located in the southwest portion of Churchill County, Nevada, approximately 11 kilometres northwest of the City of Fallon, Nevada and 115 kilometres east of Reno. The Soda Lake Unit Agreement (“SLUA”) consists of a total of 2,070.7 hectares of both private (1,003.2 hectares) and federal lands (1,067.5 hectares). All of these leased lands are committed to the SLUA, which defines the project area. The Soda Lake Operation lies within the Carson Desert, a large extensional depression in the Basin and Range Province of western Nevada, and south of the Carson Sink. Ground elevations in the Soda Lake area range from 1,219 to 1,280 metres. The project area is nearly level with slopes ranging from 0 to 15%. The Carson Desert, which surrounds the Carson Sink, is the largest intermountain basin in northern Nevada. The Carson Desert basin is elongated northeastward, and is 113 kilometres long and 13 to 48 kilometres wide. Interrupting the lowlands south of the Carson Sink are three low volcanic hills: Rattlesnake Hill, the Soda Lakes maars, and the Upsal Hogback. The Stillwater Range borders the Carson Desert on the east and reaches an elevation of 2,438 metres. Along the south and west borders of the Carson Desert are several groups of low mountains that have crest elevations of 1,371 to 1,829 metres. Property, Tenure and Permits Project Property The SLUA was initially proposed by Chevron Resources Company (“Chevron”) and approved by the BLM on September 16, 1977. At that time, the SLUA was comprised of 9,800.4 hectares. Following the completion of certain geophysical studies and the drilling of slim holes and full-diameter wells, Chevron opted to reduce the size of the SLUA to 4,802.2 hectares. Upon Chevron’s documentation of two successful wells, the BLM approved the initial participating area on February 15, 1987. The Participating Area (“PA”) is the portion of the SLUA that was reasonably proven productive based on well testing performance. As required under terms of the SLUA, the unit area later contracted to the current size of 2,070.7 hectares. For that reason the boundaries of the SLUA and the PA are the same. The lands within the PA are a combination of federal and privately held leased properties which provide for surface access as well as mineral (geothermal) rights. Three of the four federal geothermal leases located within the SLUA have been in effect since October 1975. The fourth lease has been in effect since 1988, and was committed to the SLUA at that time. All four leases have been in production status since commercial well production in the SLUA commenced in 1988, and the leases will continue to remain in effect for 50 years from the effective date as long as any production from the SLUA continues. A subsequent preferential right to renew for a 40-year term may be granted if production in commercial quantities exists at the end of the 50 year period and the lands are not needed for other purposes. All private lands located within the SLUA also have been leased since the late 1970s or early 1980s. These private leases are committed to the SLUA. According to the lease terms, these private leases will continue to remain in effect as long as any production from the SLUA continues. Additionally, a Right of Way Agreement on federal lands and Right of Way Grants on private lands are in place, granting the use of the involved lands for the transmission line. The transmission line is approximately seven miles long and runs outside of the immediate project area to the substation for connection with the Nevada Energy grid. - 37 - Adjacent Properties Magma has numerous federal lands under lease which are located in proximity to the SLUA. Geothermal resource development may occur on these lands with appropriate permit approval. The SLUA may be expanded, with BLM approval, if or when the results of additional exploration and development indicate there is a geological basis for doing so. Magma has six federal leases surrounding the SLUA and one private lease. Four of the federal leases were obtained in 2009, with the remaining two obtained in 2002. The federal leases provide for a ten year primary term, and retain the same surface and mineral (geothermal) rights as Magma’s other federal leases. The private lease provides for both surface and mineral rights, with a five year term and an option for five one-year extensions if activity is conducted at the expiration of the prior term. Once production has been established, the lease will remain in effect as long as production occurs on the lease, or as long as the lease, or a portion thereof, is located within a producing unit. Infrastructure and Access The Soda Lake Operation area is accessible by paved and gravel roads. From Fallon, the project area is accessed by traveling west on U.S. Highway 50 for ten kilometres, and then turning north onto Soda Lake Road and proceeding north for eight kilometres. From Reno, travel east on I-80, exit at Fernley, then proceed east on U.S. Highway 50A until reaching Soda Lake Road. The power plants and all production and injection wells are accessible on all-weather gravel and dirt roads. Snowfall and rain have not had any impact on access to the site. The City of Fallon is the county seat of Churchill County, and provides basic needs for the staff working at the power plant and supplies limited equipment requirements. Additional equipment needs can be supplied from Reno or from major cities in California or Utah, which are located approximately ten hours driving time from the Soda Lake project area. Two major highways, Interstate 80 and U.S. Highway 50, are located in close proximity to the project area. Additionally, the area is served by a regional railroad line, which passes several kilometres to the south of the project area. The project area is in close proximity to 120 kV, 230 kV and 345 kV transmission lines. Environmental All proposed activities related to the development of the geothermal resource are subject to local, state, and federal regulations and permitting requirements. These regulations and permitting requirements establish the operational standards and environmental protection measures which all resource development activities must meet. Permit applications, which explain how operations will comply with operational and environmental standards, must be reviewed and approved by involved regulatory agencies before any new development occurs within or surrounding the SLUA. This approval insures compliance with operational standards, such as how a well will be drilled and completed, and environmental standards, such as adequately protecting cultural resources, rare and endangered species, clean water and air, and limiting the use of hazardous materials. Exploration and development operations are not impacted by weather and may be conducted throughout the year. - 38 - Soils within the Soda Lake Operation consist primarily of loose sand. Soil alkalinity ranges from moderate to very strong. The vegetation, which reflects the aridity, is the northern desert shrub association, dominated by desert shrubs, and is closely controlled by soil conditions and drainage. Land Use All lands within the SLUA are leased for geothermal development, as are many of the lands located outside the SLUA. As such, geothermal development is the primary use of these leased lands. The lands are also occasionally used by recreationalists exploring the area, and a few people following the Carson River route of the California Trail, which runs through the geothermal field. History and Status The beginnings of geothermal activity on the Soda Lake geothermal power plant site surrounded a naturally occurring, weak steam vent or fumarole located northwest of the Soda Lake 2 facility. Churchill County locals constructed a bathhouse on the property and used the steam for recreational pursuits in the last half of the 20th century. Since that time, the cinder block structure has disappeared and the fumarole is no longer active as a result of natural weathering. Commercial development of the geothermal resource began in the 1970s. The development of the power plant for generating electricity commenced in 1985 as a collaborative effort between Western States Geothermal Inc. (“WSG”) (a Chevron subsidiary) and Ormat Nevada Inc. (“Ormat”). Sierra Pacific Power Company awarded the first PPA for generation from Soda Lake 1 in 1987, and construction on the facility, which began soon thereafter, was completed in December of 1987. A shallow water well was successfully drilled in the same year. The plant was commissioned in mid-December 1987. Soda Lake 1 consisted of three Ormat Energy Converters (“OEC”) (OEC 11, 12, and 13); each rated at 1,200 kilowatts (gross) at 600 volts nominal generating voltage. The plant operated in this configuration, with production from well 84-33 and injection into well 77-29, from late 1987 until mid-1990. Soda Lake 1 experienced unqualified success for the first three years of production in the form of consistent temperatures and stable flow rates from the 84-33 well coupled with no increase in injection pressure from 77-29. Ormat alone initiated the expansion of the Soda Lake project after WSG left the project in 1990. Construction of Soda Lake 2, approximately one kilometre west of Soda Lake 1, commenced in 1990 after the second PPA was reassigned to the project from the Stillwater location farther to the east in Churchill County. This new PPA was subsequently blended with the Soda Lake 1 agreement for simplicity of accounting. Drilling for Soda Lake 2 continued through the 1990-1992 period to supply sufficient geothermal fluid and injection capacity. The Soda Lake 2 facility was completed by the third quarter of 1990 with six new three MW OEC units, each with two turbines and one generator, and a bank of air-cooled condensers. Additionally, OEC 21 was added to the tail stream of Soda Lake 1. OEC 21 consists of a single turbine generator rated at 1,500 kilowatts (gross) generated at 4,160 volts. Soda Lake 2 was put into commercial operation in early 1991. Additional drilling was required because the plant was not able to generate at its full rated capacity due to inadequate fluid production rate. During its first three years of operation, Soda Lake 2 was unable to fulfill the contractual obligations of the PPA. As a result, the utility enforced the de-rating provision of the PPA, and the rated output of the facility was dropped from 14.2 to 9.2 MW. This rating effectively terminated exploration for additional resource because the PPA had limited revenue potential. - 39 - Ownership of the facility changed from OESI Power Corporation (an Ormat subsidiary) and Constellation, to Constellation and Harbert Power Corporation (“Harbert”) in 1997. The designated operator of the facility also changed from Nevada Operations, Inc. to Constellation Operating Services Inc. This latter group drilled one production well in 2002 to a depth of 1,451 metres where they encountered ample permeability and fluids at temperatures of 193°C. During subsequent testing of the well, the lower, uncased portion of the hole caved in. Subsequent attempts to re-establish the wellbore were unsuccessful, and the well was abandoned. The Soda Lake facility was sold by Constellation and Harbert to Magma in October 2008. Shortly following the acquisition, Magma designed a two phased expansion approach as follows: Phase 1 – a drilling/exploration and plant upgrade program to restore the generating capacity back to the original nameplate of 23.1 MW gross (16 MW net) by drilling new production wells and upgrading and refurbishing the existing power plant equipment; and Phase 2 - conditional upon the successful completion of the Phase 1 drilling/exploration program and additional reservoir definition, a further expansion program to increase nameplate capacity to realize the ultimate reservoir potential. The minimum expansion target for Phase 2 is an additional capacity of ten MW net. In April 2010, a reserve and resource estimate was prepared for Soda Lake by GeothermEx (the Soda Lake Report). The estimate concluded that the Soda Lake reservoir contains a proved reserve of 14.2 MW net and an additional 28.5 MW net indicated resource. This compares with a previous P90 estimate of the geothermal reservoir’s gross generation capacity of 29 MW. Progress on the Phase 1 program includes the completion of two production wells to depths of 4,468 feet (45A-33) and 8,995 feet (41B-33) respectively. In an ongoing effort to ensure sustainable production from the well field, the Company is currently analyzing data from all wells drilled to date at Soda Lake which includes an optimization review of the current production and reinjection strategy. As part of this optimization program, the Company incorporated an established oil and gas stimulation technique known as deflagration on production well 45A-33. Following this stimulation/rework treatment, a flow test was successfully completed in late December 2009. At that time the test demonstrated the well to be capable of delivering 1,200 gallons per minute (“GPM”) of sustained flow at a temperature of 385 degrees Fahrenheit (“°F”), sufficient to provide three MW of net power. The well was successfully connected to the plant in late April 2010 and started up as scheduled on May 1, 2010. This is the first new well that has been connected to the plant in over 17 years and represents one of the hottest pumped wells in the world with one of the industry’s deepest setting depths at over 2,000 feet. Since commencing commercial production it has been observed that the current scaling inhibition program utilized in this well is not adequate which has led to decreased productivity. A new inhibition program is currently being incorporated in order to regain the full production potential from the well. Production well 41B-33, the second well drilled in 2009, initially demonstrated very poor permeability and was not able to sustain production flow. As part of the field optimization program for this well several rework options were outlined in order to achieve either commercial production or injection. The well was perforated and deflagrated at depth which targeted a high temperature range and subsequently several injection tests were performed in order to establish an injectivity index to determine whether or not the stimulation techniques were successful. Following a high pressure injection test conducted in June 2010, it was determined that the well was not able to accommodate injection at commercially acceptable levels. As part of the rework options identified for this well, a final option for consideration is - 40 - to initiate production from the very shallow aquifer (at approximately 1000 feet) through which the well was originally drilled. This rework is expected to commence shortly. As part of the efforts associated with increasing productivity from the well field for the Phase 1 expansion in January 2010 the Company attempted to re-enter and flow a decommissioned production well, 41-33, which was shut down in 2002 due to ongoing pump failures. As part of this exercise it was quickly realized that a steam cap had formed in this area of the field and what followed was an exhaustive three month steam flow test from this well in order to determine the sustainable level of flow deliverability. The test was completed at the end of April 2010 at which point it was concluded that the well was a marginal steam producer. A heat and mass balance analysis was conducted on the resulting steam quality in order to determine how to incorporate this thermal energy into the facility. The Company initiated a conceptual engineering study whereby a portion of the plant discharge brine would be mixed with the steam from this well, and re-injected into the facility in order to boost production. A system will be designed and tested incorporating proven steam mixing equipment in order to quantify the overall net gain to the facility. In order to complete the Phase 1 expansion, the Company has decided to drill a third production well. Drilling of well 25A-33 commenced in June 2010 and is currently on-going. In addition to drilling activities, the Company completed a detailed engineering assessment of power plant upgrades and refurbishments that would be required in anticipation of the new production wells. A significant portion of the refurbishment program was completed in September and October 2009 when the plant was partially shut down for annual maintenance. The refurbishments completed to date have contributed an additional one MW of net output commencing in December 2009. In summary, the Phase 1 expansion highlights include the following key activities in order to achieve nameplate capacity: Addition of new production well 45A-33 Addition of new production well 41B-33 Addition of steam/mixing system well 41-33 Plant refurbishments Drilling new well 25A-33 The Company expects to complete the Phase 1 expansion by the end of 2010. With the commencement of drilling a third production well, the original budget of $18.2 million has increased to $25 million with approximately $18 million spent to date. Upon completion of Phase 1 and at an ‘in-service’ state, the Company will apply for the US Federal Treasury Grant which is valued at up to 30% of the eligible project costs. The Soda Lake Operation sells all of its current electricity output to NV Energy under two 30-year PPAs that terminate in 2018 and 2020. The Company has commenced discussions with NV Energy and one other party to negotiate an improvement in the pricing under the current PPAs and for the planned increase in electricity output from the plant expansion. There is no guarantee that these negotiations will prove successful. However, given the Company’s plans to expand and increase the output of the Soda Lake Operation, management is of the opinion that a re-negotiation of the existing agreements and/or a new agreement for additional production will be required. The Phase 2 expansion commenced in June 2010 with the receipt of the necessary environment permits from the BLM to conduct a 3D/3C Seismic survey on the Soda Lake property as part of a $5 million U.S. - 41 - Department of Energy Grant received by Magma. The survey is scheduled to commence in July 2010 and it is currently anticipated that should a successful target be recognized through the efforts of this geophysical survey that production drilling will commence in the fall of 2010. In addition to the seismic survey Magma intends to commence a thermal gradient drilling program in early September 2010 following receipt of permits from the BLM which are currently under review. These two activities combined with the updated resource assessment received by GeothermEx will define the overall size and drilling and development strategy for the Phase 2 expansion. The minimum expansion target for Phase 2 is an additional capacity of ten MW net expected to be on line by the end of 2013 in order to maintain eligibility for the US Federal Treasury Grant. Surface and Shallow Sub-Surface Data and Information Geological Setting Regional Geology The Soda Lake Operation is located in the Carson Desert basin in western Nevada. The basin is bounded on the west by the Hot Springs Mountains (which host the Desert Peak and Bradys Hot Springs geothermal projects) and Dead Camel Mountains, and on the east by the Stillwater Range, the Bunejug Mountains, the Cocoon Mountains and the Sand Springs Range. Two other operating geothermal projects (Stillwater and Salt Wells) and at least two hot springs also lie within the Carson Desert basin. At Soda Lake, formerly steaming and hydrothermally altered ground is present above the area where a shallow geothermal aquifer is known to be present. The Carson Desert basin lies within the western part of the Basin and Range geologic province, a region where the earth’s crust is relatively thin and extending. This results in a regional high heat flow that is approximately twice that of most of the North American continent. Quaternary alluvium and lacustrine deposits cover thick layers of Tertiary volcanic rocks in the basins. Tertiary volcanic rocks generally overlie Mesozoic sedimentary and metamorphic rock units in the basinbounding ranges. The region has a distinct north northeast structural “grain” with major ranges and many faults oriented in that direction. The Carson Desert basin also has a north northeast orientation, and contains mapped and inferred north northeast-trending faults to the northeast of the Soda Lake project area. The northeastern part of the Carson Desert basin is referred to as the Carson Sink, and is the terminal sink of the Carson and Humboldt Rivers. Local Geology The surface of the Carson Desert Basin consists mainly of Quaternary alluvium and colluvium (the Fallon and Paiute Formations) and lacustrine deposits from the ancient Lake Lahontan, which intermittently occupied much of northwestern Nevada during the Pleistocene and early Holocene epochs of the Quaternary period. The basalt at Soda Lake is also thought to be Quaternary in age. The Quaternary rocks overlie a thick sequence of Tertiary volcanic and sedimentary rocks, including: Andesitic and dacitic welded ash-flow tuff and basalt flows, possibly correlated with the Bunejug Formation (comprised of basaltic, andesitic and dacitic lava flows and ash-fall tuffs); Lacustrine and volcano-sedimentary deposits of likely Pliocene age; - 42 - Older basalts and tuffs of late Miocene to Pliocene age; and Basalts and tuff units and associated andesitic to rhyolitic units of Oligocene to Miocene age. The Tertiary package rests unconformably on Triassic and Jurassic metasedimentary rocks and plutonic rocks of likely Jurassic and Cretaceous age. Structurally, the north northeast fault trend of the basin-bounding ranges is mimicked by the north northeast alignment of the Soda Lakes maars, the geothermal field, and the Upsal Hogback volcanic field. This alignment, together with the north northeast elongation of the shallow temperature anomaly discussed below, has been interpreted to define a locally permeable fault zone. Stratigraphic correlations made using mud logs and geophysical logs permit a north northeast-trending fault passing through the field. Thermal Features, Ground/Soil Temperatures and Hydrothermal Alteration Although hot springs were reported to have discharged in the area through the end of the 19th century, at present there are no visible and/or active thermal features within or around the Soda Lake Operation area. A shallow water well drilled in the early 1900s encountered steam and hot water at a depth of about 18.3 metres. Hydrology The Soda Lake Operation lies near the southern end of the Carson Sink, a large basin into which the Carson River flows. The basin also takes some overflow from the Humboldt River and adjacent Humboldt Sink. Since the early 20th century, the Truckee Canal has diverted water from Truckee River to the Lahonton Reservoir as part of the Newlands Agricultural project. Leakage from the canal system and irrigation from the south and southwest of the geothermal field augment the shallow groundwater recharge and has locally raised the water table near Soda Lake by approximately 18.3 metres. The Carson Sink receives an average of about 11.43 centimetres of precipitation a year and much of this returns to the atmosphere through evapotranspiration; therefore, precipitation is not a large component of recharge. The volumes and origin of the thermal fluid available to the Soda Lake Operation system have not been thoroughly studied. The shallow hydrologic system is contained in the Quaternary sediments of the basin (a combination of unconsolidated lacustrine, fluvial and aeolian deposits). Porosity in the upper 305-457 metres is primarily intergranular. Locally within the Soda Lake Operation field there is silica deposition resulting from precipitation as geothermal fluids rise and cool. The majority of the fluid cools by conduction, but there has been minor boiling at the top of the reservoir in the vicinity of the old bath house resulting in steaming ground being observed. Geophysical Surveys Gravity Earlier generations of gravity survey data collected at Soda Lake have been validated and augmented by Magma as part of its resource development program by broader and more detailed coverages acquired during 2008 and 2010. Interpreted positive gravity anomalies seen in this refined data spatially correlate with the drill hole thermal anomaly pattern, suggesting relatively deep basement features control the up- - 43 - flow of the hottest geothermal fluids. These gravity data also show other similar unexplored basement features in the immediate vicinity of the known resource, which represent possible future exploration areas. There is a northwest-trending gravity high across the project area. Detailed ground magnetics were collected by Magma over the complete Soda Lake Operation area lease holdings to augment an existing detailed survey over the geothermal field. Merged and processed to residual anomaly maps these data record the magnetic signatures of possible intense hydrothermal alteration within and peripheral to the main geothermal field. The peripheral anomalies are a contributing indicator of possible additional resource around the developed field. An MT resistivity survey of 75 stations was conducted during the fall of 2009 to map the deep and shallow electrical resistivity expression of the geothermal resource over Magma’s lease holdings at the Soda Lake Operation. The inverted MT soundings were assembled into a 3D model and interpreted by Magma in the context of the complete Soda Lake geoscience model. The task of imaging the geothermal system was aided by its occurrence in and beneath a sub-horizontal 610-metre thick sequence of lacustrine and volcanic deposits with minimal vertical fault displacements. This originally (pre-geothermal) laterally homogenous strata presented an optimal geologic environment in which to record the localized overprint of argillic and silicic hydrothermal alteration and outflow of geothermal fluids through relatively permeable sedimentary units. As such, the MT depth section across the Soda Lake Operation depicts the expression of the known upper geothermal resource with good fidelity. The lowest resistivity values of 1.0 to 1.5 ohm-metres are associated with geothermal fluid flow into the highest permeability strata above a depth of approximately 243.8 metres. The conductive side-lobes between depths of approximately 243.8 to 548.6 metres are interpreted to mark outflows from possible deeper resources sources (out of the MT cross-section plane) which have been additionally characterized by favorable magnetic, gravity anomalies and proximity to elevated temperatures and thermal gradients. Deeper conductive anomalies at depths between approximately 1,524 and 2,133.6 metres suggest possible core thermal sources which are future investigation targets. Heat Flow and Inferred Heat Source The thermal component of the hydrologic system originates from deep convective flow that brings hot water up from depths of perhaps two or three miles in the Carson Desert basin, where it mixes and flows laterally along the regional groundwater gradient to the north northeast. Vertical movement from depth is likely facilitated by either up-dip flow in permeable stratigraphic horizons, or flow along faults, or a combination of the two. Deeper Subsurface and Well Discharge Data Deep Wells A well drilled as a potential producer or injector well is considered to be a “deep well,” regardless of the actual depth. The focus of the following is mainly on the active deep wells in the Soda Lake Operation. All wells were rotary-drilled and cuttings were collected and analyzed by many different individuals throughout the developmental history of the field. As a result, questions remain about nomenclature and stratigraphic correlation to mapped units in the region. - 44 - Numerous temperature and pressure logs have been run in most wells at the Soda Lake Operation. Flowing and/or injecting spinner logs have been run in some wells. Several different types of geophysical logs have been run in some of the wells at the Soda Lake Operation. Wellbore image logs and other geophysical logs have been run in the two new wells drilled by Magma. Drilling and temperature data show that thermal waters with temperatures above 187.8°C are found at shallow, intermediate and deep levels at the Soda Lake Operation. The shallow thermal system is found within the Quaternary section from just below the surface at the old steam vent to a depth of approximately 305 metres. The 41-33 and 41A-33 wells produce from this shallow thermal aquifer, and injection wells 77-29 and 87-29 dispose fluid into it. An intermediate aquifer is found in the northern part of the field, at a depth of approximately 610 metres, within the shallower tuffs and basalts of the Tertiary section. Only injection well 45-28 has directly utilized this aquifer. The deep aquifer lies between 975.4 and 1,280 metres in the southeastern part of the field. It is indicated primarily by the lowering of temperature gradients relative to the overlying section. Although not confined to a single horizon or unit within the Tertiary section, this aquifer is (or has been) tapped by several wells. Multi-Well Interference Tests and Tracer Tests The only multi-well interference tests conducted at the Soda Lake Operation involved flowing and monitoring the 84-33 and 77-29 wells in the early 1980s; at that time, they were the only deep wells in existence. These tests were relatively short and reportedly showed some pressure declines in the wells being used for observation purposes and poorly defined pressure recoveries. Once the Soda Lake 1 power plant began operating in 1987, the opportunity to perform simple interference tests involving new wells in a static reservoir was lost. In 2009, we conducted a tracer test involving the four active injection wells and the four active production wells. This has demonstrated the hydraulic connections between various pairs of injection and production wells. Four different high-temperature naphthalated sulfonate tracers developed at the Energy and Geoscience Institute were injected into wells 77-29, 87-29, 81-33, and 45-28 (the last, which has been used very intermittently since the beginning of 2003, was returned to service solely to perform this test). Samples were collected from all four operating wells for tracer analysis and the sampling is ongoing. In addition, well 45A-33 was sampled during its short-term flow testing operations on two occasions, and these samples were analyzed for tracers. In general, the tracer testing showed rapid fluid movements in the north-south direction but much less in the east-west direction. The tracer injected into well 81-33 (which was accepting injection fluid at a rate of approximately 63.1 litres per second) returned to the 84A-33 and 84B-33 wells within four or five days, with a sharp peak return at 30 to 40 days. The tracer injected into well 81-33 did not appear in the 32-33 or 41A-33 production wells to the west. The tracer injected into well 45-28 (which was accepting injection fluid at a rate of only a few hundred GPM appeared in production well 41A-33 after four to five days. This confirmed that the cooling in production well 41A-33 has been caused largely by injection returns from well 45-28. The tracer injected into well 45-28 took 29 days to first reach the 32-33 production well. This was the longest initial return time seen in any of the tracer tests and indicates that injection into well 45-28 has not been the principal - 45 - cause of the modest cooling seen in production well 32-3 3. The tracer injected into well 45-28 first appeared at very low concentrations (less than 0.25 parts per billion) in wells 84A-33 and 84B-33 after 20 days. It is unclear if this small amount of tracer travelled directly through the reservoir or if “recycling” through the combined injection system provided more circuitous and indirect path. The two tracers injected into wells 77-29 and 87-29 generally behaved in an identical manner: each took 15 days to initially reach well 32-33 and 29 days to reach well 41A-33. Neither of these tracers has yet been detected in the 84A-33 or 84B-33 wells. This indicates that injection wells 77-29 and 87-29 have relatively slow communication with the production wells, and therefore are not the cause of the large cooling trend observed at Soda Lake. They probably have had some impact on the modest cooling trend observed in production well 32-33, and may be responsible for some of the cooling seen in production well 41A-33. Fluid Chemistry The Soda Lake Operation has never included a program of regular, repeated fluids sampling, but some data from initial well tests are available, two wells were sampled by the USGS in 2008 and all of the production and injection wells were sampled in late 2009. The reservoir water has a moderately saline sodium-chloride composition that is common in the highesttemperature geothermal fields of western Nevada. Among major species, the highest concentrations exceed the lowest by about 20%. This range is relatively small and suggests some homogenization of the reservoir by injection that circulates back to production. The water has low corrosivity. It will deposit calcite scale if allowed to boil but will deposit silica scale only if cooled to below about 90°C. Production well 32-33 is treated with a carbonate scale inhibitor to prevent pump scaling; no other wells receive the same treatment. Production, Injection and Power Generation The Soda Lake Operation is comprised of two power producing facilities that generate power from hot water using a binary technology system. Soda Lake Unit 1 and Soda Lake Unit 2 have a total installed gross nameplate capacity of 23.1 MW. Soda Lake Unit 1 is a binary power plant and is equipped with a water cooled condensing system. Soda Lake Unit 2 is a binary power plant and has an air cooled condensing system. Production/Injection History The total production rate to the plant has declined gradually over time at the approximate rate of 1.39 litres per second. As the production wells at the Soda Lake Operation are pumped it is difficult to determine how much of the flow rate decline is due to any overall reservoir pressure decline, localized pressure declines near individual wells, and/or declining performance of the production well pumps. The pump in well 84B-33 is reaching the end of its useful life in 2010 and the pump in 32-33 is near the anticipated end of its life (but still performing well). Magma is confident the decline over the last two years has been almost exclusively due to the failing pump in 84B-33, and that replacement of this pump will result in an improvement of overall production by approximately 25.2 litres per second. At present, four production wells supply the plant at an average rate of approximately 69.4 litres per second per well. As of late March 2010, individual wells were producing at rates ranging from approximately 31.6 litres per second to almost 126.2 litres per second per well. - 46 - The combined produced fluid has undergone continuous temperature decline since early 1994; this overall decline rate of up to 1.1° to 1.7°C per year is high compared to similar geothermal fields elsewhere. Cooling rates for individual wells have been as variable as 3.3°C per year in well 41A-33 during the late 1990s to little or no recent cooling trend in the other three active production wells or even an increase in temperature in well 84B-33 as its flow rate has declined due to an aging pump. Power Generation History There are annual fluctuations in both gross and net generation due to ambient temperature variations; generation peaks in mid-winter and declines to its lowest level each year in mid-summer. Between 1995 and 2009, the total generation at the Soda Lake Operation declined steadily at a rate of 350 kilowatts per year. This decline stopped (at least temporarily) in 2009 with the refurbishment of the power plant. At the Soda Lake Operation, the nominal 2.5 MW production pump load is supplied by Soda Lake Unit 2. Accounting for this fixed pump parasitic load, an internal variable parasitic load for the Soda Lake Units 1 and 2 power plants was calculated to be 10.5% of the gross power generated. These results indicate that the internal plant parasitic load has remained essentially constant over the past nine years. Power Generation Efficiency GeothermEx has assessed the power generation efficiency at the Soda Lake Operation from its power generation history. The conversion efficiency at the Soda Lake Operation reflects the annual fluctuations in the ambient temperatures, which is particularly typical of air-cooled plants. Soda Lake Unit 2 shows lower conversion efficiency than Unit 1 mainly because the former supplies the parasitic power for the plant. The conversion efficiency of both units has been declining reflecting the cooling of the produced fluid, the rate being higher for Unit 2, which is supplied by the 41A-33 well which has the highest cooling rate of the four production wells. In 2009, the conversion efficiency of Soda Lake Unit 1 showed a sharp increase both due to the plant refurbishment and a trend of stabilized to increasing temperatures in wells 84A-33 and 84B-33 which supply Unit 1. Unit 1 has a conversion efficiency comparable to other geothermal binary power plants. Resource Model and Properties Conceptual Model The Soda Lake wells exploit geothermal fluids from deep, intermediate and shallow parts of the overall reservoirs. Based on a combination of geophysical log correlation, subsurface temperature distribution and gravity data, fluid is provided to the thermal aquifers beneath the Soda Lake Operation area via updip flow from the east within a permeable unit in the lower part of the Truckee Formation. One of the main lines of evidence for this model is the similarity between the shape of the isotherms on the east side of the field with the orientation of the lithologic units. Numerical Model Since the production and injection are essentially balanced and the temperature decline trend has been relatively steady for many years in this field, a numerical model of the reservoir was developed based on energy balance. - 47 - The numerical model can be used to forecast cooling of the produced fluid under the present production/injection strategy. Nature of Geothermal Resource Geothermal energy is such that geothermal reserves and resources do not decline if managed in a sustainable fashion. There can be a temperature decline in an area of a well site (which will eventually reheat), but new wells can be drilled in the general area to re-establish generation levels. After 30 years of operations, the Company will likely be required to upgrade the current plants or build a new plant at the Soda Lake Operation, but will still have access to the geothermal resource. While a temperature decline at the current wells at the plants is noted, future drilling of new wells would be conducted to make up for the loss in temperature. The Company anticipates making use of improved geothermal technology and efficiencies in the future to increase plant capacity, even at lower temperatures in the wells. As well, with possible new reservoir management processes, the balance between injection and production wells operation may be able to halt or even reverse the temperature decline that has been recorded. Abundant geothermal resources exist at the Soda Lake Operation, as calculated from the reservoir model. These resources can be tapped into via new wells and by improved balancing between injection and production wells to operate the plant indefinitely. As the Soda Lake Operation has approximately 100 unique well locations that penetrate the subsurface, a high degree of confidence is assigned to the geothermal resources category (indicated resources under the Canadian Code). The well locations consist of a variety of production and injection wells, temperature gradient holes, slim holes and observation wells, among others. Furthermore, as new, low temperature technology is commercialized that allows for greater resource recovery, the plant may be able to tap into more of the geothermal resources that are currently not recorded as a geothermal resource according to the Canadian Code. Geothermal energy is defined as a renewable energy source by many jurisdictions including the Canadian and U.S. governments. As such, production over an indefinite period of time is a requirement of the “renewable” classification. Estimated Geothermal Resource and Reserve Data Integrity and Interpretation Considering that resource estimation relies on estimating the heat-in-place, the most important information for evaluating the geothermal resource is the database of downhole temperature surveys from the many wells drilled in the field. Multiple temperature surveys have been obtained from the wells in the field. These have been carefully reviewed by Magma. On the basis of their review of the subsurface temperature profiles, Magma selected a temperature profile for each well that represents the static formation (initial state) temperatures in the vicinity of the well. Magma used this subset of the subsurface temperature database to develop a temperature model of the field. GeothermEx was provided with the raw data files of temperature vs. depth for each well, documentation describing how the representative static profile was determined for each well, and the temperature model that resulted from that selection. Using this temperature model, Magma also provided maps of temperature distribution at 152.4 metre depth intervals. - 48 - GeothermEx evaluated: the temperature profiles; Magma’s process of selecting the representative profile for each well; the representation of the selected profile in the temperature model; and the resulting temperature contour maps from the model. All of these were found to be internally consistent. Further, the methodology used to determine which profile best represents static formation temperatures was consistent with current practice by experienced geothermal geoscientists and with GeothermEx’s understanding of the Soda Lake Operation. Therefore, this subset of the temperature database was used to estimate the resource at the Soda Lake Operation. Reserve and Resource Estimate The Canadian Code does not specify what the reference temperature should be. GeothermEx assumed a reference temperature of 71.1°C, which is the average temperature of the injection water at Soda Lake. GeothermEx used the three-dimensional temperature distribution in the subsurface as estimated by Magma between depths of 305 and 1,524 metres, (the latter being the deepest level with good control on temperature). Below 1,524 metres, GeothermEx assumed the temperature distribution at 1,524 metres continues to a depth of 2,743.2 metres, which is slightly deeper than the deepest well drilled to date. Based on the Canadian Code, GeothermEx believes it is justified to refer to the heat resource at temperatures of 148.9°C or greater between 305 and 1,524 metres depth as proved reserve and that between 1,524 and 2,743.2 metres as the indicated resource. This results in a proved reserve of 44,433 MW thermal years, and an estimated additional indicated resource of 89,153 MW thermal years. 2,154 MW thermal years have already been produced from this field, which is a relatively insignificant amount (on the order of 1%) of initial thermal energy in place. MW thermal years MW electrical (net)1 Heat in Place (petajoules) Proved Reserve 44,433 14.2 1401.2 Indicated Resource 89,153 28.5 2806.5 Classification _______________________ Note: (1) Assuming 12% recovery factor, 8% conversion efficiency and a 30-year project life. For further information on the estimated geothermal resource of the Soda Lake Operation, see tables 8.1 and 8.2 of the Soda Lake Report. Thermal Energy Recovery Factor Based on GeothermEx’s experience, they have historically assumed a thermal energy recovery factor of 5% to 15%, and sometimes up to 20%. However, given the long operations history of the Soda Lake field, it is possible to estimate a range of plausible values of recovery factor from the production/injection records and the numerical model. The cumulative thermal energy produced from the field to date is 68 petajoules. Magma believes this is not truly a representative model since well 45A-33 will be the highest temperature well in the field (196.1°C). Since this model does not take into account production from this well, the model may be conservative. Running a plant at 60% higher than the current production level reduces the production temperature to approximately 128.3°C in 30 years (assuming that no hotter fluids are introduced). Since power - 49 - generation is possible from fluids even cooler than 128.3°C, it should be possible to produce at a higher rate such that over a 30-year plant life, the produced fluid temperature reaches the lower limit of power generation. A typical binary plant would require at least 27.8°C differential between the inlet and outlet temperature to supply the parasitic load. Given an injection temperature in the 71.1°C range, GeothermEx believes an absolute power generation limit would be reached when the produced fluid temperature drops to about 98.9°C. For all practical purposes, a temperature limit of 100°C has been used for this analysis because it is the boiling point of water at normal atmospheric pressure. By iterative forecasting from the numerical model, GeothermEx believes that a production temperature of 100°C is reached over a 30-year plant life if the current production rate is increased by 380% (which is not currently being proposed). The maximum theoretically (but not necessarily practically or economically) recoverable thermal energy from this field, under the present production/injection scenario is 258 petajoules, which includes what has been recovered to date and what can be recovered over the next 30 years. This maximum recoverable thermal energy from this field is the equivalent of 8,163 MW thermal per year. Given that the total thermal energy-in-place, including both the proved reserve and indicated resource, is 133,586 MW thermal per year, the recovery factor is 8,163/133,586, that is, 6.1%. On the one hand, it is possible that the energy recovered under the present production/injection strategy would come only from the proved reserve base (44,433 MW thermal years). In this case, the recovery could be as high as 8,163 MW thermal years divided by 44,433 MW thermal years, that is, 18.4%. Therefore, the estimated range of recovery factor for this field is 6.1% to 18.4%. It is noted that this range is close to the 5% to 15% GeothermEx commonly use for projects without an actual operational history. For the purposes of this assessment, GeothermEx assumed an intermediate value of 12% for the recovery factor. Recoverable Electric Energy The Canadian Code emphasizes that, where practical, the resource base should be reported in terms of the equivalent electric power capacity (MW electrical) for a given project life. A conversion efficiency on the order of 8% is the maximum possible at the Soda Lake Operation, because future cooling of the produced fluid will reduce conversion efficiency assuming that the current operational strategy is employed and no, new hotter wells are incorporated into the facility. Using a recovery factor of 12% and a conversion efficiency of 8%, the equivalent power capacity for a 30-year project life for the proved reserve is 14.2 MW electrical (net) for a 30-year plant life. Magma has estimated that based on a forecast of the decline trend in power capacity for such a plant (14.2 MW electrical net initially), the project would remain economic. Therefore, as per the Canadian Code, the proved reserve at the Soda Lake Operation is 14.2 MW electrical (net). Additionally, the Soda Lake Operation has indicated resources of 28.5 MW electrical (net). Economic Analysis The Soda Lake Operation was acquired by Magma for a total cost of $17,000,000 in October 2008. The estimated capital cost of the phase 1 program is $25 million. The proposed improvements at the Soda Lake Operation, combined with an all-in blended target PPA price of $85 per MW hour (PPA is currently under re-negotiation) will result in favorable economics and positive cash flow for Magma at the Soda Lake Operation. The most significant incremental benefit is achieved by increasing access to the thermal reservoir. Additional efficiency and plant infrastructure improvements will be implemented so as to continually increase the net energy delivered to the grid. - 50 - Favorable project economics are further realized from the sale of Portfolio Energy Credits (“PECs”) respecting the parasitic consumption of the Soda Lake Operation which have been historically sold to Nevada Energy. The Company will continue to study the growing market for PECs in order to ensure the best available price is achieved. In addition to the PECs, the Emergency Economic Stabilization Act of 2008 and the American Recovery and Reinvestment Act of 2009 (“ARRA”) has created incentives in the renewable energy sector in the form of extensions to existing production tax credits (“PTCs”), investment tax credits and a new Energy Grant program. Magma is actively engaged in the analysis of these credits and grant programs to determine the net benefits to the proposed Soda Lake improvements. Conclusions and Recommendations A thermal-to-electrical energy conversion efficiency on the order of 8% is the maximum possible at the Soda Lake Operation, because future cooling of the produced fluid (under the present operation/injection strategy) will reduce conversion efficiency. Using a recovery factor of 12% and a conversion efficiency of 8%, the equivalent power capacity for a 30-year project life for the proved reserve is 14.2 MW electrical (net) and 28.5 MW electrical (net) for the indicated resource. Magma has estimated that based on a forecast of the decline trend in power capacity for such a plant, the project would remain economic over a 30-year plant life. Therefore it is concluded that the Soda Lake geothermal field is classified as containing economically recoverable proved reserves of 14.2 MW electrical (net) and 28.5 MW electrical (net) of indicated resources for 30 years, relative to the operational parameters of the Soda Lake Operation. The forecast from the numerical model shows a decline in net energy production of approximately 1.4% per year based on the present production rate and production/injection strategy. A thorough analysis of all production histories (including pump performance), injection histories and tracer test data is required to understand the precise reasons for cooling and what mitigating steps can be taken. GeothermEx believes that further development at the Soda Lake Operation needs to be considered by a detailed numerical simulation model of the field. Such a model should be developed and calibrated against the initial (pre-exploitation) state of the field, the entire history of production and injection history over the last 23 years, and the recent tracer testing results. This will also require a careful analysis of each well’s production performance, taking into account the operation and characteristics of the pumps. This calibrated model should be used to forecast future well and reservoir behavior under a number of different plausible production/injection scenarios. Through this process, it should be possible to arrive at both a mitigation program and a determination of the feasibility of capacity expansion. Increasing the level of production from the Soda Lake Operation and sustaining it over the long term will require drilling step-out wells to discover additional resource areas. As described above, the small exploitable volume demonstrated to date must be increased to enable a higher capacity to be realized. McCoy Property The following is a description of the McCoy Property. Certain statements in the following summary of the McCoy Property are based on and, in some cases, extracted directly from the McCoy Report prepared on behalf of Magma by Dr. J. Douglas Walker (Ph.D.), who is independent from the Company. See “Scientific and Technical Information”. Reference should be made to the full text of the McCoy Report which is available for review on SEDAR located at www.sedar.com. - 51 - Property Description and Location Property Area The McCoy Property is located in Nevada 50 kilometres northwest of the community of Austin, Nevada, and straddles the boundary between Churchill County on the west and Lander County on the east. It consists of a total of 4,621 hectares (11,418 acres) covering more or less contiguous sections of land. Nature and Extent of Title and Term of Acquisition The McCoy Property consists of four BLM leases. The lands were acquired by the Company at a lease auction conducted by the BLM in August 2008. The purchase price for the McCoy Property was $7,318,005. Since acquisition, a portion of the original McCoy Property representing approximately 4000 acres has been relinquished. The primary lease term for the property is ten years with the possibility of three additional five-year extensions. If a commercial well is drilled on the property, then the acreage can be converted to “held-by-production” status, which continues for as long as the property produces geothermal fluids. For a description of the terms of the BLM leases that comprise the McCoy Property, see “United States Geothermal Leases”. Location of Known Geothermal Resource Occurrences There are no surface hot springs, fumaroles, or mud pots within the boundary of the McCoy Property. However, compelling surface manifestations of earlier hydrothermal and geothermal activity have been observed. Surface manifestations of underlying geothermal resources at the McCoy Property are limited to hydrothermal alteration which is largely confined to the Wild Horse and McCoy mine areas. The two mines are located within 1.5 kilometres of each other, both within the boundaries of the McCoy Property. Environmental Issues and Permitting Requirements The proposed exploration and development work at the McCoy Property will be subject to local, state, and federal regulations dealing with operational standards and environmental protection measures such as cultural resources, rare and endangered species, clean water and air, and use of hazardous materials. Initial exploration will consist of geophysical, geological, and geochemical activities that are categorized as “Casual Use” under BLM regulations, thus no permits or environmental clearances are required. Later stages of exploration will include 3D reflection seismic data acquisition. Activity on federal leases that results in disturbance of the surface (i.e., road building or drilling) will require reclamation bonding and compliance with BLM regulations governing mineral lands and mining. We have posted the required $50,000 bond to secure the necessary permits. Completion of the permitting process will also require an environmental assessment, a formal consultation with Native Americans and a review of the proposed plans by the State Historic Preservation Office on protection of cultural resources. Accessibility, Climate, Local Resources, Infrastructure and Physiography The McCoy Property lies in the southwestern part of the Augusta Mountains at elevations ranging from 1,250 to 1,750 metres (approximately 4,100 to 5,750 feet) above sea level. Topography varies from steep-sided, alluvium-filled valleys, to rolling hills, to broad, flat alluvial valleys. Streams are ephemeral and there are no standing bodies of water within the prospect area. - 52 - Means of Access From Winnemucca, Nevada, the McCoy Property is accessible by traveling south on NV294, Grass Valley Road, south through the McCoy Ranch to Jersey Valley Road. The total distance is approximately 130 kilometres. It is also accessible from the south via U.S. Highway 50 to a secondary road at the Overland Stage Station at New Pass in eastern Edwards Creek Valley. The property is located 22 kilometres north of that junction. There are two small landing strips in close proximity to the prospect area: one at the Swanson Ranch ten kilometres east of the property and one at Dixie Valley 25 kilometres to the west. Sufficiency of Surface Rights and Infrastructure Access is not anticipated to be an issue as all of the geothermal leases comprising the McCoy Property are 100% BLM ownership for surface and subsurface minerals. There is no power transmission infrastructure in the immediate property area, but the site is 25 kilometres from a north-south 230 kV transmission line in Dixie Valley that has approximately 50 MW of capacity available. There is also an east-west 230 kV transmission line with excess capacity that runs parallel to U.S. Highway 50, 22 kilometres south of the project area. The relatively flat terrain and largely uninhabited spaces should pose no difficulties in permitting and constructing a tie to economic transmission line installation. History The general region has been the locus of prospecting and mining of mostly precious metals throughout the latter part of the 19th century, through the 20th century, and into modern times, although little scientific work was done in the area of the McCoy Property prior to 1942. An investigation of the strategic minerals of this area was initiated by the USGS after the establishment of the McCoy and Wild Horse Mercury mines in 1916 and 1939, respectively. Geological Setting The McCoy prospect area lies within the Basin and Range geomorphic province of the western United States. The northern portion of this province, which extends from western Utah, through northern Nevada, and into eastern Oregon and northeastern California, is characterized by widespread (mostly) east-west extension and crustal thinning that has been ongoing since the middle Miocene (~17 mega annum, “Ma”). Today this province consists of a series of mountain ranges and intervening basins that are, for the most part, oriented a few degrees east of north. The Basin and Range, or Great Basin as it is sometimes known, was the locus of deposition of major sedimentary units throughout the latest Precambrian, Paleozoic, and early part of the Mesozoic eras. Volcanic rocks were erupted in the western part of Nevada mostly during the latter part of the Mesozoic era. There were three major periods of orogenic activity that affected Nevada: the Antler Orogeny (last Devonian early Mississippian), the Sonoma Orogeny (late Permian-early Triassic), and the Sevier Orogeny (late Cretaceous). All of these orogenies basically consisted of east-west contraction resulting in widespread folding and east vergent thrust faulting. At approximately ten Ma, a broad belt of north-northwest-trending strike-slip deformation, called the Walker Lane, was initiated along the western margin of the Basin & Range. This faulting also continues today, defines the boundary of the Basin & Range, and greatly influences structure and tectonics within the province. - 53 - The Basin and Range province is characterized by elevated levels of terrestrial heat flow resulting from the widespread crustal extension and thinning. There is a broad region in northern Nevada, the Battle Mountain High, where heat flow values exceed 100 milliwatts per square metre (“mW/m2”). These values are as much as 50% higher than the rest of the province. Heat flow values of this magnitude translate into geothermal gradients in excess of 75ºC per kilometre; local geothermal gradients within this area have been reported to be greater than 200ºC per kilometre. This is also the locus of numerous geothermal prospects and producing properties where production depths range from a few hundred metres to as much as 2.5 kilometres. Local Prospect Geology The local geology at the McCoy Property consists of thick sequences of limestone, dolomite, shale, conglomerate, and sandstone ranging in age from Pennsylvanian-Permian overlain by Triassic age carbonates. The Paleozoic sequence was tightly folded and thrust over contemporaneous rocks during the Sonoma Orogeny. Triassic rocks were mildly tilted and folded prior to late Mesozoic and Cenozoic deformation. Middle-to-late-Oligocene and earliest Miocene silicic to intermediate tuffs and flows overlie the Paleozoic-Mesozoic complex and account for more than 70% of the rock outcrops in the McCoy Property. As mapped, all rocks are cut by anastomosing high-angle normal and oblique-slip faults that trend north-south throughout the area. The fault pattern is, however, complicated by shorter, northeast-trending faults that link the major structures. In addition, there must be important northeasterly trending faults that transect the southern part of the area that bound the Edwards Creek Valley. There is evidence in alluvial fans of Quaternary, and possibly Holocene, faulting in the McCoy Property. The most recent, large-scale seismicity in the area was in nearby Dixie Valley, north-west of the McCoy Property, where a series of magnitude six and seven events in 1954 resulted in more than four metres of horizontal and three metres of vertical offset on the southwestern side of valley. Recent studies of seismicity suggest that faults in the McCoy Property have a small right-lateral component in addition to their nearly vertical, normal offset. This could be significant in terms of providing permeability and maintaining fractures in reservoir rocks. Hydrogeochemistry and Geothermal Resource Potential Fluid geochemistry and temperature data from the McCoy Property area are consistent with a medium-tohigh grade geothermal resource with commercial electrical generation potential. Thermal waters in the McCoy Property are high in sodium (200-250 parts per million, “ppm”) and potassium (greater than 15 ppm) with low chloride bicarbonate (“Cl/HCO3”) ratios. Based on geothermometer calculations using the dilution-corrected model, the minimum equilibration temperature that can be anticipated from the geothermal reservoir at the McCoy Property is 186oC. The thermal structure of the area supports this contention. See “– Exploration – Discussion and Interpretation of Exploration Data: Reservoir Potential” below. Exploration No exploration work has been done by, or on behalf of, the Company, but a significant effort was made by AMAX Exploration, Inc. (“AMAX”), in the period 1979 through 1982. As part of their geothermal evaluation of the McCoy Property, AMAX drilled 52 shallow temperature gradient holes ranging in depth from 30 metres to 100 metres; two intermediate depth exploration wells (66-8 to 765 metres, and 14-7 to 613 metres); and three intermediate depth thermal gradient wells (25-9 to 610 metres, 38-9 to 620 metres, and 28-18 to approximately 600 metres). Core and drill cuttings for the deeper holes and some of the shallow ones are available for examination at the University of Utah, Energy & Geoscience Institute in Salt Lake City. In addition, AMAX performed geophysical, geochemical, and geological surveys on the - 54 - McCoy Property in the late 1970’s and early 1980’s and formed a geothermal development unit consisting of 15,135 hectares (37,417 acres). AMAX let its interest expire during the weak energy market period in the mid-1980’s. Geophysical Surveys Four geophysical surveys were conducted by AMAX using gravity, aeromagnetic, MT and resistivity. In addition, Lawrence Berkeley National Laboratory (“Lawrence Berkeley”) personnel conducted a resistivity survey using the EM-60 frequency domain system on the McCoy Property. In 1979 Microgeophysics Corporation and AMAX conducted a gravity survey of the area consisting of 340 stations. The resulting complete Bouguer gravity map shows 10 to 15 milligal lows associated with alluvium-filled basins and 20 to 25 milligal highs associated with outcrops of Paleozoic and Mesozoic basement rocks. There was no apparent attempt to jointly invert the gravity data with any of the other geophysical data sets to constrain possible interpretations. Aeromagnetic data were acquired over the entire prospect, although no specifications related to how the data were acquired and processed have been found. While the residual magnetic intensity plot shows nothing remarkable as regards the presence of a geothermal resource, it clearly mirrors the gravity data in defining rocks of different ages and possibly different degrees of induration. The MT and resistivity data were acquired by Terraphysics and Mining Geophysical Survey, Inc., respectively. Results from both confirm the existence of a relatively deep-seated resistivity low that coincides with the locus of high temperature gradients derived from drilling and logging. Resitivities as low as one ohm per metre were recorded for depths of five kilometres, and could reflect hot fluids in permeable rocks, high temperature, and/or partial melt. One-dimensional models of the MT data show that matches were achievable only by including lower resistivities moving up a sharp electrical discontinuity presumed to be a fault. This low resistivity zone coincides with a measured temperature of 85.7°C at a depth of 755 metres in well 66-8. The electromagnetic frequency domain data acquired by Lawrence Berkeley essentially confirms the results of the MT and resistivity surveys. Geochemical Surveys Mercury is commonly associated with hydrothermal systems and has been used in detecting leakage from geothermal reservoirs in numerous systems. Mercury is highly mobile because of its volatility, thus it can rise in gaseous form through faults and fractures, and be trapped on fine-grained sediments at shallow depths. In 1979, the University of Utah conducted a geochemical sampling and analysis of cuttings from varying depths in 35 drill holes at the McCoy Property for common metals associated with geothermal systems (Hg, As, Pb, F, and Zn). The isopleth contours for mercury at the McCoy Property are elongated in a north-south direction mimicking fault orientation in the area. There are also three loci for mercury concentrations that correspond with the highest temperature gradients and electrical anomalies determined from geophysical methods. Discussion and Interpretation of Exploration Data: Reservoir Potential Results from the survey work conducted by AMAX and others at the McCoy Property are consistent with the presence of an active geothermal system with economically viable temperatures at depths that permit exploitation at reasonable cost. Geophysical, geochemical, and temperature data indicate three centres for fluid upwelling covering nearly 90% of the prospect area. The geothermal reservoir is considered to extend over a distance of nearly 16 kilometres in a north-south direction and eight kilometres in an eastwest direction. - 55 - Temperature gradients were measured in 52 shallow drill holes (30 to 100 metres) located throughout the project area. Values ranged from 28°C per kilometre to 522°C per kilometre. AMAX applied a depth extrapolation model to the shallow temperature gradient data to project the extent of the 200°C at a depth of two kilometres. The figure below shows the results of that extrapolation with the 200°C isotherm covering more than 12,140 hectares (30,000 acres). For comparison, worldwide geothermal gradients made on continental crust average 25°C per kilometre and range from 8°C per kilometre to 50°C per kilometre. In addition, exploration and temperature gradient wells have measured temperatures of 45°C to 102°C at a depth less than a kilometre. This attests to the presence of significant geothermal waters under the lease area. Heat flow measurements range from 38 to 960 mW/m2, and define three separate high heat flow zones. The range of heat flow values for “normal” continental crust is 32 mW/m2 to 80 mW/m2 or 0.8 heat flow unit (“HFU”) to 2.0 HFU. The worldwide average heat flow through continental crust is 50 mW/m2. The southernmost high heat flow area is also the largest with approximately 3,500 hectares inside the 400 mW/m2 (ten HFU) contour. It is elongated in the north-south direction extending more than twothirds of the way across the prospect. The maximum heat flow of 960 mW/m2 occurs in the southern part of the anomaly. The second highest heat flow locus located directly over the McCoy mercury mine covers approximately 400 hectares within the 400 mW/m2 (ten HFU) contour and reaches a high of greater than 560 mW/m2 (14 HFU). The third highest heat flow area is located in the north-west part of the prospect centred on the hole-in-the-wall well No. 2. It covers approximately 500 hectares within the 400 mW/m2 (ten HFU) contour and reaches a high of greater than 640 mW/m2 (16 HFU). The intense and complicated faulting in the area very likely controls permeability within the geothermal reservoir. AMAX found that there were numerous fluid entries in the holes that they drilled, and that the most intense fracturing was in the areas where surface fault traces were common. Based on geochemical and drilling results, it is anticipated that reservoir temperatures should be in the range of 150°C to 200°C at depths of 2.0 to 2.5 kilometres. Nearby Geothermal Properties There are no geothermal properties immediately adjacent to the McCoy Property. However, a number of geothermal development projects and hot springs areas are in the general vicinity. Some of these are: Dixie Valley (25 kilometres west north-west of the lease area) has a producing 60 MW dual flash-type geothermal facility with producing temperatures in excess of 230°C. There are numerous other hot springs (e.g., Sou Hills, Dixie Meadows, and Hyder) with temperatures ranging from 55 to 80°C; Jersey Valley (30 kilometres north-west of the lease area) has reported hot springs with temperatures of 55°C. Ormat drilled two holes in Jersey Valley as part of their exploration efforts on BLM leased lands under their control. They reported maximum downhole temperatures in the 176°C range; Reese River Valley (55 kilometres north north-east of the lease area) with reported hot spring temperatures as high as 54°C. Sierra Geothermal Power Company is exploring this BLM lease and has drilled three exploration holes to date. No results of those wells have been published; and Smith Creek Valley (48 kilometres south of the lease area). - 56 - Resource Estimate As there has been no deep resource evaluation drilling or reservoir testing to date at the McCoy Property, no reliable resource estimate is possible at this time. However, probable reservoir production capability can be estimated based on the projected area of the 200°C isotherm at a depth of 2,000 metres. An estimate of the resource potential for the McCoy Property has been prepared by GHA using the volumetric estimation method developed by the USGS modified to account for uncertainties in some input parameters. For a description of this methodology see “Overview of Volumetric Resource Estimate Methodology”. This method yields estimated MW generation capacities of P90 = 80 MW for the McCoy Property. Geothermal resources and probabilistic estimates of gross MW capacity have a great amount of uncertainty as to their existence and as to whether they can be accessed in an economically viable manner. It cannot be assumed that all of, or any part of, a geothermal resource will be commercially extracted or that estimates of MW capacity will be achieved. Recommended Exploration Program Based on the technical data presented herein and additional backup data, it is reasonable to conclude that there exists a substantial, but unquantified geothermal resource beneath the McCoy Property. Temperature gradient, geochemical, and geophysical data are consistent with source fluid temperatures in the 150°C to 200°C range at depths of 2.0 to 2.5 kilometres below the surface. Temperatures in this range are commercially attractive for generating electricity using the single or double-flash technology. There are no apparent environmental or administrative barriers to development of the resource. The Nevada State Office of the BLM has an aggressive program of renewable energy development that includes consolidated and expedited permitting mandates. Although there is an absence of productiontype data that could underpin a detailed economic analysis of the McCoy Property, a diligent exploration program, including drilling, is warranted by the results of the technical studies to date. We are evaluating the data described in the McCoy Report, the data found in the sources cited therein, unpublished exploration data and databases located at the University of Nevada, Reno and the Nevada Division of Minerals. The likely resource delineation program will include acquisition of 3D reflection seismic data over the McCoy Property in order to define the fault and fracture system followed by in-fill gravity, magnetics, and electrical field surveys. This data will be modeled using 3D analysis and visualization techniques to select locations for drilling two to four intermediate depth (1,000 to 2,000 metres) slim holes from which flow tests will be conducted. Because of the large number of shallow temperature gradient holes already available in the area, it is unlikely new shallow holes will be drilled. An MT survey has recently been completed at the McCoy Property and the results are currently under review. Further delineation of the resource requires integration of the available geologic mapping data with subsurface information. This information is partially provided by gravity, magnetic, and MT data. In this region the most reliable method for obtaining such information is 3D seismic reflection. This is a higher cost exploration method that builds on the previously collected data. The final critical data collection is the direct observation of temperature, rock, and chemical environments in the resource. This data can only be obtained by drilling exploration holes followed by sampling and logging. This is best accomplished through slim holes drilled based on the results of the exploration data described above (gravity, magnetics, MT, geology). Drilling represents approximately 75% of the - 57 - estimated exploration budget at the McCoy Property. A determination to proceed with drilling and the location of any proposed drill sites will be guided by the less expensive exploration activities described above. The process of obtaining the necessary environmental studies required to obtain the permits for drilling has commenced in anticipation of drilling activity in 2011. Panther Canyon Property The following is a description of the Panther Canyon Property. Certain statements in the following summary of the Panther Canyon Property are based on and, in some cases, extracted directly from the Panther Canyon Report prepared on behalf of Magma by Dr. J. Douglas Walker (Ph.D.), who is independent from the Company. See “Scientific and Technical Information”. Reference should be made to the full text of the Panther Canyon Report which is available for review on SEDAR at www.sedar.com. Property Description and Location Property Area The Panther Canyon Property is located in Nevada approximately 50 kilometres south of the community of Winnemucca, Nevada, in the Grass Valley, Pershing County. It consists of 4,515 hectares (11,157 acres) of federal public lands that were acquired by the Company at a BLM lease auction in August 2008. Nature and Extent of Title and Term of Acquisition The Panther Canyon Property comprises three BLM leases. The purchase price for the property was $155,540. The primary lease term is ten years with the possibility of three additional five-year extensions. If a commercial well is drilled on the property, then the acreage can be converted to “held-byproduction” status, which continues for as long as the property produces geothermal fluids. For a description of the terms of the BLM leases that comprise the Panther Canyon Property see “United States Geothermal Leases”. Location of Known Geothermal Resource Occurrences There are no surface manifestations of hydrothermal activity in the immediate area of the Panther Canyon Property. There are frequent occurrences of intermediate grade argillic, hematitic, and silicic alteration, as well as active hot springs, fumaroles, and associated sinter, chalcedony, and opaline silica in the area of Leach Hot Springs located approximately eight kilometres north north-west of the property. Environmental Issues and Permitting Requirements The proposed exploration and development work will be subject to local, state, and federal regulations dealing with operational standards and environmental protection measures such as cultural resources, rare and endangered species, clean water and air, and use of hazardous materials. Initial exploration will consist of geophysical, geological, and geochemical activities that are categorized as “Casual Use” under BLM regulations, thus no permits or environmental clearances are required. Later stages of exploration will include 3D reflection seismic data acquisition. - 58 - Activities on federal leases that results in disturbance of the surface (i.e., road building or drilling), will require reclamation bonding and compliance with BLM regulations governing mineral lands and mining. We have posted the required $50,000 bond to secure the necessary permits. Completion of the permitting process will also require an environmental assessment and a formal consultation with Native Americans and review of plans by the State Historic Preservation Office on protection of cultural resources. Accessibility, Climate, Local Resources, Infrastructure and Physiography The centre of the property lies at the mouth of Panther Canyon on the west side of the Sonoma Range at elevations ranging from 1,460 to 1,585 metres (approximately 4,800 to 5,200 feet) above sea level. Topography is most uniformly dipping west following the surfaces of alluvial fans emanating from the Sonoma Range. The terrain flattens with distance from the range front the closer one gets to the axis of the alluvium-filled Grass Valley. Streams are ephemeral and there are no standing bodies of water within the prospect area. Means of Access From Winnemucca, Nevada, the prospect area is accessible by traveling south on NV294, Grass Valley Road, through the McCoy Ranch to Jersey Valley Road; the total distance is approximately 48 kilometres. Sufficiency of Surface Rights and Infrastructure Most of the Panther Canyon lease area is under federal ownership for surface and subsurface minerals. A portion of sections 29, 30, 31, and 32 are split estate with private surface ownership and federal subsurface minerals. Preliminary contact has been made with the owners and there are no indications that access will be an issue. There is a low voltage power line that runs parallel to Grass Valley road approximately six kilometres west of the Panther Canyon Property. The relatively flat terrain and largely uninhabited spaces should pose no difficulties in permitting and constructing a tie to the existing transmission line although this line may need to be upgraded to 115 kV in order to carry any substantial load from the Panther Canyon Property. There is also a 345 kV line (originates at the Valmy power plant to the north-east) that runs east to west just north of Leach Hot Springs. History There were few geologic investigations in the Grass Valley area prior to the 1970’s. The general region of north-central Nevada has been the locus of prospecting and mining of mostly precious metals in the latter part of the 19th century, through the 20th century, and into modern times. There are two areas in the immediate area of the Panther Canyon Property and Leach Hot Springs that have historic mining activity, but are currently inactive: Goldbanks mercury site on the west side of Grass Valley and the mouth of Panther Canyon. The earliest mention in the literature of Leach Hot Springs itself was by Clarence King in his report on the 40th parallel survey in 1878. There was, however, little reconnaissance geology reported in the literature until the early 1970’s when scientists from the USGS and Lawrence Berkeley conducted geological, geochemical, and geophysical surveys of the area. Aminoil U.S.A., Inc. (“Aminoil”) and Sun Oil Company continued temperature gradient hole drilling and also performed geophysical, geochemical, and geological surveys in the area. Aminoil established a geothermal development unit in 1978 consisting of 12,250 hectares (30,270 acres) that they let expire during the weak energy market period in the middle 1980’s. - 59 - Geological Setting The Panther Canyon Property lies within the Basin and Range geomorphic province of the western United States. See “McCoy Property – Geological Setting” for a description of the Basin and Range geomorphic province. Local Prospect Geology The pre-Tertiary rocks in the area have diverse rock types, are structurally complex, and are slightly to moderately metamorphosed. The bulk of the rocks in the Sonoma Range are structurally superposed Paleozoic eugeosynclinal and miogeosynclinal sedimentary rocks that are in varying states of alteration. Deposition of early to middle Paleozoic marine strata and volcanic rocks was followed by thrusting and folding during the Sonoma Orogeny. The sedimentary sequences were intruded by late Triassic granite in the Goldbanks Hills and Cretaceous to early Tertiary granites elsewhere. There is evidence of two periods of hydrothermal activity in the vicinity of the Panther Canyon Property: a middle-Miocene event that is represented at Goldbanks Hills, and a modern period represented by local sinter and chalcedony at Leach Hot Springs. Basin boundaries are characterized by either high-angle normal faults with abrupt termination of outcrops such as the case of the eastern side of Grass Valley, or margins with more subtle transitions to the alleviated basins indicative of basinward progradation of alluvial fans. This is a typical structural situation found in a half-graben setting throughout the Basin and Range geomorphic province. The basins themselves are filled with mostly unconsolidated late Pliocene, Pleistocene, and Holocene sediments. The structure of the Panther Canyon area consists of north north-west and northeast-striking, mostly highangle, normal and oblique slip faults that form a complex surface pattern. The fault system has been discussed in terms of a primary north northwest-striking fault set with the northeast-striking set being “transverse.” Where these two fault sets intersect, they predict that there is substantial permeability as is the case at the Panther Canyon Property. In fact, Panther Canyon Property represents the topographic break between the Tobin Range on the south and the Sonoma Range on the north. The western Sonoma Range frontal fault in the area of Panther Canyon shows evidence of at least Quaternary, and possibly Holocene faulting. This frontal fault is the northern extension of the structure on which the 1915 Pleasant Valley earthquake (magnitude seven to eight) occurred, resulting in five metres of dextral oblique displacement. The western front of the Tobin-Sonoma Ranges is offset in a sinistral sense almost 2.5 kilometres along the strike of Panther Canyon. The zones of intersection of these two structural trends are important with regard to formation of permeability. Resource Type There are no chemical analyses of fluids or geothermometer data available from the Panther Canyon Property. Geothermometer calculations based on fluid geochemistry data from the Leach Hot Springs area show that the estimated temperature of the reservoir for those fluids is in the range of 135°C. Exploration We have not conducted any exploration to date in the Panther Canyon or Leach Hot Springs areas, but a significant effort was made by the USGS, Lawrence Berkeley, Aminoil and others in the period 1979 through 1981 to define the geothermal system in the Panther Canyon, Leach Springs, and Goldbanks Hills areas. These efforts were mostly based on temperature gradient drilling and electrical potential field methods. - 60 - Out of a total of more than eighty shallow and intermediate depth temperature gradient and heat flow holes drilled in the southern Grass Valley, 58 were drilled in the vicinity of Panther Canyon. These holes ranged in depth from 25 metres to as deep as 457 metres, and gauged bottom hole temperatures from 17.2°C to 94.1°C. Likewise, temperature gradients ranged from a low of 31.2°C per kilometre to a high of 290°C per kilometre. The temperature gradient in the hole designated Q3 at the mouth of Panther Canyon was 118°C per kilometre; the maximum temperature in the hole was 24°C at depth of 175 metres. A second heat flow hole, QH13, located 1.8 kilometres north-east of Q3 had a temperature gradient of 120°C per kilometre, and a maximum measured temperature of 18.5°C at a depth of 50 metres. Heat flow holes were drilled in the southern Grass Valley, Leach Hot Springs, and Panther Canyon Properties by the USGS in 1975 and 1976. Heat flow values have been calculated using the temperature, conductivity, and thermal gradient data from those holes. Results have shown heat flow in the Panther Canyon Property as high as 4.87 HFU in well Q3 and 6.8 HFU in well QH17. These values are 2.5 to 3.0 times greater than background for the area. Using the assumption that the Panther Canyon anomalies are conductive and linear to depth, the 200°C isotherm can be extrapolated to a depth range of 1,530 to 1,735 metres. The total area within the boundary of the four HFU contour at Panther Canyon (approximately eight square kilometres) is about two-thirds the size of the same area at Leach Hot Springs itself (approximately 12 square kilometres). Geophysical Surveys During 1975 and 1976, Lawrence Berkeley personnel conducted a wide range of geophysical surveys throughout the southern Grass Valley area with the objective of evaluating the geothermal potential of the area as well as evaluating the capability of various types of geophysical techniques to detect geothermal resources. They obtained the following types of geophysical data: gravity, ground magnetics, MT, standard resistivity, bipole-dipole, dipole-dipole resistivity, P-wave delay, microearthquake behavior, seismic ground noise, and active seismic refraction and reflection. The major findings of these Lawrence Berkeley surveys relevant to the Panther Canyon Property are: there is a large low resistivity anomaly beneath the high heat flow area at the mouth of the canyon; the high heat flow area is co-located with a strong electrical conductivity high determined from the dipole-dipole survey results; a strong northeast-trending gravity lineament extending beneath the length of Panther Canyon matches a regional north-east south-west lineament observed on satellite images and aerial photos; and Panther Canyon is the only location where there is microearthquake activity in southern Grass Valley. Geochemical Surveys Although no geochemical data on fluids is available for the Panther Canyon Property, data from nearby Leach Hot Springs provides some insight into possible maximum reservoir temperatures that could be anticipated. The maximum reservoir temperature beneath Leach Hot Springs itself has been estimated to be between 139°C and 182°C using silica and Na/K/Ca geothermometer calculations, respectively. Aminoil determined that using mixing model equations, the subsurface temperature may exceed 200°C, - 61 - and if one considers a 75% cold groundwater dilution factor for silica, that anticipated temperature could reach 250°C. Discussion and Interpretation of Exploration Data: Reservoir Potential Results from the survey work conducted by Lawrence Berkeley, Aminoil, the USGS and others at the Panther Canyon Property are consistent with the presence of an active geothermal system with economically viable temperatures at depths that permit exploitation at reasonable cost. Geophysical, geochemical, and temperature data indicate a thermal anomaly defined by the four HFU contour that is as large as the ore found at the Beowawe Property area in Eureka County, Nevada, and the Soda Lake Operation in Churchill County, Nevada. If the geothermal reservoir is described by the four HFU contour, then it would cover a distance of 3.6 kilometres in a north north-east south south-west direction with an average width of 2.2 kilometres – an area of nearly eight square kilometres. This compares in size with both the Soda Lake Operation and the Beowawe production facility owned by TerraGen Power, LLC (“TerraGen”) located next to our Beowawe Property, which currently produce 8 MW and 16 MW, respectively. The high level of earthquake activity in the Panther Canyon Property combined with the fact that it is situated at the confluence of two nearly orthogonal fault zones indicates that this may be an area of high permeability at depth. Without any deep slim hole or production type drilling results, it is difficult to quantify the possible reservoir potential with any degree of certainty. However, extrapolated temperature gradient and heat flow data indicate that a geothermal reservoir at a depth of two kilometres beneath the area within the four HFU contour could be large enough to support a minimum of eight to ten MW and a maximum of 20 MW to 24 MW depending on the extent of subsurface fracturing. Nearby Geothermal Properties Leach Hot Springs is the only geothermal area in the immediate vicinity of the Panther Canyon Property, however, a number of geothermal development projects and hot springs areas are in the general vicinity, including the following: Dixie Valley (40 kilometres south of the lease area) has a producing 60 MW dual flash-type geothermal facility with producing temperatures in excess of 230°C. There are numerous other hot springs (e.g., Sou Hills, Dixie Meadows, and Hyder) with surface hot springs temperatures ranging from 55°C to 80°C. Jersey Valley (35 kilometres south south-east of the lease area) have reported hot springs with temperatures of 55°C. Ormat drilled two holes in Jersey Valley as part of their exploration efforts on BLM leased lands under their control. They reported maximum downhole temperatures in the 176°C range. Pumpernickel Valley (42 kilometres north of the lease area) has been explored by Nevada Geothermal Power Co. and has yielded downhole temperatures of 135°C. They have reported estimated reservoir temperatures ranging from 150°C to 218°C, and they project that the reservoir can sustain 20 to 30 MW of production. Resource Estimate As there has been no deep resource evaluation drilling or reservoir testing to date at the Panther Canyon Property, no reliable resource estimate is possible at this time. However, probable reservoir production capability can be estimated based on the projected area of the 200°C isotherm at a depth of 2,000 metres. - 62 - An estimate of the resource potential for the Panther Canyon Property has been prepared by GHA using the volumetric estimation method developed by the USGS modified to account for uncertainties in some input parameters. For a description of this methodology see “Overview of Volumetric Resource Estimate Methodology”. This method yields estimated MW generation capacities of P90 = 34 MW for the Panther Canyon Property. Geothermal resources and probabilistic estimates of gross MW capacity have a great amount of uncertainty as to their existence and as to whether they can be accessed in an economically viable manner. It cannot be assumed that all of, or any part of, a geothermal resource will be commercially extracted or that estimates of MW capacity will be achieved. Recommended Exploration Program Based on the technical data presented and additional backup data, it is reasonable to conclude that there exists a substantial, but unquantified, geothermal resource beneath the Panther Canyon Property. Temperature gradient and geophysical data are consistent with source fluid temperatures in the 150°C to 200°C range at depths of 2.0 to 2.5 kilometres below the surface. Temperatures in this range are commercially attractive for generating electricity using single or double-flash technology. Geochemical as well as geological and geophysical indicators from the nearby Leach Hot Springs are consistent with this estimate. In addition, the presence of active faults indicates that there should be abundant permeability and that open fractures should be maintained. There are no apparent environmental or administrative barriers to the development of the resource. The BLM, Nevada State Office, has an aggressive program of renewable energy development that includes consolidated and expedited permitting mandates. Although there is an absence of production-type data that could underpin a detailed economic analysis of the Panther Canyon Property resource, a diligent exploration program, including drilling, is warranted by the results of the technical studies to date. We are evaluating all existing data described in the Panther Canyon Report, the data found in the sources cited therein, unpublished exploration data and databases located at the University of Nevada, Reno and the Nevada Division of Minerals. We have completed in-fill gravity and magnetics field surveys. The likely resource delineation program will include the acquisition of 3D reflection seismic data over the prospect in order to define the fault and fracture system followed by in-fill electrical field surveys. This data will be modeled using 3D analysis and visualization techniques to select locations for drilling two to four intermediate depth (1,000 to 2,000 metre) slim holes from which flow tests will be conducted. Because of the large number of shallow temperature gradient holes already available in the area, it is unlikely new shallow holes will be drilled. We have commenced permitting efforts at the Panther Canyon Property. Additional gravity, magnetic, and resistivity data are needed to infill previous efforts and define the resource. This data will permit further refinement of the resource based on a MT survey. This work is cost effective at a survey level. Further delineation of the resource will require integration of geologic mapping data with subsurface information. The geophysical data partly provide this information, but in this region the most reliable method for obtaining such information is 3D seismic reflection. This higher cost exploration method builds on the previously collected data. This is particularly critical for this area in that it is likely that any resource would be structurally controlled. The final critical data collection is the direct observation of temperature, rock, and chemical environments in the resource. This data can only be obtained by drilling exploration wells followed by sampling and logging. This is best accomplished through slim holes drilled based on the results of the exploration data discussed above. Drilling represents approximately 75% of the proposed exploration budget. A - 63 - determination to proceed with drilling and the location of any proposed drill sites will be guided by the less expensive exploration activities described above. Desert Queen Property The following is a description of the Desert Queen Property. Certain statements in the following summary of the Desert Queen Property are based on and, in some cases, extracted directly from the Desert Queen Report prepared on behalf of Magma by Dr. J. Douglas Walker (Ph.D.), who is independent from the Company. See “Scientific and Technical Information”. Reference should be made to the full text of the Desert Queen Report which is available for review on SEDAR located at www.sedar.com. Property Description and Location Property Area The Desert Queen Property is located adjacent to the Hot Springs Mountains in west-central Churchill County, Nevada. The site is approximately 38 kilometres north of the town of Fallon and is contiguous with, or near to, the Desert Peak and Brady-Hazen Hot Springs geothermal facilities and our Soda Lake Operation, three of the nine producing geothermal fields in the state of Nevada. The total land currently under lease at the Desert Queen Property, including both the BLM and private leases, is 4,672 hectares (11,544 acres). Nature and Extent of Title and Term of Acquisition The Desert Queen Property consists of five BLM lease parcels and two leases with fee owners. Two of the BLM lease parcels were purchased at a lease auction conducted by the BLM in August 2008 for a total purchase price of $1,570,600. The effective date of these leases is September 1, 2008 with a primary term of ten years. The remaining BLM lease parcel consisting of 266 hectares (658 acres), was purchased from an independent operator in October 2008 for a purchase price of $164,400. The parcel has a primary term of ten years from its effective date of September 1, 2007. For a description of the terms of the BLM leases that comprise the Desert Queen Property, see “United States Geothermal Leases”. The remaining two BLM leases were purchased in May 2010 at a BLM lease auction. The private fee land lease parcels provide for an exclusive five-year exploration period with the option to extend for an additional five years. Annual rental fees are paid to the lessors during the exploration phase of the leases. The fee land leases will convert to production status once a commercial well is drilled on the property for as long as the property produces geothermal fluids. The Company is obligated to pay a royalty to the fee landholders similar to those paid to the federal government based on a percentage of the gross sale of electricity and the percentage contribution of geothermal fluids derived from a lessor’s property. Location of Known Geothermal Resource Occurrences The Desert Queen Property is in the Battle Mountain high heat flow area, where there are currently two producing power plants. The property is within the second largest portion of what can be considered a composite heat anomaly, which feeds the Desert Peak geothermal facility and Brady’s Hot Springs. The closest surface expression of geothermal activity is at Brady’s Hot Springs, 12 kilometres west of the current Desert Queen Property boundary. The Desert Peak geothermal facility is located nine kilometres to the southwest of the Desert Queen Property. The Desert Peak geothermal reservoir, which was discovered using temperature gradient data and geophysical studies in the absence of any physical surface - 64 - expression of a geothermal system, now supports a 19.7 MW nameplate capacity power plant. Production fluid temperatures at this facility are as high as 200°C. The structural regime of the area has allowed hot water to circulate close to the surface, creating the heat anomaly throughout the area that has proven capable of supporting economic geothermal development. Inferences from geologic mapping and interpretations of geophysical data indicate that the geothermal area is located at the intersection of two major regional fault systems – the Walker Lane belt and the Central Nevada Seismic belt. This structural juxtaposition suggests conditions favourable for the movement of fluids, which is an encouraging sign for continuing the exploration at the Desert Queen Property. Environmental Issues and Permitting Requirements The proposed exploration and development work will be subject to local, state, and federal regulations dealing with operational standards and environmental protection measures such as cultural resources, rare and endangered species, clean water and air, and use of hazardous materials. Initial exploration will consist of geophysical, geological, and geochemical activities that are categorized as “Casual Use” under BLM regulations, thus no permits or environmental clearances are required. Later stages of exploration will include 3D reflection seismic data acquisition, which is anticipated to be completed under a categorical exclusion. Activities on federal leases that result in disturbance of the surface (i.e., road building or drilling) will require reclamation bonding and compliance with BLM regulations governing mineral lands and mining. We have posted the required $50,000 bond to secure the necessary permits. Completion of the permitting process also requires an Environmental Assessment, a formal consultation with Native Americans, and review of plans by the State Historic Preservation Office on protection of cultural resources. These steps are in process. Accessibility, Climate, Local Resources and Physiography The Desert Queen Property lies at northern slope of the Hot Springs Mountains at elevations ranging from 1,219 to 1,402 metres above sea level. Topography is flat in the western portion of the property, sloping up into the Hot Springs range in the southeast. Streams are ephemeral and there are no standing bodies of water within the property area. Means of Access From Fernley, Nevada the Desert Queen Property is accessible by traveling east on Interstate 80, and taking exit 65, heading west and then southeast on a public access road for approximately ten kilometres. Sufficiency of Surface Rights and Infrastructure The Desert Queen Property is a checkerboard of BLM and private leases. There are no indications that surface access will be an issue. The property is approximately eight kilometres from the two major 345 kV lines, located on the northwest side of Interstate 80, that originate at the Valmy power plant. The substation at the Desert Peak geothermal facility, approximately 9.5 kilometres to the southwest of the Desert Queen Property, connects to a 115 kV line that parallels Interstate 80 into the Reno area. The relatively flat terrain and largely uninhabited spaces should pose no difficulties in permitting and constructing a tie to an existing transmission line. - 65 - History Geologic investigation of the Desert Queen region began in the late 1800’s with the discovery of gold mineralization in the northeastern portion of the Hot Springs Mountains. The Desert Queen Mine and the nearby Fallon Eagle Mine were in production until 1951. Salt was produced from the flats northeast of the Hot Springs Mountains from 1870 to 1912. Since 1940 diatomite has been mined from the northwest side of the range. The Brady’s Hot Springs was the site of a resort and spa from the 1920’s under the name Springer’s Hot Springs until the Brady’s bought the property in the 1940’s. Geothermal drilling near the springs began in 1959. In 1978 a geothermal powered food processing plant opened on the Brady’s site. Investigation of the geothermal resources of the area stretching from Brady’s to the Desert Peak and Desert Queen properties began in the 1970’s. Phillips Petroleum Company (“Phillips”) conducted a three-year exploration program that focused primarily on the Desert Peak area, but extended into the Desert Queen Property. See “Exploration” below for a discussion of the exploration conducted to date on the Desert Queen Property. Geological Setting The Desert Queen Property lies within the Basin and Range geomorphic province of the western United States. See “McCoy Property – Geological Setting” for a description of the Basin and Range geomorphic province. Local Prospect Geology The surface geology exposed in the vicinity of the Desert Queen Property consists primarily of Quaternary alluvium and windblown sand, which hide the geology and structures within the Desert Queen Property. Therefore much of the geologic composition and structure is inferred from the exposed geology of the Hot Springs Mountains, drill hole data, and geophysical studies. There are five major rock units exposed in the northern portion of the Hot Springs Mountains. There are two younger Tertiary units of volcanic origin, which are unconformably resting on the Truckee formation, a volcanic rich sedimentary package; the Truckee is underlain by the Desert Peak Formation consisting of diatomite and basaltic tuff; the oldest Tertiary formation is the Chloropagus formation of mostly basalt and andesite flows intermixed with fine-grained sediment. A very important unit is a small pluton of hornblende-quartz diorite that crops out near the Desert Queen Mine. The intrusion is bounded on the east by the Desert Queen normal fault, to the north by a rhyolite unit presumed to be the same age, and in the south and west by the Chloropagus formation. This intrusive rock is inferred to be between four and five million years old, because it has an alteration halo in similar age rocks. The presence of such a young intrusive rock indicates potential for significant heat advection into the area. Mesozoic basement is not exposed in the immediate vicinity, but was encountered in the deeper test holes drilled in the late 1970’s. The basement consists of metamorphosed volcanic and sedimentary rocks of varying types. Two northeast trending fault sets are found in the Hot Springs Mountains. The dominant fault set trends north-northeast, and is interpreted to be related to the Basin and Range deformation. In the area of Brady’s Hot Springs, the geothermal heat is localized along a fault with this orientation. The Desert Queen normal fault in the western part of the Desert Queen Property is part of this set of faults. The Desert Queen fault is a relatively large structure with south-side-down offset of up to 1,000 metres. Faulting can localize and facilitate the movement of geothermal fluids by keeping pathways open. We are investigating this fault structure through geophysical study and geologic mapping. A second fault set trends more easterly. This fault has been interpreted to be localized in a horst block formed by the intersection of the north-northeast and east-northeast trending fault sets. This horst could continue northeastward into the southern half of the Desert Queen Property, although down dropped across the - 66 - Desert Queen fault. Some of the Tertiary rocks are folded with the fold hinges trending to the northeast. This folding may be a result of differential block movement originating from basement faults, possibly related to the intersecting fault sets. Exploration Geothermal exploration in the Brady’s Hot Springs and Desert Peak area was conducted by the USGS, the U.S. Bureau of Reclamation, and a number of private entities over a period of more than 20 years. At the time the area was the site of the hottest surface temperature gauged in the state of Nevada. Beginning in 1973, Phillips conducted a three-year exploration program that focused primarily on the Desert Peak area, but extended into the site of the Desert Queen Property. Of the 53 temperature gradient holes that Phillips drilled, 12 were in the area of the Desert Queen Property. These holes were drilled to an average depth of 91.4 metres (300 feet). In addition, Phillips drilled eight stratigraphic holes, one of which, ST-3, was located in the area of the Desert Queen Property. ST-3 was drilled to a total depth of 425 metres (1,395 feet) where a temperature of 101°C (214°F) was gauged. In 2007, the Great Basin Center on Geothermal Energy at the University of Nevada, Reno conducted a shallow (two metre) temperature probe survey over the area of the Desert Queen Property. Results of that survey defined a north-northeast-trending shallow temperature anomaly approximately six kilometres long and two kilometres in width, defined by the 25°C isotherm. The maximum temperature reached 43°C against a background temperature of 23°C. In March 2010, we completed four temperature gradient wells at the Desert Queen Property. The temperature logging of these wells showed good gradients and provided the impetus for a review of our land position in the area. We acquired further acreage at a BLM auction in August 2010 and have initiated a review of our private land holdings in the area. This review continues. Geophysical Surveys Phillips conducted a 32-station deep sounding MT survey around the Desert Peak area in 1976. Four of these 32 stations are located in the Desert Queen Property. Earth resistivity maps at 610, 1,220, and 2,440 metres show resistivities below two ohm-metres at only two stations, both of which lie within one kilometre of the six kilometre long thermal anomaly. MT mapped deep resistivities less than two ohmmetres are commonly spatially associated with rock alteration and fluid temperature and salinity associated with geothermal fields in Nevada (e.g., Dixie Valley). The existence of very low resistivity values adjacent to the mapped thermal anomaly suggests the latter overlies a deep anomalous geologic feature, elsewhere seen in close genetic associations with commercial geothermal resources. In January 2009, we completed a 375 station detailed gravity survey largely with a 400 metre by 400 metre grid station spacing covering the complete Desert Queen Property. The gravity survey showed that the six kilometre long north-northeast thermal anomaly revealed by the University of Nevada, Reno survey is spatially associated with a horst-like structural high gravity anomaly beneath the alluvium. This high may be the continuation of the horst described above. Correspondence of these two large-dimension anomalies is consistent with an integrated underlying geothermal system. This is a favourable association, which is also seen at numerous geothermal fields including the nearby Brady’s Hot Springs field. At the Desert Queen Property, this association strongly suggests a thermal anomaly distributed by vertical ascent of fluids along the six kilometre length of a deep-seated north-northeast structure. The area of the Desert Queen Property received only cursory consideration as a target area during exploration and development of the Desert Peak field in the 1970’s. The new thermal-gravity target is located three kilometres east of the nearest moderate depth exploration drill hole, ST3 mentioned above, - 67 - and is covered by older lake bed sediments, alluvium and windblown sand. As is the case with the Desert Peak field, obvious hydrothermal deposits do not occur over the thermal anomaly. This may be attributed to a relatively deep water table (60 metres) and geologically young thermal system and is not considered a negative indicator of the presence of a commercial field. Geochemical Surveys Little geochemical data is currently available from the immediate area, but samples taken from the Desert Peak wells show high levels of total dissolved solids, chloride, and silica content, even in the lower temperature sources. Water samples were obtained from three of the four temperature gradient wells drilled in March 2010. The results of the initial analysis of these samples are encouraging. Discussion and Interpretation of Exploration Data: Reservoir Potential Results from the survey work conducted by the USGS, the University of Nevada, Reno, the Nevada Bureau of Mines and Geology, Phillips and others at and nearby the Desert Queen Property are consistent with the presence of an active geothermal system with economically viable temperatures at depths that permit exploitation at reasonable cost. Nearby Geothermal Properties The Desert Peak and Brady’s Hot Spring geothermal facilities are in the immediate vicinity of the Desert Queen Property. Our Soda Lake Operation is located approximately 28 kilometres to the south of the Desert Queen Property and the Stillwater geothermal area is located approximately 38 kilometres to the southeast. Resource Estimate As there has been no deep resource evaluation drilling or reservoir testing to date of the Desert Queen Property, no reliable resource estimate is possible at this time. An estimate of the resource potential for the Desert Queen Property has been prepared by GHA using the volumetric estimation method developed by the USGS modified to account for uncertainties in some input parameters. For a description of this methodology see “Overview of Volumetric Resource Estimate Methodology”. This method yields estimated MW generation capacities of P90 = 36.4 MW for the Desert Queen Property. Geothermal resources and probabilistic estimates of gross MW capacity have a great amount of uncertainty as to their existence and as to whether they can be accessed in an economically viable manner. It cannot be assumed that all of, or any part of, a geothermal resource will be commercially extracted or that estimates of MW capacity will be achieved. Recommended Exploration Program Based on the technical data presented in the Desert Queen Report and additional backup data, it is reasonable to conclude that there exists a substantial, but unquantified, geothermal resource beneath the Desert Queen Property. Temperature gradient and geophysical data are consistent with source fluid temperatures in the 150°C to 200°C range at depths of 2.0 to 2.5 kilometres. Temperatures in this range are commercially attractive for generating electricity using single or double flash technology. Geochemical as well as geological and geophysical indicators from the nearby Desert Peak property are consistent with this estimate. Especially important is the presence of an intrusive body in the area that is only a few million years old. - 68 - There are no apparent environmental or administrative barriers to development of the resource. In fact, the BLM, Nevada State Office has an aggressive program of renewable energy development that includes consolidated and expedited permitting mandates. Although there is an absence of production-type data that could underpin a detailed economic analysis of Desert Queen Property, a diligent exploration program, including drilling, is warranted by the results of the technical studies to date. We are evaluating the data described in the Desert Queen Report, the data found in the sources cited therein, unpublished exploration data and databases located at the University of Nevada, Reno, the Nevada Division of Minerals and from our recent temperature gradient drilling. The likely resource delineation program will include acquisition of 3D reflection seismic data over the prospect in order to define the fault and fracture system as well as in-fill electrical field surveys. This data will be modeled using 3D analysis and visualization techniques to select locations for drilling two intermediate depth (1,000 to 2,000 metre) slim holes from which flow tests will be conducted. We have commenced permitting work at the Desert Queen Property. Additional gravity, magnetic, and resistivity data are needed to infill previous efforts and define the resource. This data will permit further refinement of the resource based on a MT survey. This work is cost effective at a survey level. Further delineation of the resource will require integration of geologic mapping data with subsurface information. The geophysical data partly provide this information, but in this region the most reliable method for obtaining such information is 3D seismic reflection. This is a higher cost exploration method that builds on previously collected data, and is particularly critical for the Desert Queen Property. The final critical data collection is the direct observation of temperature, rock, and chemical environments in the resource. This data can only be obtained by drilling exploration wells followed by sampling and logging. This is best accomplished through slim holes drilled based on the results of the exploration data discussed above. Depending on the results obtained from our exploration activities we intend to drill two intermediate depth (1,500 to 2,250 metre) slim holes from which flow tests will be conducted. Drilling represents a significant portion of the proposed exploration budget. A determination to proceed with drilling and the location of any proposed drill sites will be guided by the less expensive exploration activities described above. Thermo Hot Springs Property The following is a description of the Thermo Hot Springs Property. Certain statements in the following summary of the Thermo Hot Springs Property are based on and, in some cases, extracted directly from the Thermo Hot Springs Report prepared on behalf of Magma by Dr. J. Douglas Walker (Ph.D.), who is independent from the Company. See “Scientific and Technical Information”. Reference should be made to the full text of the Thermo Hot Springs Report which is available for review on SEDAR located at www.sedar.com. Property Description and Location Property Area The Thermo Hot Springs Property is located in Utah approximately 50 kilometres south-southwest of the Roosevelt Hot Springs in Beaver County, Utah. It consists of a single 713 hectare (1,761 acre) BLM lease parcel. - 69 - Nature and Extent of Title and Term of Acquisition The Thermo Hot Springs Property consists of a BLM lease that was purchased from a private leaseholder in August 2008. The purchase price for the property was $528,237. The vendor retains an overriding royalty of 1.5% on gross proceeds derived from the sale of electricity generated from the lease. The primary ten year lease term began on October 1, 2002 and expires on the anniversary date in 2012. For a description of the terms of the BLM leases that comprise the Thermo Hot Springs Property, see “United States Geothermal Leases”. Location of Known Geothermal Resource Occurrences The Thermo Hot Springs Property is located within the northeast part of the Escalante Desert in southern Beaver County. Two hot spring mounds occur in sections 21 and 28, directly adjacent to the property. The springs occur along a north-northwest oriented lineament located in the Milford Valley of the northern Escalante Desert. This lineament connects the property with the Roosevelt Hot Springs geothermal facility in the northwest. Another of the three major geothermal areas in Utah, Cove Fort Sulphurdale, is located to the northwest of the Roosevelt Hot Springs geothermal facility, crossing into Millard County. Raser Technologies, Inc. (“RTI”) has initiated construction of a ten MW binary geothermal facility on a property adjacent to the Thermo Hot Springs Property. Environmental Issues and Permitting Requirements The proposed exploration and development work will be subject to local, state, and federal regulations dealing with operational standards and environmental protection measures such as cultural resources, rare and endangered species, clean water and air, and use of hazardous materials. Initial exploration will consist of geophysical, geological, and geochemical activities that are categorized as “Casual Use” under BLM regulations, thus no permits or environmental clearances are required. Later stages of exploration will include 3D reflection seismic data acquisition, which is anticipated to be completed under a categorical exclusion. Activities on federal leases that results in disturbance of the surface (i.e., road building or drilling) will require reclamation bonding and compliance with BLM regulations governing mineral lands and mining. We will be required to post a $50,000 bond to secure the necessary permits. Completion of the permitting process will also require an Environmental Assessment and a formal consultation with Native Americans and review of plans by the Utah State Historic Preservation Office on protection of cultural resources. The area is known to contain the listed species the Greater Sage Grouse and this may result in some use stipulations on the property. Accessibility, Climate, Local Resources and Physiography The Thermo Hot Springs Property lies in a northeast trending alluvial valley in between the Shauntie Hills to the northwest and the Black Mountains to the southeast in the southern part of Beaver County, Utah. Elevations on the immediate property are relatively flat varying between 1,535 and 1,544 metres. Peak elevations in the Shauntie Hills are between 1,672 and 1,734 metres with peaks in the Black Hills ranging from approximately 1,704 to 1,791 metres. Generally, the climate is temperate and not subject to either extreme heat or cold. There are four well-defined seasons. The sun shines an average of 320 days each year. Precipitation averages 29.6 centimetres annually. - 70 - Means of Access From Beaver County, Utah the Thermo Hot Springs Property is accessed by heading west on road UT-21 to N300W Street, continuing west to Thermal Road and then southwest to the property. The total distance from Beaver is approximately 55 kilometres. Sufficiency of Surface Rights and Infrastructure Access is not anticipated to be an issue at the Thermo Hot Springs Property. The geothermal lease comprising the Thermo Hot Springs Property is 100% BLM ownership for surface and subsurface minerals. A portion of sections 21, 28, and 29 are held by private land owners and in State land trusts. Preliminary contact has been made with the owners and there are no indications that access will be an issue. An existing transmission line runs in close proximity to the southern boundary of the leasehold position, which is currently being partially used by RTI to send power to the city of Anaheim, California. History Though there is abundant surface expression of geothermal systems in Utah, exploration for economic use of the resource is a relatively new activity. In the 1970’s and 1980’s southwestern Utah was part of the national effort to define potential sources of geothermal energy. These studies consisted of regional and detailed geologic mapping, geochemical studies, geophysical studies, analysis of superficial hydrothermal deposits and drilling of shallow temperature gradient holes. At this time the area of the Thermo Hot Spring Property was classified as a “Known Geothermal Resource Area”. The Thermo Hot Springs Property was declassified in the 1990’s due to lack of leasing interest, however, more detailed investigation and resource exploitation has recently occurred in the region. Geological Setting The Thermo Hot Springs Property lies on the eastern edge of the Basin and Range geomorphic province of the western United States. See “McCoy Property – Geological Setting” for a description of the Basin and Range geomorphic province. Local Prospect Geology Directly within the property area the older lithology and geologic structures are obscured by recent sedimentary deposits. The surrounding mountains are used to decipher what may be underlying the alluvium. The Shauntie Hills, northwest of the property, and the Black Mountains to the southeast consist of mainly Tertiary lava flows and volcaniclastic deposits that range in age from 19 to 26 million years. Younger rhyolite has been mapped approximately three kilometres east of the property with an age of 10.3 million years. Rhyolites and other quartz-bearing volcanic rocks of Pliocene age are also mapped in both the Shauntie Hills and the Black Mountains. The two Thermo hot spring deposits are oriented north-northeast. Each deposit is approximately one kilometre long, 50 to 200 metres wide and four to eight metres high. The mounds are made up of mostly windblown sand, travertine debris and siliceous sinter. Regional gravity data suggest that a subsurface fault with several hundred feet of displacement (down to the west) passes through the hot springs area. Normal faults that displace the Quaternary valley fill in and around the mounds have northeast orientation. Faults mapped within the volcanic units of the low hills southeast of the thermal area, and within the Black Mountains, are oriented to the northwest. The orientation of these two sets of structures and the position of the hot springs suggest that a structural intersection localizes the geothermal system. - 71 - Republic Geothermal, Inc. (“Republic”) drilled a 2,221 metre deep exploration hole, designated Escalante 57-29, approximately 1.6 kilometres west-southwest of the hot springs mounds. The hole passed through 350 metres of alluvium, 610 metres of Miocene volcanic rocks, 540 metres of sedimentary and metamorphic rocks and bottomed in granite. Hydrogeochemistry and Geothermal Resource Potential Four chemical analyses of water samples from the Thermo Hot Springs are publically available. The maximum silica concentration found in these chemical analyses was 108 milligrams per litre (“mg/L”) and the dissolved solids were about 1,500 mg/L. The dominant ions were sodium and sulfate. The estimated reservoir temperature based on chemical analyses of water samples and geothermometer calculations, was 140°C to 200°C. The maximum depth of circulation of water to the hydrothermal reservoir is estimated at 3,000 and 4,000 metres based on an estimated regional conductive heat flow of two HFU, mean thermal conductivity of the rock and alluvium of about 4.5 cal/cm/s°C, and an ambient land surface temperature of 12°C. The calculation assumes the absence of a shallow magmatic-heat source. Exploration There are records of at least 21 temperature gradient holes drilled in the immediate area of the Thermo Hot Springs. The known thermal anomaly lies within the area of the Thermo Hot Springs Property. Temperature gradients from wells in the immediate area range from 11°C to 178°C per kilometre with an average temperature of 42°C per kilometre. For comparison, worldwide geothermal gradients made on continental crust range from 8°C per kilometre to 50°C per kilometre and average 25°C per kilometre. There have been numerous geophysical surveys done over the region with varied levels of detail. Existing geochemical data is sparse in the direct area though there are at least two available analyses of the spring water close to the Thermo Hot Springs Property. Geophysical Surveys Available geophysical data includes published gravity, ground magnetics, self-potential and electrical resistivity data acquired primarily during the 1970’s and 1980’s. The existing electrical resistivity and audio-magnetotelluric survey maps are of reconnaissance grade, with east-west electrical lines spaced three kilometres apart and sounding stations scattered four six kilometres apart. New detailed, deepmapping electrical surveys are planned to identify target structures. The existing maps identify an extreme low resistivity zone (0.9 to 2.0 ohms per metre) 1.5 kilometres wide and potentially four kilometres in length that correspond directly with the north-northwest hot springs mounds. Data from one Republic well, Escalante 57-29, suggests that the low resistivity values observed likely include a contribution from argillic alteration of permeable units, as the total dissolved solids of the fluids are only moderate at 1,300 to 3,300 ppm at measured temperatures of 174°C (160°C to 217°C) at 2,050 metres in depth. Intense hydrothermal alteration of the rock units surrounding the throat of the hot spring is also the most likely cause of the magnetic anomaly low associated with the conductive heat flow anomaly. A detailed self-potential survey of the area of the Thermo Hot Springs Property, covering ten square kilometres, with 45 kilometres of stations spaced at 30 to 60 metres, identified an unusually spatially coherent 1.7 kilometre diameter −30 to −60 millivolt anomaly covering the southern quarter of section 27 (within the Thermo Springs Property) and the northern three-fourths of section 34 (within RTI’s holdings). A stronger, localized negative anomaly, 180 by 400 metres in dimension, was identified near the northwest corner of section 34, 1.5 kilometres from the hot spring mounds. The anomaly may indicate upward-flowing geothermal fluid. - 72 - The self-potential anomaly expression across the hot spring mound area is spatially less coherent and weaker. This can be explained by the localized attenuation of self-potential voltage due to the factor-offour drop in resistivity around the hot spring zone when compared to resistivity values observed in the topographically higher alluvial fan material of section 34. The larger southeaster anomaly occurs on the up-thrown side of a northeast-oriented fault mapped in alluvium and is somewhat correlative with the topography of the alluvial fan, suggesting some contribution of from fluids within or beneath this fan. About 600 gravity and a similar number of magnetic stations have been published in small map figures with large contour intervals. The detailed gravity map indicates two possible east-west trending faults intersecting a major north-south trending fault in the immediate vicinity of the Thermo Hot Springs. The location of the hot springs appears to be fault controlled. The residual maps outlined an elongated north-south graben that extends through the survey area. The magnetic data are presented as total magnetic intensity anomaly maps for both the regional and detailed surveys. The detailed magnetic map outlines an anomalous low with nearly 100-gammas closure associated with the Thermo Hot Springs. As previously mentioned, this magnetic low may reflect an alteration zone which is structurally controlled. Reprocessing and additional interpretation will likely provide additional relevant information. Geochemical Surveys Chemical analyses from wells and springs in the area of the Thermo Hot Springs Property are sparse. We intend to collect more geochemistry data during the exploration phase. Geochemistry is valuable for determining the source of geothermal fluids, thermal potential and possible chemical difficulties that would be encountered when the fluids are used in production. Results from chemical analyses of water samples from Thermo Hot Springs are discussed above. Geothermometry estimates prepared by several different authors suggest reservoir equilibrium temperatures between 140°C and 200°C. Discussion and Interpretation of Exploration Data: Reservoir Potential Our holdings at the Thermo Hot Springs Property cover much of the apparent resistivity and heat-flow core in the area and also extend to the northern boundary of section 31, which hosts RTI’s newly commissioned 10 MW plant. The available shallow drill-hole (less than 150 metre) thermal gradient data show a northwest-southeast eight by four kilometre high heat flow zone centered on the Thermo Hot Springs mounds. This high thermal gradient area continues three kilometres to the southeast across our holdings into section 34. The resistivity and thermal gradient mapping indicate that our holdings could contain the high temperature, high permeability, structurally controlled centre of the Thermo Hot Springs geothermal system. Nearby Geothermal Properties The Thermo Hot Springs Property is adjacent to the Hatch Geothermal Power Plant, a four MW unit operated by Intermountain Renewable Power, LLC, a subsidiary of Raser Power Systems, LLC. The plant opened in 2009. The property lies in the same physiographic province as the Roosevelt Hot Springs and Cove Fort-Sulphurdale geothermal facilities, the two other producing geothermal facilities in Utah. Resource Estimate Inasmuch as there has been no deep resource evaluation drilling or reservoir testing that has been done to date, no reliable resource estimate is possible at this time. An estimate of the resource potential for the Thermo Hot Springs Property has been prepared by GHA using the volumetric estimation method developed by the USGS modified to account for uncertainties in - 73 - some input parameters. For a description of this methodology see “Overview of Volumetric Resource Estimate Methodology”. This method yields estimated MW generation capacities of P90 = 20.4 MW for the Thermo Hot Springs Property. Geothermal resources and probabilistic estimates of gross MW capacity have a great amount of uncertainty as to their existence and as to whether they can be accessed in an economically viable manner. It cannot be assumed that all of, or any part of, a geothermal resource will be commercially extracted or that estimates of MW capacity will be achieved. There are no outwardly present environmental or administrative barriers to development of the resource. Recommended Exploration Based on the technical data presented in the Thermo Hot Springs Report and additional backup data, it is reasonable to conclude that there exists a substantial, but unquantified, geothermal resource beneath the Thermo Hot Springs Property lease area. Temperature gradient and geophysical data are consistent with source fluid temperatures in the 150°C to 200°C range at depths of 2,000 to 2,500 metres. Temperatures in this range are commercially attractive for generating electricity using single or double flash technology. Geochemical as well as geological and geophysical indicators from the property and the nearby RTI property are consistent with these findings. In addition, the presence of geologically active faults indicates abundant permeability and suggests that open fractures should be maintained. We are evaluating the data described in the Thermo Hot Springs Report, the data found in the sources cited therein, unpublished exploration data and databases located at the Great Basin Center for Geothermal Energy, the Utah Geological Survey, the University of Utah, Southern Methodist University, and various private and academic sources. The likely resource delineation program will include acquisition of 3D reflection seismic data over the property in order to define the fault and fracture system, followed by in-fill electrical field surveys. These data will be modeled using 3D analysis and visualization techniques. We will also select locations for drilling intermediate depth (1,000 to 2,000 metres) slim holes for the purposes of conducting flow tests. If warranted by positive results from the proposed exploration program, future exploration programs may involve drilling one or more such slim holes as well as shallow temperature gradient holes. Additional gravity, magnetic, and resistivity data are required to infill previous work and further define the resource. This data will permit further refinement of the resource based on a MT survey. This work is cost effective at a survey level. Further delineation of the resource requires integration of geologic mapping data with subsurface information. This information is partially provided by geophysical data. In this region the most reliable method for obtaining such information is 3D seismic reflection. This is a higher cost exploration method that builds on the previously collected data. This information is critical for the area of the Thermo Hot Springs Property given that any resource is likely to be structurally controlled. The final critical data collection is the direct observation of temperature, rock, and chemical environments in the resource. This data can only be obtained by drilling exploration wells followed by sampling and logging. Drilling has not been included in the proposed exploration budget for the Thermo Hot Springs Property. A determination to proceed with drilling in a future exploration program and the location of any proposed drill sites will be guided by the less expensive exploration activities described above. - 74 - Early-Stage Exploration Properties Nevada Baltazor Property The Baltazor Hot Springs are located five miles southwest of the tiny and remote town of Denio Nevada, close to the Oregon border. A second geothermal prospect about ten miles southwest of Baltazor is the McGee Mountain or as it has sometimes been called in the past, the Painted Hills, geothermal prospect. The location is very remote with no readily available services. Caldera Geothermal has been recently active at the nearby McGee Mountain prospect. The Magma lease position at the Baltazor Property consists of two BLM leases covering 2,688 hectares (6643.08 acres) acquired at a lease auction conducted by the BLM in August 2009, see “United States Geothermal Leases”. The effective date of the leases is Sept. 1, 2009. The purchase price for the property was $366,520. This area was intensively explored by Earth Power Production Company beginning in 1977 and received funding from the U.S. Department of Energy’s Industry Coupled Program. Therefore, all of these data are in the public domain in a series of reports, primarily published by the Earth Science Laboratory at the University of Utah Research Institute (now known as EGI) in the late 1970s and early 1980s. The USGS also conducted several geophysical surveys in the area in the 1970s. The area is located in northernmost Nevada where the classic basin and range topography merges into a terrain that is much more of an undulating plateau. Baltazor Hot Springs is associated with the nearby normal fault defining the steep east side of the Pueblo Mountains. Researchers suggest that there are actually two intersecting faults controlling the location of the Hot Springs. The rocks in the area consist of the usual stratigraphy in western Nevada. That is Quaternary alluvium overlying Tertiary basaltic and rhyolitic volcanic rocks which overlie a wide variety of Mesozoic age rocks. The hot water at Baltazor Hot Springs is a dilute sodium mixed anion water. Baltazor is the hottest thermal spring in far northwest Nevada with reported temperatures ranging from 169°F to 209°F (76°C to 98°C). Baltazor is part of a regional group of thermal springs in the Black Rock/Alvord Desert area with this chemistry. This regional group of springs extends northward from Double hot springs near Gerlack, Nevada to Mickey hot springs near the north end of the Alvord Valley in Oregon. Several of these thermal springs have geothermometers predicting temperatures over 300°F (150°C). Only one of these systems, Hot Lake north of Denio in Oregon, has been drilled by Anadarko Petroleum in the 1980s or early 1990s with temperatures over 300°F and a significant flow rate. However, past exploration and development in this region has been inhibited by the remote location, environmental issues, and a lack of transmission lines in the area. No deep (>4000 feet) large diameter geothermal wells have ever been drilled in this region. The Baltazor thermal water gives a quartz predicted temperature of 329°F (162°C) and a Na/K/Ca predicted temperature of 306°F (152°C). The magnesium contents are very low so there is no reason to disbelieve these cation predicted temperatures. A flowing hot well near Baltazor has similar water and similar predicted temperatures. The presence of a few small low mounds of opaline sinter at Baltazor has been used as an argument that relatively recently subsurface temperatures of at least 356°F (180°C) were present in the geothermal system. At the present time Baltazor Hot Spring is not precipitating any silica phases. Earth Power drilled 27 shallow temperature-gradient holes to depths of more than 300 feet in 1977 both in the vicinity of Baltazor and McGee as well a few more widely spaced holes. Earth Power produced a temperature gradient map from these holes that shows two modestly sized and widely separated thermal - 75 - anomalies, one centered on Baltazor Hot Springs and one on the east side of McGee Mountain. The McGee anomaly is elongated in a north-south direction indicating that a northerly trending fault or fault zone is the controlling structure. The Baltazor thermal anomaly is modestly elongated in an east-west direction, which is a bit curious but could also more simply reflect the hole locations, unconstrained contouring, or the presence of the low temperature Bog hot springs to the west of Baltazor Hot Springs. In 1979, Earth Power drilled four holes to 1500 feet - two near the center of the Baltazor anomaly and two in the McGee area. The two Baltazor holes had maximum temperatures of 154°F and 195°F. In 1982 and 1983, a 3703 foot deep well was drilled at Baltazor with slow penetration rates in hard volcanic rocks and deviation problems. This well recorded a maximum temperature of 247°F (119°C) at a depth of 3640 feet. The bottomhole temperature gradient was only 1.4°F /100 feet. We do not have any immediate plans to proceed with exploration on the property but are currently reviewing available data and doing an assessment of the property in connection with other data available from other operators in the area. Beowawe Property The Beowawe Property is located in northern Nevada astride the boundary between Lander County to the west and Eureka County to the east. The site is approximately ten kilometres west of the town of Beowawe and is contiguous with, or near to, the Beowawe geothermal power plant owned and operated by TerraGen. The Beowawe Property consists of one parcel (BLM lease NVN 085728), with a total area of 702 hectares (1,735 acres) of federal public lands that were acquired by Magma US at a lease auction conducted by the BLM in August 2008. The effective date of the leases is September 1, 2008. Lands included in the parcel are found in T31N, R47E, section 22, and T31N, R48E, sections 8 and 16 (Mount Diablo Meridian). The purchase price for the property was $434,000. For a description of the terms of the BLM leases that comprise the Beowawe Property, see “United States Geothermal Leases”. The Beowawe Property is adjacent to the production well field for the 16.6 MW dual-flash Beowawe geothermal power plant owned and operated by TerraGen. The plant has been in operation since 1985 utilizing greater than 200°C fluids produced from depths of approximately 2,000 metres. Production is from highly fractured and permeable zones in the Valmy Formation although the ultimate reservoir is believed to be in Paleozoic carbonate rocks below the Valmy Formation. Production is from the Malpais fault, a complex, north north-east to northeast-trending oblique slip structure with numerous splays. The Beowawe Property reservoir temperature is estimated at 226°C to 238°C from the geochemical analysis and subsequent geothermometer calculation on a fluid sample taken from a steam well drilled in section 17. A surface hot spring temperature of 98°C in section 8 is reported; the Na/K/Ca geothermometer run on that sample yielded a reservoir temperature of 237°C, and a quartz adiabatic geothermometer reservoir estimate of 214°C. We are evaluating all existing data described above in addition to data found in USGS, University of Nevada, Reno, Southern Methodist University, and U.S. Department of Energy geothermal databases. Our proposed resource delineation program will include acquisition of modern, closely spaced reflection seismic data over the prospect in order to define the fault and fracture system followed by in-fill gravity, magnetics, and electrical field surveys. Buffalo Valley Property The Buffalo Valley Property is located in north-central Nevada in Pershing County. The site is approximately 27 miles southwest of the town of Battle Mountain. The prospect consists of three parcels - 76 - (BLM lease N-86906, N-86907, and N-86908) with a total area of 5,400 hectares (13,343.88 acres) that were acquired at a lease auction conducted by the BLM in August 2009. The effective date of the leases is September 1, 2009. The purchase price for the property was $572,637. For a description of the terms of the BLM leases that comprise the Buffalo Valley Property, see “United States Geothermal Leases”. The Buffalo Valley Property is located in the western part of Buffalo Valley and east of the Tobin Range in classical Basin and Range geology. This property has not been subject to past geothermal exploration efforts. There are no active thermal manifestations in the western part of Buffalo Valley. The area has recent faulting, similar to Dixie Valley, and this faulting, along with being within the regional Battle Mountain High heat flow anomaly, forms the basis for this prospect. Columbus Marsh Property The Columbus Marsh Property is located in west-central Nevada in Esmeralda County. The site is approximately 27 kilometres south of the town of Tonopah Junction (Nevada Hwy. 360 and U.S. 95). The prospect consists of one parcel (BLM lease NVN 085713), with a total area of 1,036 hectares (2,560 acres) of federal public lands that were acquired by Magma US at a lease auction conducted by the BLM in August 2008. The effective date of the leases is September 1, 2008. The purchase price for the property was $832,000. For a description of the terms of the BLM leases that comprise the Columbus Marsh Property, see “United States Geothermal Leases”. The Columbus Marsh Property is situated at the north-east corner of Columbus Marsh, within the northwest-trending central Walker Lane, which represents the western margin of the Basin and Range physiographic province. The Walker Lane is the site of an active dextral oblique-slip (transtensional) fault system that carries approximately four to six millimetres per year of offset transferred from the Northern Furnace Creek fault zone via the Excelsior Mountains. This transfer feature is called the Mina deflection, and forms a structural releasing bend geometry where crustal thinning is accommodating the dextral offset. The Columbus Marsh, Teel’s Marsh, and Rhodes Marsh represent sag areas located on the hanging wall of a breakaway fault that exhibits top to the south-east motion. Vertical exhumation rates of 0.6 to 1.0 millimetres per year for rocks in the Walker Lane have been calculated indicating relatively rapid exposure of hot mid-crustal rocks. A survey of borate deposits in the area of the Columbus Marsh Property was performed and found evidence of Quaternary borate crusts, which was interpreted as evidence of undiscovered moderate to high temperature (greater than or equal to 150°C) geothermal resources. Geothermal fluids are known to contain high concentrations of boron, and it is not uncommon to find elevated subsurface temperatures associated with elevated levels of boron in surface sediments. Columbus Well CM1 drilled on the northern boundary of the marsh yielded a maximum temperature of 21.7°C, and geothermometer calculations on fluids from that well estimated the reservoir temperature to be 115°C. Fluids from nearby Columbus well 2/36 yielded a Na/K/Ca geothermometer reservoir estimate of 210.5°C. We are evaluating all existing data described above in addition to data found in USGS, University of Nevada, Reno, Southern Methodist University, and U.S. Department of Energy geothermal databases. Our proposed resource delineation program will include conduct of gravity, magnetics, and electrical field surveys. Dixie Valley (Whiterock) Property The Whiterock Property is located in Dixie Valley in west-central Nevada in Churchill County. The site is remote being approximately 50 miles northeast of the town of Fallon, but it takes one and a half hours by automobile to reach the site. The prospect consists of one parcel (BLM lease N-86888) with a total - 77 - area of 1,133 hectares (2798.94 acres) that was acquired at a lease auction conducted by the BLM in August 2009. The effective date of the leases is September 1, 2009. The purchase price for the property was $1,700,640. For a description of the terms of the BLM leases that comprise the Whiterock Property, see “United States Geothermal Leases”. The Whiterock Property is located near the western margin of Dixie Valley about 12 miles southwest of the operating 56 MW (net) TerraGen dual flash geothermal power plant. The Property is accessible via an all weather graded and regularly maintained gravel road that provides access to the TerraGen power plant. The TerraGen 220 kV transmission line passes through the Whiterock Property. TerraGen has recently announced plans to develop two additional 60 MW power plants in the western part of Dixie Valley but has not yet commenced the exploration drilling. One of these power plants known as Coyote Canyon is slated to be constructed about six to eight miles northeast of the Whiterock Property. The second power plant known as Dixie Meadows will be about six miles south of the Whiterock Property. The Whiterock Property was extensively explored by the Thermal Power Company in the late 1970s. There are no active thermal features on or adjacent to this property but hot water was encountered in the adjacent Dixie Combstock gold mine in the 1930s at shallow depths. The Property is located along the same large and active normal fault as the operating power plant. This exploration culminated in the drilling of the 8089 foot deep geothermal exploration well in 1979 immediately adjacent to the Whiterock Property. This well encountered a five GPM flow of geothermal fluid that is still flowing today and a bottom hole temperature of 386°F (197°C) in Triassic marine shale. Following the completion of this well there has been no more recent geothermal exploration in this part of Dixie Valley. The chemical geothermometers calculated from this fluid indicate a subsurface temperature close to 200°C, basically the same as the measured temperature. A series of shallow (< 500 feet deep) temperature gradient holes and slim holes (500 feet to 2000 feet deep) were drilled adjacent to the Whiterock Property and show that the property is characterized by high temperature gradients. Granite Springs Property The Granite Springs Property is located in west-central Nevada in Pershing County. This prospect was defined and explored by Phillips in the early 1980s under the name Adobe Valley. The prospect currently consists of all five Federals parcels (BLM lease N-86862, N-86863, N-88400, N-86865, and N-86866) with a total area of 9,046 hectares (22,352 acres) that were acquired at BLM auctions in August 2009 and May 2010. The effective dates of the leases are September 1, 2009 and June 1, 2010. For a description of the terms of the BLM leases that comprise the Granite Springs Property, see “United States Geothermal Leases”. On September 1, 2010, 7682.44 acres of Federal leases were relinquished as they were determined to be located north of and outside of the shallow thermal anomaly defining the prospect. The total acquisition cost of all leases currently held and relinquished at Granite Springs is $441,670. The Granite Springs Property is a large contiguous block of land that overlies a shallow thermal anomaly up to eight miles long in a north-south direction and up to four miles long in an east-west direction. This thermal anomaly was largely outlined by Phillips with approximately 30 shallow temperature-gradient holes and lies in the central part of the broad Granite Springs Valley. Phillips drilled one strat test (slim hole) AV-ST-1 in 1983 to a depth of 1795 feet and measured a maximum temperature of 193.5°F at the bottom of the hole. This hole was simply sited within the heart of the shallow thermal anomaly. It was not sited to evaluate any specific structural target. The temperature gradient at the bottom of AV-ST-1 was close to zero so there is no way to predict what temperatures are likely to be at greater depths. There are no surficial thermal features associated with the shallow thermal anomaly but two water samples were recovered from shallow wells within the thermal anomaly. These two waters give predicted quartz geothermometer temperatures of 227°F and 323°F. The Na/K/Ca predicted temperatures are 255°F and 376°F. To the west of the thermal anomaly the active Shawave Fault Zone separates the Shawave - 78 - Mountains from Granite Springs Valley and is a likely structural target. Perhaps some eastern strands of this fault zone or hidden faults further east of the mountains transmit hot water up to shallow depths in the western part of Granite Springs Valley. This is the largest known thermal anomaly in Northern Nevada that has only one slim hole drilled into it. It is worthy of some additional exploration and at least one or two additional slim holes. Soda Lake East Property The Soda Lake East Property is located in west-central Nevada in Churchill County. The western boundary of this Property is located two miles east of the PA boundary for the operating Soda Lake power plant. The eastern boundary is located six miles east of the PA boundary. The prospect consists of one parcel (BLM lease N-86872) with a total area of 1,526 hectares (3770.72 acres) that was acquired at a lease auction conducted by the BLM in August 2009. The effective date of the leases is September 1, 2009. The purchase price for the property was $7,542.00. For a description of the terms of the BLM leases that comprise the Soda Lake East Property, see “United States Geothermal Leases”. The Soda Lake East Property is a greenfields prospect located between the operating Stillwater geothermal field and the known operating Soda Lake Property in the Carson Sink. The geothermal industry has not performed any significant exploration in this area in the past because it has no active thermal manifestations or young volcanic rocks. Northwesterly trending Quaternary fault scarps of the Sagouse Fault Zone cut across the Property. Upsal Hogback Property The Upsal Hogback Property is located in west-central Nevada in Churchill County. The lands within this Property essentially form a rim around the northern part of the operating Soda Lake power plant PA. The prospect consists of two Federals parcels (BLM lease N-86869 and N-86870) with a total area of 3,554 hectares (8153.57 acres) that were acquired at a lease auction conducted by the BLM in August 2009. The effective date of the leases is September 1, 2009. The purchase price for the property was $16,230. For a description of the terms of the BLM leases that comprise the Upsal Hogback Property, see “United States Geothermal Leases”. One private lease covering 626.5 acres is included within the property. The Upsal Hogback Property lies immediately east, north, and west of the PA outlining the existing operating Soda Lake project and so jointly overlies the distal portions of the Soda Lake thermal anomaly with the operating project. A portion of this Property can be viewed as containing the northwest, north, and east margins or extensions of the Soda Lake resource while the more northerly part of the Property most likely lies beyond the resource boundary. One or two 1000 foot deep temperature-gradient holes will be drilled in September 2010 to further evaluate this Property. Oregon Glass Buttes Property The Glass Buttes Property is located in Lake County, Oregon about 16 kilometres southeast of the town of Hampton and 80 kilometres west of the city of Burns along Highway 20. Magma US holds two federal leases (OR-65729 and OR-65730) from the BLM, with a total area of 3,607 hectares (8,914 acres). The two leases were acquired at a BLM geothermal lease sale in December 2008 for a total purchase price of $77,014. The primary lease term of ten years began on February 1, 2009 with an annual lease rate of $3 an acre, or $26,745 a year. For a description of the terms of the BLM leases that comprise the Glass Buttes Property, see “United States Geothermal Leases”. - 79 - The federal leases can be extended for three five-year periods, if needed, with the rental fee increasing to $5 an acre. Rental fees can be written off against royalties paid once the lease area goes into production. The royalty arrangement on the Glass Buttes Property is 1.75% of gross proceeds for the first ten years of production, increasing to 3.5% of gross proceeds beginning in the 11th year with a minimum payment of $2 an acre. The lease is valid as long as production continues or BLM determines the lessee is diligently trying to put a producible well into actual production. Shortly after the leases were issued by the BLM, Magma became aware that the Oregon Natural Desert Association filed an appeal and petitioned the Interior Board of Land Appeals (“IBLA”) for a stay of the decision by the BLM to issue the leases. In April 2008, the IBLA denied the petition for a stay. On July 9, 2009, the IBLA affirmed the BLM’s decision to issue the leases. Accordingly, we consider the proceeding to be resolved and the lease to be in force. The Glass Buttes Property is within the High Lava Plains physiographic province of Oregon and is cut by a north-northwest trending fault zone which contains the high silica volcanic rocks of the region. The appearance and manifestation of the geothermal zone is controlled by these faults. Some of the faults show normal offset which suggests there is an open set of fractures along which geothermal fluid could move. A set of faults to the southwest has a more oblique offset and may be a bounding structure on the heat anomaly and fluid flow. Hydrothermal alteration penetrates at least to 610 metres in the eastern portion of the lease area indicating an extensive near surface hydrothermal system in the past. An electrical resistivity survey revealed marked contrasts with a broad area of low resistivity at depth, which can be an indicator of the presence of geothermal fluid. Past geothermal exploration activity, which began in 1974 and continued through the early 1980’s, includes numerous drilled temperature gradient holes, geologic mapping, an electrical resistivity survey and a soil-mercury survey. Initial work was sponsored by the Oregon Department of Geology and Mineral Industries and later by the geothermal lease holders Vulcan Geothermal Group and Phillips. Four temperature gradient holes were drilled within the leased property during initial exploration work within the leased property: GB-1 drilled to 353.6 metres had a maximum temperature of 36°C, GB-16 drilled to 609.6 metres had a maximum temperature of 58°C, GB-18 drilled to 393.2 metres with a maximum temperature of 74.3°C and GB-31 drilled to 355 metres had a maximum temperature of 36.9°C. We are reviewing all the existing geological, geophysical, and geochemical data acquired by the USGS, U.S. Forest Service, University of Nevada, Reno, Oregon State University, Southern Methodist University, and the U.S. Department of Energy. Our proposed resource delineation program will include acquisition of geochemical and geophysical data including magnetic, gravity, resistivity, and seismic surveys. III. South America Mariposa Property Certain statements in the following summary of the Mariposa Property are based on and, in some cases, extracted directly from, the Mariposa Report prepared on behalf of Magma by Philip James White of SKM who is independent from the Company. See “Scientific and Technical Information”. Reference should be made to the full text of the Mariposa Report which is available for review on SEDAR located at www.sedar.com. - 80 - Concession History and Status The Mariposa Property is comprised of the adjacent Laguna del Maule and Pellado geothermal concessions, which are located approximately 300 kilometres south of Santiago and 120 kilometres southeast of Talca in the Maule Region of Chile. Magma has been working on the Laguna del Maule geothermal concession since 2008. This exploration concession was purchased from the University of Chile, which had identified the geothermal potential of this area. The original concession covered an area of 400 square kilometres. In July 2009, Magma applied for four square kilometres of this area to be converted into an exploitation concession, and that was awarded by the Chilean government on May 5, 2010. Magma applied for rights to the Pellado exploration concession to the west of Laguna del Maule in early 2009, and that was granted in January 2010. Magma owns 100% of the Laguna del Maule and Pellado concessions through its wholly owned subsidiary Magma Energy Chile Limitada. A geothermal system has been outlined that extends between the Laguna del Maule and Pellado concessions. This is now known as the Mariposa geothermal system. This resource estimate applies to the whole of the Mariposa geothermal system within both concessions. In the first few months of 2009, Magma undertook geological mapping, chemical sampling and analysis of fumaroles, and an MT resistivity survey over Laguna del Maule and part of the Pellado concession. Based on the results of this work, a vertical slimhole was sited within the identified resistivity anomaly in the Laguna del Maule concession, and this well was drilled in May-June 2009. The objective of this well was to prove temperatures within the reservoir. Well MP-01 was completed to a depth of 659 metres in early June, and a maximum temperature of 202°C was measured just above the bottom of the well (651 metres) after seven days heating. The Pellado concession was awarded on January 11, 2010, and published on January 19, 2010 and has a two year term, which may be extended for a further two years, but must then be converted into an exploitation concession or relinquished. The Laguna del Maule exploitation concession is for an unlimited term provided annual fees are paid. In March 2010, another well MP-02 was drilled. This slim hole is located on the Pellado portion of the Mariposa Property and is currently undergoing testing and evaluation. A third well MP-03 is currently being drilled on the Maule portion. To provide for access to these drill sites, 24 kilometres of road has been constructed and facilities for crews necessary for drilling and winter operations have been erected at the property. Geophysical surveys are continuing, with gravity and magnetic surveys and additional MT stations completed in the first half of 2010, along with further geological mapping. The terrain is mountainous, with elevations ranging from about 700 metres above sea level in the valleys to over 3600 metres above sea level on Volcán San Pedro. The valleys have steep sided glacial shapes, but higher up, the slopes are generally more gentle. Geological Setting The Mariposa Property is located in the northern part of the southern volcanic zone of Chile, in an arc volcanic setting. To the west of Chile, young oceanic crust of the Nazca Plate is being subducted beneath the South American Plate at the Chile (or Atacama) Trench at the comparatively rapid rate of about 80 millimetres per year. This subduction gives rise to the volcanic activity within the Andes. Rapid subduction, such as occurs at the Mariposa Property, favours the production of numerous potential - 81 - magmatic heat sources for geothermal fields. Many geothermal systems have been identified in this section of the Andes, although none have yet been developed for power production. In addition to volcanic activity, the near-perpendicular subduction that is directed slightly north of east produces compressive stress within Chile. The stress orientation is indicated by fault orientations, and by the orientation of dyke intrusions. To the west of the Laguna del Maule concession, in the Pellado region, dykes mainly trend north-south and northwest-southeast, although significant intermediate to silicic dykes trend north 70º east. To the east, the Troncoso (La Fea) fault trends north 30-40º east. Preliminary structural analysis (including lineaments noted on satellite imagery and compiled from literature) suggests a strong north to northeast trend within the concession. Surface Geology The regional geology of this area is reasonably well understood, after geological mapping and studies by international teams of the Cenozoic volcanism in this area. Magma’s geologists are building up a detailed knowledge of the geology in the Laguna del Maule concession through detailed mapping in the La Plata valley and in the vicinity of well MP-01. Surficial glacial moraine and fluvial deposits are widely distributed, particularly within deep glaciated valleys, and commonly tens of metres thick. The Pellado Formation comprises unaltered Holocene to Pleistocene age andesitic to basaltic lava flows with minor intercalated clastic overlying rhyolitic lava flows with basal obsidian layers, and pumiceous rhyolitic pyroclastic flow deposits. This formation is in the order of 200 metres thick, and hosts cool groundwater aquifers, especially in the upper, more permeable layers. The Campanario Formation comprises deformed (folded and faulted) Mio-Pliocene volcaniclastic deposits and interbedded basaltic to andesitic lava flows and pyroclastic flow deposits, including pumice tuffs and lithic tuffs, some of which are welded. Pervasive clay alteration commonly gives these rocks a greenish colour, although the alteration mineralogy and intensity (and hence colour) vary with location and depth. The Pellado Formation rests unconformably on the Campanario Formation and older units, including the Trapa-Trapa and Cura-Mallin formations. A number of intrusive bodies have been mapped in the region, including dioritic and possibly gabbroic bodies of Cretaceous, Miocene and Pliocene age. Some of these appear to intrude (and thus post-date) the Campanario Formation, and some may unconformably underlie it (and are thus older). One such intrusive was recently mapped in the La Plata valley 1.5 kilometres to the northwest of MP-01, and there is a large granitic to tonalitic El Indio stock to the north. MT geophysical surveys suggest that these intrusives do not occur within the conjectured reservoir area. Within the Pellado concession area, the Late Jurassic Río Damas Formation, a continental succession of red bed conglomerates, sandstones and subordinate siltstones, is exposed. Further north, the Río Damas Formation overlies Jurassic Baños del Flaco Formation marine sediments. Limestone beds and lenses are present in the Baños del Flaco and Cura-Mallin formations. Marine sediments (Nacientes del Teno Formation) also crop out 20 kilometres south of Laguna del Maule, and similar marine successions, including gypsum beds and limestones are exposed a few tens of kilometres to the east, in Argentina. Consequently, there is a strong chance that marine sediments, limestones, and gypsum beds underlie the volcanics and volcaniclastics in the Laguna del Maule and Pellado concessions. - 82 - Subsurface Geology The geology encountered in MP-01 was largely as expected from an assessment of the local surface geology. The unconsolidated alluvial material was 13.5 metres thick, and overlay a sequence of relatively fresh basalt lavas (to 177 metres), breccias (to 197 metres) and interlayered andesitic to basaltic lavas and volcaniclastic deposits (to 542 metres). Further depths encountered mainly lithic tuffs and volcaniclastic sediments, including sandstones, siltstones and conglomerates composed of porphyritic volcanic fragments. No intrusive rocks were observed. The well geology from MP-02 is currently being reviewed and integrated into the geological model of the reservoir. Hydrothermal Alteration In general, there is very little alteration visible at the surface, particularly within the young volcanic sequence of the Pellado Formation. This is not thought to be because those units are young (the geothermal system is even younger), but because they are at high elevation, above the geothermal system, and host cold groundwater that is separated from the hot reservoir by an altered clay rich zone. Areas of hydrothermal alteration are visible at the surface in several places within and around the concession, including around the areas of surface thermal activity. Within well MP-01, very little alteration was observed in the upper 200 metres. Only minor quartz, calcite and smectite have been identified. Below 200 metres, the alteration intensity gradually increased, and the mineralogy changed from interlayered illite-smectite, chlorite-smectite, tridymite and cristobalite above 500 metres to illite, chlorite, quartz, calcite and adularia below 500 metres, with epidote from 540 metres and prehnite at 638 metres. The transition from smectite to interlayered illite-smectite to illite with depth was examined during drilling using methylene blue analysis. This technique measures the ion exchange capacity of a rock, which in this case is due primarily to the presence of smectite. Methylene blue values were initially very low in the unaltered lavas down to a depth of 177 metres. These rocks contain very little clay. The highest value (41) was found at a depth of 191.5 metres, and values remained high to about 400 metres, reflecting the depth interval where smectite and smectite-rich interlayered clays predominate. Methylene blue values then declined to be mostly less than four below 480 metres, reflecting the transition to noninterlayered illite at that depth. The mineralogical changes with depth in the well are consistent with increasing temperatures, from less than 200°C at 300 metres to 240°C at 540 metres. The assemblages are indicative of fluids of nearneutral pH throughout the drilled depths. The presence of open space platy calcite crystals at 511 metres provides evidence of boiling, and hence two-phase fluids. Prehnite at 638 metres is commonly found in zones of low permeability, as appears to be the case here. While the trends are consistent with steadily increasing temperatures with depth, epidote appears shallower than expected, and has a corroded appearance indicative of retrograde alteration. This suggests that the mineralogy is not entirely indicative of current temperatures, but reflects a slightly higher temperature profile that formed at some time in the past. Surface Thermal Activity The Los Hoyos thermal area comprises several areas of diffuse steaming ground over an area of about 100 by 100 metres at an elevation of 2,190 metres above sea level in the northwest of the Laguna del Maule concession. The steam has temperatures of up to 93°C, which is the boiling point at this elevation. - 83 - The La Plata thermal area is located two kilometres to the west of Los Hoyos, within the Pellado concession, on the northern side of the La Plata River at an elevation of 1950 metres above sea level. It consists of several pockets of steaming ground and a few bubbling pools spread over an area of about 50 by 20 metres. The thermal vents appear to be aligned on an east-west structure. Temperatures reach the local boiling point of about 93°C. There is very little sulphur. The Pellado thermal area is about 6.6 kilometres west southwest of La Plata, at an elevation of 2,430 metres above sea level. The activity consists of steaming ground and steam vents located on a steep hillside and spread over an area of about 50 by 20 metres. A stream runs through the thermal area, drowning some of the steam vents or causing the water to spout vigorously. To the side of the stream is a superheated vent with a temperature of 120°C (about 30°C above the local boiling point of 90°C). The vent is strong and very noisy. No sulphur is deposited from the vent. Geochemistry Fumarole gas samples were collected by SKM and Magma in March 2009. Analysis of the steam from these fumaroles indicates that the deep fluids are likely to have low to moderate (<1%) gas contents. Furthermore, the gas chemistry indicates two-phase or vapour-dominated conditions, which have probably developed above a liquid reservoir. The occurrence of fumaroles (as opposed to diffuse, weakly steaming ground) is itself an indication of high temperatures, since fumaroles are rarely seen in systems with temperatures under 200°C. The application of gas geothermometry commonly gives a broad indication of temperature range and the relative proximity of geothermal features to the centre of the resource. The superheated condition of the Pellado fumarole and its isotopic composition suggest that the Pellado steam more closely represents conditions at the centre of the geothermal system. The Los Hoyos and La Plata steam has lower gas content than Pellado, which suggests the steam here has boiled off a partly degassed deep liquid. The relatively lower carbon dioxide/sulphuric acid ratios for La Plata and Los Hoyos are consistent with this, since sulphuric acid is more soluble than carbon dioxide and appears in higher proportions in later-stage steam. These characteristics suggest that there is a deep liquid reservoir, as opposed to the system being entirely vapour-dominated. Further evidence of the deep fluid chemistry can be gained from the alteration assemblages observed in outcrops and in drillcore. These assemblages indicate fluids of near-neutral pH. At this stage there are no indications that there will be issues with severe scaling provided industry-standard methods are adopted, nor with acid fluids. The steam from the Pellado fumarole is isotopically heavier than the steam from Los Hoyos and La Plata, and could be generated from boiling of a deep reservoir liquid close to that of local meteoric water. This indicates that the reservoir water is recharged locally. The Los Hoyos and La Plata steam has a lighter composition, which suggests interaction with groundwater. This would normally result in higher gas contents as a result of steam condensation. The fact that the gas contents are lower than at Pellado suggests the deeper steam beneath the Laguna del Maule concession has a much lower gas content. Geophysics Magma completed a deep-penetrating MT survey over the Laguna del Maule exploration concession and over the wider area, including much of the Pellado concession, in April 2009. The goal of this survey was to map the deep resistivity patterns in order to better understand the location, depth and lateral extent of the hydrothermal system. MT survey stations were established across the area, and the data was - 84 - processed using 3D modelling, to produce a three dimensional model of the subsurface resistivity structure. A low resistivity anomaly was identified extending west from just south of the Los Hoyos fumarole to just north of the Pellado fumarole, covering a total area of about 23 square kilometres. This area of low resistivity has a butterfly shape with two distinct lobes, one in the Laguna del Maule concession and centred near well MP-01, and the other five kilometres to the west, in the Pellado concession. The low resistivity layer is of the order of 200 metres thick, and is overlain by very high resistivity material which corresponds to the unaltered Pellado Formation volcanic material at the surface. The elevation of the base of the low resistivity layer varies between about 1,720 and 1,860 metres above sea level, and hence between about 250 metres (near La Plata) and 1,000 metres (in the south) below the surface. The base of the conductive layer is at a depth of about 600 metres in the vicinity of MP-01. Accordingly, it is close to the bottom of the well and consistent with the mineralogy and temperatures encountered. This conductor is typical of the clay alteration cap which forms over active geothermal systems. The shape of this feature highlights two main low resistivity centres, which are probably caused by the presence of two principal upflow zones (which could nevertheless be hydrologically linked). The fumaroles occur at the edges of this conductive feature, which supports the interpretation of it acting as an impermeable cap. The absolute resistivity values that occur within this conductive body are slightly higher than is typical for geothermal systems. The minimum resistivities modelled in the conductive body are around four ohm metres, which is at the high end of the normal range (typically one to four ohm metres) in such hydrothermally-induced features in volcanic sequences. The factors affecting resistivity include porosity, fluid salinity, matrix resistivity (affected by alteration clays), and temperature. Temperature is not usually a very sensitive parameter, and alteration clays are present in the principal conductive zone, so the observed resistivity values here may be due to a combination of the very high resistivity of the original rock matrix and possibly a relatively low porosity at depth. Porosity and Permeability The core taken from reservoir depths in MP-01 is dominated by medium to coarse grained pyroclastic and epiclastic deposits, including lithic tuff, sandstone and conglomerate, which should have at least moderate porosity and permeability. However, some of the original porosity will have been reduced by the deposition of secondary minerals, thereby reducing the permeability of these layers. There are also some interbedded finer layers, including siltstone, which will have lower porosity and permeability. In addition, faults were intersected at 614 and 638 metres, with that at 638 metres being described as intensely fractured. No significant fluid losses were encountered during drilling, although the well was not targeted to intersect permeable faults. Past experience has shown that in most geothermal systems worldwide permeability is focused on major fault structures, and there is no reason to believe that this geothermal system is any different. In view of the limited exploration that has been completed to date, the lack of evidence for high permeability is not a negative feature of this field. The presence of fumaroles, and measured temperatures over 200°C at 650 metres indicates that there is fluid flowing within the system. As in any geothermal system, future production wells will need to target permeable zones to be commercially successful. - 85 - Temperature The existence of fumaroles at Los Hoyos, La Plata and Pellado provides good evidence that a high temperature geothermal system exists at depth beneath this area, since fumaroles generally do not occur over low-grade resources. Geothermometry calculations using the fumarole gas composition indicate deep reservoir temperatures of 200°C to 250°C. Alteration minerals seen in well MP-01, which include non-interlayered illite and epidote, indicate that temperatures are less than 230°C down to a depth of about 500 metres, then increase to over 240°C below 540 metres. However, there are some textural indications that the mineralogy does not entirely reflect current conditions, and is over-estimating current temperatures. Fluid inclusion analysis did not indicate any correlation between homogenisation temperature and depth. Three of the four samples examined contained measurable inclusions within vein quartz or calcite crystals, and all samples contained many inclusions that were too small to measure. The highest mean temperature (251°C) was from the shallowest sample (419.5 metres), for which five homogenisation measurements covered a 5°C temperature range. This temperature is inconsistent with the alteration mineralogy at that depth, which points to temperatures less than 230°C, and is also inconsistent with boiling point for depth constraints, particularly in view of the deep water level indicated by the pressure data. This means that at least some of the veins did not form in the currently active geothermal system, but either formed at some time in the past when the water level was higher, or there was a more extensive two phase upflow. With only one or two fluid inclusion measurements from each of the other two samples, these measurements have less significance. However, two of the three measured homogenisation temperatures are significantly lower than would be expected for these samples on the basis of the alteration mineralogy at these depths. Thus SKM concluded that fluid inclusion measurements in MP-01 core are of limited help in estimating downhole temperature conditions during drilling. The temperature and pressure profiles from the well indicate a maximum temperature of 202°C at 651 metres, after seven days heating. The pressure profile indicates that the water level is at a depth of about 300 metres. Project Description Current Development Status The initial exploration program that included the drilling of exploration well MP-01 was completed in June 2009, and an application was submitted in July 2009 for a licence to exploit the geothermal resource, which has now been granted. Construction of an access road from the nearby highway (Route 115) to the area of the geothermal system has been completed, the second well (MP-02) is now being tested and a further well MP-03 is currently being drilled. Proposed Development The application from Magma to the Chile Ministry of Mining for an exploitation concession was based on plans to generate at least 50 MW of electrical power within the Laguna del Maule concession. With the MT data indicating that the larger part of the geothermal system lies within the Pellado concession to the west, the scale of the development may be expanded, although the technology and general process will be similar to what was proposed in that application. The following discussion regarding the proposed - 86 - development is based on the 50 MW development plan for the Laguna del Maule concession. The resource estimate however is for the entire Mariposa Property. Drilling Completion of the slimhole well MP-01 confirmed that reservoir temperatures are above 200°C. Drilling of additional slimholes is now under way, and drilling of standard and large diameter geothermal production wells will follow once the necessary equipment and consumables are procured, and a drilling contractor mobilised. One of the largest unknown cost factors is the number of wells that will be required. At this stage, knowledge of the subsurface permeability is limited to what was encountered in the first small diameter exploration well, and what can be seen from the rocks that are exposed at the surface. This estimate is based on average well productivities from similar geothermal systems elsewhere. The success ratios and outputs of production wells are highly variable, ranging from wells that are noncommercial because they are not sufficiently hot or permeable, to the equivalent of over 40 MW electrical from wells that encounter dry steam in highly fractured reservoirs. For Laguna del Maule, a number of steps have been taken to increase the likelihood that the production wells will be highly productive. The extent of the reservoir has been defined by MT geophysical surveys, wells will be drilled inside that area, the temperature of that reservoir has been estimated from gas geothermometry and alteration mineralogy in MP-01 to be over 230°C, and the orientation and location of permeable structures will be confirmed prior to the commencement of production drilling through detailed surface structural mapping and deep slimhole drilling. Production wells will be deviated rather than vertical, which will increase their chances of intersecting sub-vertical permeable fractures, if they are oriented correctly. Based on these factors, successful production wells are expected to have an average output of eight MW electrical. Some wells may have a very low output, or may not discharge at all, while others will produce more than ten MW electrical, and possibly more than 20 MW electrical. If, as it appears may be the case, there is a dry steam zone, even higher outputs could be achieved. A 50% success rate is assumed for the first four exploration wells, and a 70 to 80% success rate for subsequent development drilling. A production margin for well workovers requires that 10% more steam is available at plant commissioning than the steam required for the 50 MW electrical power plant. An additional production margin of 10% above that for well workovers is set to allow for well decline, such that the first make-up well is not required for several years. Based upon the above analysis, a total of 12 production wells are required to achieve eight successful production wells. Accordingly, four production well pads were identified in the development plan from which the proposed production wells will be drilled. The average injection capacity per successful well is assumed to be 300 tonnes per hour. Based on that assumption, SKM estimated that four injection wells would be required for a 50 MW electrical power plant. In reality it may be possible to use some of the unsuccessful production wells as injection wells, but this cannot be assumed, and unsuccessful production wells may not make good reinjection wells. It is also possible that a successful but unusable exploration well may be used for reinjection, provided that it is not too far away. Two reinjection well pads have been identified, from which the four reinjection wells will be drilled. It is likely that one vertical well and one deviated well will be drilled on each reinjection well pad. - 87 - Based on the above figures, the following wells are required for the planned development: 12 production wells; and Four injection wells. This number of wells and their proposed locations have been used in the financial model and field layout for costing. Fluid Collection and Distribution System There are no unusual aspects to the proposed surface fluid collection and distribution system. Industry standard designs and materials will be used. As the layout has to allow for wells that have not yet been drilled, it cannot be accurately costed as yet, but appropriate contingencies have been allowed in the financial model and this aspect is not considered to significantly affect the project economics. Power Plant The development plan considered various generation options before deciding on single flash condensing steam Rankine cycle technology, using two 25 MW electrical (net) steam turbines. Single flash steam Rankine cycle is the most common technology used in geothermal developments, and was considered to offer the most cost effective, technically viable option for a green fields development with the resource characteristics identified for the Mariposa Property. However, it is possible that over time the plant configuration may be optimised to include other technology cycles. Grid Interconnection With a number of hydro electric power plants in the Maule valley immediately to the north of the Mariposa Property, as well as planned development to the southwest in the El Melado – A. Rodriguez drainages, interconnection to the central power grid will be relatively straight forward. Modifying Factors This section identifies the major constraints that may limit or prevent economic development of the geothermal system. These issues must be considered and addressed before the project can be considered sufficiently technically robust that reserves can be declared. These include technical, environmental, social, legal and financial issues, all of which could potentially impact on the project feasibility. Gas Content The reservoir gas content appears to be low (about one weight percent) compared to most other similar geothermal reservoirs. It has not been accurately measured at this stage, and this estimate of the deep gas content is inferred from the fumarole gas chemistry. It is possible that some parts of the reservoir will have much higher gas contents, and it is also possible for gas contents to increase with time. Scaling Potential The main types of scaling that occur in geothermal wells and pipe work are normally due to the deposition of silica, calcite, and/or anhydrite. Other less common deposits include sulphides, magnesium, ammonium and iron carbonates. - 88 - The silica content of geothermal fluids is typically linked to the temperature of the feed zone: higher feed zone temperatures mean a greater likelihood of silica deposition within wells and pipelines. With no opportunities yet to analyse the deep reservoir fluid, and the deep temperatures not being well constrained, it is not possible to determine the potential for these fluids to present problems with silica scaling. However, silica scaling can generally be minimised or prevented by optimising the separator pressure once the silica content of the deep fluid has been determined, and generally after the completion of silica polymerisation trials. Thus, silica scaling can be managed by good engineering design of the geothermal fluid collection and disposal system. If the Mariposa geothermal system is vapour dominated or two-phase, then the risk of silica scaling is very much reduced. Calcite scaling is a problem in some geothermal fields, particularly where there are low temperatures and high gas and bicarbonate contents. With preliminary evidence indicating low gas contents at Mariposa, it does not appear that calcite scaling will be a significant issue. The potential for calcite scaling may increase if there are bicarbonate-rich peripheral waters, which could encroach on the reservoir if pressures were allowed to decline greatly. However, the technology exists to control calcite scaling if it does become a problem, typically using downhole antiscalant dosing. Although little is known about the deep reservoir chemistry, based on the conceptual model SKM believes that the risk of anhydrite scaling occurring is low. Corrosion Corrosion in geothermal production facilities is generally associated with acidic conditions in the resource or inattention to steam quality issues within the surface facilities. From the preliminary chemistry data and alteration minerals identified to date, there is no evidence of acidic fluids at the Mariposa Property. Volcanic and Seismic Hazards Most developed high temperature geothermal systems around the world are located in volcanically active areas. The Mariposa Property area is no different. The nearest Holocene age volcano is Volcán San Pedro, a young scoria cone just 4.5 kilometres west of the Pellado fumarole. No historical eruptions have been reported from this volcano, which has been the source of a major debris avalanche, in addition to lava flows. Deeply incised valleys and a narrow connecting ridge mean that any future lava flows and debris avalanches are very unlikely to directly affect the Mariposa Property, although ash from any pyroclastic eruptions could reach the site. Further afield are the late Pleistocene to Holocene aged stratovolcanoes of Nevado de Longaví (40 kilometres southwest) and Descabezado Grande (40 kilometres to the north). An eruption near Descabezado Grande and Cerro Azul (seven kilometres to the south) in 1932 spread ash as far as Laguna del Maule, but no historical activity has been recorded at Nevado de Longaví. With just one historical eruption having caused ash fall on this concession (and that probably being less than a damaging amount), the risk of a damaging eruption over the lifetime of this project is considered low. The risk is no greater than at many geothermal developments. Being situated above an active subduction zone, Chile is seismically active, and earthquakes are felt at fairly regular intervals. Again, this feature is not particular to this project, but is common to most high temperature geothermal developments worldwide. The risk is not particularly high, provided engineering designs incorporate appropriate seismic design codes, and any active fault traces are located and avoided when siting key facilities such as the power plant and separator station. - 89 - Infrastructure, Geotechnical, Environmental, Land Use and Social Issues There are no unusual geotechnical issues on the proposed site. The access road traverses some steep slopes and crosses the La Plata valley, but the challenges are no greater than those on Route 115 to the border. As with any geothermal development, special care will be needed around any thermal ground, which should be avoided wherever possible. It is understood that there are adequate supplies of water for drilling within the groundwater aquifers on site, which are replenished mainly by snowfall during winter. The project components will have to be designed to cope with severe winter climatic conditions, including a high avalanche risk in some locations, but similar geothermal projects have been successfully brought into operation in similar or worse climatic zones elsewhere. Environmental issues were addressed by Magma in its application for an exploitation concession. This considered the potential impacts of the project on air, water, noise, fauna and flora, thermal features, and groundwater, including the possible effects of drilling and construction activities. The environmental issues and likely impacts at this project are no more challenging than at many other geothermal projects, which are often located in sensitive environments. There are no permanent residents within the concession area, which is only grazed during summer months due to the high elevation and thick snow cover during winter. To date, relationships with landowners have been good, with exploration activities, including drilling, proceeding without delay. It is expected that with good management, there should be very limited adverse impact on the local communities. Power Plant Technology The proposed single flash condensing steam Rankine cycle generating plant is industry standard technology that is used in geothermal developments around the world. There are a number of manufacturers capable of supplying this type of plant, and the technology can be considered to be proven and low-risk. Attention will have to be paid to the cooling circuit design to cope with winter conditions but the low average ambient temperatures will be favourable for the power plant efficiency. Transmission and Electricity Market The transmission lines which would be required to connect the Mariposa project to the grid are comparatively short at 15-25 kilometres. The quantity of power to be produced should be readily accepted by the grid operator. Security of Tenure Chile passed a geothermal law in 2000, which provided the framework for the exploration and development of geothermal energy in the country. Since then, a number of local and international geothermal development companies have sought and obtained geothermal exploration and a few exploitation concessions and undertaken project activities. The law establishes the existence of exploration and exploitation concessions, which as of 2010 are granted by the Ministry of Energy. Exploration concessions are valid for two years and may be extended for further two years if sufficient funds have been spent on exploration. Exploitation concessions give the owner exclusive rights to all geothermal fluid and power within the concession for an unlimited term. Therefore, assuming that Magma meets the concession conditions, they will hold secure tenure over that concession. - 90 - Project Economics A preliminary budget estimate was prepared as part of the development plan, based on the conceptual field development as outlined above. A PPA has not yet been negotiated, but with Chile relying on imports to meet some 70% of its energy needs, it should be possible for Magma to negotiate a PPA at realistic rates that reflect the costs and risks associated with such a development, and which therefore allow the project to proceed. Resource Estimate Input Parameters The key parameters upon which the stored heat estimate are based are discussed below. Project life SKM assumed the project life of the Mariposa Property to be 30 years, as that is the planned project life in the development plan submitted to the Ministry of Mining. This assumes the full recoverable energy is extracted within 30 years. Adopting a longer project life would mean that a smaller MW electrical output would be sustainable. Reservoir Volume The resource volume is defined as the volume or rock that can be reached by drilling at above the cut-off temperature (165°C), which lies beneath the area of the resistivity anomaly as it is defined by the MT surveys. The resource volume is calculated by multiplying the resource area by its thickness. The resource area is taken to be 23 square kilometres, based on the extent of the MT geophysical anomaly, which at most drilled geothermal systems corresponds closely to the extent of the system, provided there are no areas of relict alteration. Upper and lower estimates were 20 and 26 square kilometres, respectively. This is the total area of the Mariposa reservoir in both the Laguna del Maule and Pellado concessions, whereas the 50 MW electrical project was proposed just for the Laguna del Maule part of the resource. The top of the reservoir is assumed to lie beneath the base of the conductive layer, which is at an average elevation of about 1,800 metres above sea level, or on average about 700 metres below the surface. Allowing for limited permeability and lower temperatures close to the conductive layer, it is estimated that the average depth to the top of the reservoir is 800 metres, with likely upper and lower limits of 600 and 1,000 metres. The base of the reservoir is taken to be 500 metres below the depth that can be readily accessed by drilling, or where temperatures decline below 165°C in any outflow zones. This gives a most likely reservoir thickness of 1,500 metres, with lower and upper limits of 1,000 metres and 2,400 metres, assuming that the base of the accessible resource is at 2,500 metres (2,000 – 3,000 metres). Multiplying the area and thickness gives a most likely reservoir volume of 34.5 cubic kilometres, with lower and upper values of 20.0 and 49.4 cubic kilometres. This is an inferred resource volume, meaning that this volume of rock almost certainly contains hot fluids. Heat Capacity, Density and Porosity The heat capacity of the reservoir rocks is estimated by multiplying the specific heat capacity by the specific gravity (density). The specific heat capacity was taken to be 0.9 kilojoules per kilogram per °C, - 91 - which is considered a typical value for the sorts of reservoir lithologies encountered in the exploration well. The average particle density of reservoir rocks was taken to be 2,700 kilograms per cubic metre, which is typical for the range of lithologies encountered in the well. The average porosity was assumed to be 8%, with lower and upper values of 5% and 12%, based on a mixture of andesitic volcanics, pyroclastics, epiclastics and possibly some intrusives at depths of 1,000 to 3,000 metres. Many geothermal fields have higher porosities than this, but that is generally where there is abundant pumiceous material, whereas very little pumiceous material was reported from MP-01 and only a limited amount within the older volcanics exposed on the surface. Liquid Saturation There is good evidence that there is a vapour dominated zone or a two-phase zone at the top of the geothermal reservoir, based on the presence of fumaroles, the fumarole gas geochemistry and the absence of hot springs. The absence of any hot springs, even in valleys that are incised below the elevation of the top of the reservoir, suggests that the water level is below 1,700 metres above sea level, meaning that the vapour dominated zone is at least 100 metres thick. Therefore the liquid saturation (by volume) could range between about 50 and 100% in different parts of the reservoir, but the average is likely to be close to 100%, even if there is a steam zone present at the top of the reservoir. The value used for liquid saturation makes little difference to the stored heat assessment (dry steam rather than water means a slight reduction in the stored heat estimate), and so a value of 100% was assumed for the Mariposa Report. Resource Temperature The average reservoir temperature was assumed to be 240°C (with upper and lower estimates of 230°C and 250°C). These are estimated average temperatures for the entire reservoir volume (laterally and vertically), based on geothermometry, alteration mineralogy, measured temperatures in the exploration well, and including cooler marginal and upper parts of the reservoir, as well as deeper, hotter material. There is a degree of inference in the estimation of this parameter, which is one reason why the resource is in the inferred category rather than a higher category. Cut-Off Temperature The cut-off grade for the resource volume is temperature dependant. A cut-off temperature of 165°C is proposed. This is based on the minimum temperature at which wells will sustain a self-flowing two phase discharge (180°C), which is also about the minimum temperature at which a dry steam resource would provide steam at sufficient pressure to effectively operate a condensing steam turbine. It is assumed that the separated water which is reinjected at 150°C will mine some heat in the process of returning from the reinjection wells to the production wells, so a suitable figure for defining the lower temperature limit of the resource is taken to be half way between those values. The average ambient temperature at an elevation of 2,500 metres in the Mariposa Property is about 0°C. The development plan comprises a standard condensing steam turbine with evaporative cooling towers. With this type of plant, it is appropriate to assume a fluid rejection temperature of 40°C, which is assumed to be the same as the reinjection temperature of condensate at the reservoir. A base temperature of 40°C has therefore been adopted. - 92 - Stored Heat Estimate Using the above parameters, including upper, lower, and most likely values for each, models were run 2,000 times to obtain frequency distribution and cumulative probability distributions. Recoverable and Converted Energy At this stage there is no sound basis for accurately predicting the percentage of the stored energy which may be recovered. Nor, given the fact that the inferred reservoir temperature has not been measured, is there a good basis for determining the net conversion efficiency. Nevertheless, it is instructive to consider what the inferred resource estimate could imply should certain assumptions apply. The following is purely a hypothetical case, by analogy with other similar developed geothermal resources. Conversion Efficiency The conversion efficiency depends on the reservoir temperature, climatic conditions (including the ambient temperature, humidity and wind speed), and the specific design of the power plant and facilities. The development plan has considered a condensing steam turbine, in which case the conversion efficiency will probably lie between 10 and 12% (depending on the actual turbine inlet pressure adopted), with a most likely value of 11%. This is net of parasitic power losses within the plant, which are likely to be small in this case, since the planned steamfield configuration means that pumping is unlikely to be required, with reinjection wells to be located several hundred metres lower in elevation than the power plant and separators. Recovery Factor There are large uncertainties as to what recovery factor should be applied to heat in place, as this depends on many factors, including the porosity and fracture spacing. In most cases, the recovery factor will be less than the 25% that was commonly applied in the past to natural geothermal systems. A most likely value of 16.5% was selected, being intermediate between the lower and upper values of 8% and 25%. Capacity Factor This was assigned a value of 0.9, based on a comparison with similar types of power plants operating in similar remote locations. Converted Energy If the inferred resource is as stated, and the parameters set out above apply, then using a capacity factor of 0.9, the mean electrical generation capacity in this hypothetical case is 320 MW electrical for 30 years. Limitations A stored heat assessment is an educated estimate of the amount of accessible energy that is stored within a geothermal system and how much electricity that could be converted into, making various assumptions. The method has been demonstrated to have validity by applying it to developed geothermal systems with a known production history. Some parameters have been empirically calibrated, and some account has been taken of what is likely to be economic. - 93 - The stored heat assessment by itself does not mean that there is a 50% probability that a 50 MW electrical development will be economic, nor even that there is a 50% probability that sufficient fluid for a 50 MW electrical development can be extracted for 30 years. It takes no account of the following factors which could down-rate the available steam: Permeability Individual well productivities Drilling difficulties Chemical constraints on the geothermal fluid such as scaling or acidity Gas content Surface access constraints Long term reservoir behaviour in terms of rapid reinjection returns or incursion of cool groundwater Environmental issues On the other hand, it also does not allow for any hot recharge to the geothermal system. That can make a substantial contribution to some liquid-dominated systems. Early-Stage Exploration Properties Argentina Background Argentina shares a common geologic ancestry with other Andean nations. These nations share the Andes Mountains that form the backbone of the continent. Coincident with the mountains are numerous volcanoes that make up the Andean magmatic arc. These volcanoes have a high potential for very high temperature aquifers and it is within this region in northwestern Argentina that the Company has acquired six concessions grouped into two areas – Coranzuli and Tuzgle-Tocomar. Within these regions, many thermal springs are associated with the young volcanic features and areas of extensive alteration, fumaroles, and hot springs (with surface temperatures reported as high as 80°C). These features attest to the presence of geothermal systems. In Argentina, geothermal resources are administered under the Mining Code, where they are included as “endogenous vapours”, within the first category of metals and minerals (in general hydrothermal water and base and precious metals). The ownership of these resources is primarily a provincial matter and the provinces administer concession applications from the private sector. There are two types of concessions: 1. Cateo (Exploration concessions). These have a minimum size of 500 hectares and a maximum of 10,000 hectares. The cateos are valid for the full size applied for, for a maximum period of 1,100 days (in the case of cateos of 10,000 hectares). After this time period, reductions in the areas are required as follows: (i) after 300 days of the initial granting of the permit for the concession, the company must release half of the area exceeding four units (2000 hectares); and - 94 - (ii) after 700 days of the initial granting, the company must release half of the area remaining after the first release. 2. Mina (Exploitation concessions): Minas are created from either exploration concessions or by direct discovery. Minas can be applied for preferentially by a cateo holder. Surface rights covered by a mina are maintained by annual payments of AR$800 per each 100 hectare unit. To cause a minas to become a permanent claim requires a minimum investment of 300 times the annual fee, approximately AR$330 per hectare, over a period of five years. Under the Mining Code, the sale of products (geothermal water) gathered from the concession is taxable. There is a provincial royalty of one to three percent of the value of energy that may be extracted from production drill holes. Different taxes may also be applied for production, transport and distribution at national and provincial levels, though special tax regimes are being discussed to encourage development of non-traditional energy sources. In 1990, Argentina passed legislation removing the government from direct operation in the electricity industry and introducing basic principles of competition. A legal framework was introduced two years later under which private development and operation of power generation facilities was permitted and transmission and distribution became regulated private monopolies. Argentina’s electricity market is currently characterized by numerous producers in a highly competitive generation market in which electricity supply is sourced from independent power producers, federal generators, binational utilities, and foreign sources. Tuzgle-Tocomar Property The Tuzgle-Tocomar Property is made up of two cateos that are in the process of being constituted in Salta Province, denominated Tocomar 1 & II (Salta Files 19.154 and 19.155), which are centered 40 kilometres west-northwest from San Antonio de los Cobres, the largest town in the area (1,200 inhabitants), and 135 kilometres northwest from Salta City (300,000 inhabitants). These concessions are 6,752 and 5,382 hectares in size respectively. Just to the east is the Concession Volcan Tuzgle, (Jujuy File 914) within the southern boundary of Jujuy province, which is constituted as a Mina – with several irregular tracts totalling 746 hectares. The acquisition cost was $5,600 for Tocomar I, $4,000 for Tocomar II and $2,800 for Volcan Tuzgle. Previous preliminary regional geothermal assessments were carried out in the area of the Tuzgle-Tocomar Property in the late 1970’s and early to middle 1980’s. Results of these assessments suggest that northwest trending structures control hot springs in the area of the Tocomar Property and a borate rich spring is controlled by north-south structures located east from the concessions. During the Pleistocene, volcanic activity at the Tuzgle-Tocomar Property was structurally controlled. The first eruptions were large volume pyroclastic flows (ignimbrites) of rhyodacite composition, which were later topped by andesitic lava flows. Tuzgle volcano itself ranges in age from 500,000 to 100,000 years, but late stage basaltic eruptions are dated as early Holocene. It has sulphur deposits, and two sets of hot springs to the west and south. The Tuzgle-Tocomar Property area includes hydrothermal alteration centres associated with Miocene dacitic lava flows. A 500 kV line linking Argentina runs through the northern part of Tocomar I. Road access is by all weather gravel road from San Antonio de los Cobres. Most of the access route from Salta to San Antonio de los Cobres is paved. The Company has no near term plans to proceed with exploration at the Tuzgle-Tocomar Property. - 95 - Coranzuli Property The Coranzuli Property project is made up of three adjoining cateos that are in the process of being constituted (Files 911, 912, 913-R-2008) named Coranzuli I, II and III covering areas of 10,000, 9,053, and 7,124 hectares respectively. Both Coranzuli I and II had an initial cost of $8,000. The cost of Coranzuli III was $4,800. The three cateos lie 2 to 20 kilometres north of Coranzuli village (200 inhabitants) the largest town in the area, 80 kilometres from Abra Pampa town (5,000 inhabitants) and 170 kilometres northwest of Jujuy (150,000 inhabitants), the provincial capital city. The area is 30 to 40 kilometres south of the Pirquitas mine which is starting production in 2009. The Coranzuli Property lies approximately 130 to 140 kilometres north of the Tuzgle-Tocomar Property. The volcanic system at Coranzuli was the focus of a short review by Aquater S.p.A. in 1979. Aquater S.p.A. decided to cease further studies due to both: (i) the apparent Miocene age of the volcanic system (considered old for geothermal prospects) and (ii) the relatively low temperatures of the observed hot springs (34°C). However, the area is considered of interest based on an attractive structural framework (similar to the Tuzgle-Tocomar Property), one known thermal spring, sulphur dioxide (“SO2”) vapour, and the presence of borate springs. No transmission lines run through the property though a new gas pipeline transects it. Access to the area is by paved and gravel road. The proximity of the new Pirquitas mine, a major energy user, may provide development potential. Fewer studies have been carried out in the area of the Coranzuli Property than at the Tuzgle-Tocomar Property. This will necessitate more preliminary work than planned for the Tuzgle-Tocomar Property. The Company has no near term plans to proceed with exploration at the Coranzuli Property. Peru Background Instituto Geológico Minero Y Metalúrgico (“INGEMMET”, the geological survey of Peru), a department of the Peruvian Ministry of Energy and Mines (“MEM”) undertook a series of studies of thermal and mineral waters across Peru in the late 1990’s and early 2000’s. Over 500 springs have been characterized by water chemistry, geology and the potential source of thermal waters. Some work on reservoir temperatures has also been carried out. There are three tectonic settings associated with thermal springs in Peru. These are deep, recent faulting associated with uplift (and extension) of the Andes, active volcanism in the southern Andes, and basins filled with sediments (sedimentary basins). Of these three settings, the area of active volcanism has high potential for very high temperature geothermal resources. In this region of active volcanism in the Southern Andes there are many springs associated with young volcanism and areas of extensive alteration. Hotsprings with surface temperatures reported as high as 89°C are found. Our five Peruvian concessions are located in this region. Recent years have seen a dramatic shift in Peru’s electricity generation sector. Traditionally the country has met the majority of its electricity needs through hydroelectric installations. By the mid-1990’s, the country realized that natural gas was a feasible alternative to hydroelectric projects and from that time to recent years has placed greater emphasis on the development of thermal generation facilities. By 2006, hydroelectric production was 69% of Peru’s total electricity production and gas-fired thermal electricity production had climbed to 31%. At the same time, there has been a push to increase the - 96 - transmission capacity of the country and as of 2006 installed capacity for transmission lines reached 84% of the country. The government is aggressively working on increasing its distribution capacity by granting concessions for construction and administration of transmission lines. Recent growth in the mining sector has helped the government with increased revenues and a stronger legal and regulatory framework to support a large economic base for the country, where power availability is not a limiting factor. Peru allows for private development and operation of power generation facilities pursuant to a law enacted in 1992. Currently, the private sector, including foreign companies, controls approximately 65% of the generating capacity and 72% of the distribution system in Peru. The distribution system in Peru is market-based and in 2006 the government took steps to, among other things, reduce administrative intervention in determining prices for generation, encouraging market solutions. Since 2006, due to increased awareness of global climate change and the impact of gas-fired thermal electricity generation on the environment, Peru has begun to promote the generation of electricity through other non-traditional renewable energy generation processes (wind, solar, geothermal, etc.), culminating in the approval of Decree 1058 (June 27, 2008). This decree aims at promoting the generation of electricity through non-traditional renewable processes by providing significant tax incentives. This new law, along with other new legislation, provides a favourable government, legal and regulatory framework for geothermal exploration (and ultimate power production) in Peru. Geothermal exploration authorizations are granted for a three year term under Geothermal Resources Law No. 26848 and Supreme Decree No. 072-2006-EM. The authorizations are extendable for an additional two years. Fees are paid on an annual basis, based on the size of the exploration area and a fixed Unidad Impositiva Tributaria rate. Once exploration is completed and a resource has been identified, a concession for a fixed term of 30 years can be applied for. We have applied for seven concessions in Peru totalling 7,900 hectares. While our geothermal lease concession applications are being processed by MEM, our land position in these areas has been secured through mineral claims. Several concession areas lie within or near the Peruvian southern cordilleran volcanic zone in the provinces of Arequipa, Moquegua and Tacna. This is a zone of Quaternary to Recent volcanoes that form a broad belt trending parallel to the mountain trend along the western margin of the Altiplano. The region gradually rises from coastal plains to around 1,000 metres above sea level, then rises more precipitously to the Altiplano at an elevation of 4,200 to 4,600 metres above sea level. The volcanoes break the western margin of the Altiplano, rising above the surrounding topography from 700 to 1,000 metres above sea level to elevations of over 5,000 metres above sea level, and in some cases to over 6,000 metres above sea level. Jurassic sedimentary rocks and mixed sedimentary and volcanic rocks of Cretaceous age form the basement to a thick succession of Tertiary to Recent deposits dominated by volcanic rocks that are capped by glacial, colluvial, fluvial and lacustrine deposits. The volcanic rocks range from felsic, high silica lavas and pyroclastics (dacites and rhyolites) to mafic, fluid lava flows of basaltic compositions. The volcanoes themselves include long lived stratovolcanoes, domes, shield volcanoes and small cinder cones. The concessions are all at the basic exploration stage, so our proposed exploration program on each of the concessions will be carried out in a series of phases. Basic exploration, and water chemistry, will form the initial exploration phase. This will include detailed geologic mapping, assessment of the spring and stream chemistry as well as hydrology. Isotopic analysis will be carried out to determine the likely source (magmatic and/or meteoric) of the water. - 97 - Upon favourable results being obtained from work conducted in the initial phase, the next phase of our proposed exploration program calls for geophysical work to define the geothermal resource through the use of techniques such as MTs. Casiri Property The Casiri Property is a 900 hectare pending geothermal concession. The Casiri Property and the two associated mineral concessions (total 1,100 hectares) are located in the Province of Tacna 90 kilometres north-northeast of the city of Tacna, along the Rio Kalla Puma. The nearest town is Pampa Collota with an estimated population of around 550. Agriculture is the main economic base of the area. The Casiri Property includes 11 springs that debouch into an area known as “bofadales” or “high elevation wetland”. The geology is mapped as glacial and the stream that drains through the concession is controlled by marginal moraines. It drains a cirque like area that has been intruded by a post glacial lava dome, volcán Purupurine. Two sulphur mines exist on the northwest and southeast flanks. The 15 springs known to exist in this area range in temperature from 26.9°C to 83.4°C and a siliceous sinter cap is reported. With the exception of one low temperature spring (30.9°C with a measured pH of 6.5), all the springs have a reported pH of 7.0. They are reported as chloride-sodic. No development of the springs is reported. A transmission line in the 33 kV to 50 kV class lies 18 kilometres to the south and thermal generating plant 20 kilometres to the north. There are several roads cutting through the area, one of which goes from Tacna, through Tarata and continues northward to connect with the paved highway to Zepita on Lago Titicaca. Ccollo Property The Ccollo Property is a 600 hectare pending geothermal concession. The Ccollo Property, and its associated 600 hectare mineral concession, is in the eastern part of Moquegua province close to the main highway between Puno (85 kilometres to the northeast) and Moquegua (100 kilometres to the east southeast). The closest town is Hospicio. The estimated population of the area is about 3,500. The Ccollo Property hosts the only set of springs that lies north of the volcanic belt. It is about 40 kilometres north northeast of volcán Tiscani, where the geography is less extreme. The area is mapped as mixed Tertiary continental and sedimentary units (Puno Group). The area of the springs is argillically altered, silicified and has sulphur deposits. The springs range in temperature from 79°C to 81°C, pH is 6.8 and they are referred to as chloride-sulphide. There is hydrogen sulphide (“H2S”) reportedly present. No reservoir temperatures have been calculated by INGEMMET. The Ccollo Property is less than two kilometres from a 138 kV to 220 kV class high voltage transmission line and the main highway between Moquegua and Puno. Crucero Property Crucero is a 20,000 hectare, authorization pending, geothermal exploration area. The Crucero area and its two associated mineral concessions (1700 hectares total) is located in the jurisdiction of two provinces: Mariscal Nieto (Department of Moquegua), and El Collao (Department of Puno), 40 kilometres west of the town of Mazo Cruz (1600 inhabitants). Livestock and mining are the main economic bases of the area. - 98 - A transmission line in the 220 kV class lies 35 kilometres to the northwest. There are several roads cutting through the area, the main one is paved and connects the towns like Moquegua and Candarave with Desaguadero at the border with Bolivia. Much of the area consists of gentle topography upon which access roads and geothermal facilities could easily be built. The Crucero geothermal area was initially identified during a detailed review of Peruvian INGEMMET geothermal bulletins. One of the objectives of the review was to identify favorable geothermal prospects outside of well-documented young volcanic centers. The challenge involved distinguishing electricitygrade prospects from several hundred widely distributed hot spring occurrences in Peru. Outside of known young stratovolcanoes, Crucero is the most attractive target identified during this review. It was selected on the basis of high silica concentrations measured in surficial spring deposits, as described in a geochemical table in INGEMMET Bulletin 24, Series D. Almost all of these spring deposits from other localities in Peru are composed principally of calcium carbonate travertine, but the high silica concentrations from Crucero suggested that these spring deposits were actually composed of silica sinter. Three field visits by Magma geologists have confirmed the presence of silica sinter terraces at four localities at Crucero spread over a distance of nearly four kilometres. At several places, fissure-controlled silica terraces project beneath thick marsh grasses and young alluvium. Local ranchers/herders report that river waters draining the marshes are salty, consistent with the presence of additional concealed “hot springs” and “sinter” terraces beneath the marshes. Hot springs at the sinter terraces have temperatures ranging up to 66°C. It is likely that temperatures of thermal waters in the shallow subsurface are greater than 66°C because mixing with shallow cold ground waters appears to have affected some spring waters (as evidenced by Mg concentrations) and flow rates of some springs is low enough to permit significant conductive cooling during the approach of thermal waters to the surface. Analytical results from five hot spring water geochemical samples taken this summer (2010) have just been received and are under review. In addition, the structural environment of Crucero is currently under investigation, and a structural analysis is one of the priorities of upcoming field investigations. Huaynaputina Property In the Province of Moquegua, this 800 hectare pending geothermal concession (and its associated 800 hectare mineral concession) is situated almost half-way between the cities of Arequipa and Moquegua, 60 kilometres east south-east of Arequipa. The closest town is Ulucan with an estimated population of around 500. Agriculture is the principal economic basis of the region. The Huaynaputina Property straddles the valley of the Rio Aguada Buena. The Huaynaputina Property covers a series of five springs emanating from alluvially covered Yura Group rocks. This group of rocks is Jurassic in age and contains clastic sediments. The closest volcano, Huaynaputina (whose name means “new volcano”) is 16 kilometres to the east. Of the five springs covered by the concession, four are over 70°C and the remaining one 55°C. The pH levels vary from 5.8 to 6.8 and they are all classified as chloride-sodic and have carbonate sinter. Reservoir temperatures were calculated by INGEMMET at between 170°C to 180°C. The close proximity of several volcanoes makes this a very likely target for a high temperature vapour dominated reservoir, or at the least a very high temperature liquid one. Clastic rocks of the Yura Group are the most likely reservoir target. The strong linears and deformation of the sedimentary rocks suggest fracture porosity and permeability. A 138 kV to 220 kV class high voltage transmission line lies 30 kilometres to the south-east. There are sub-stations in Omate eight kilometres to the south-east and in Puquina, 13 kilometres west associated - 99 - with a regional line that passes through the middle of the area. Road access is to the west along the Las Salinas River from Arequipa. Sabancaya Property This 900 hectare pending geothermal concession has two associated mineral concessions (total 1,600 hectares). They are located in the Province of Arequipa, 90 kilometres north of the capital of Arequipa. There are several small towns close to the concession, the largest one is Chivay, two kilometres from the concession. The estimated population in the vicinity is about 500 and the main economic activity in the area is agriculture. The property is located in the broad valley of the Rio Colca. The area of the Sabancaya Property is structurally deformed and faulted, and lies close to Sabancaya volcano. The springs around which this concession is located consists of five springs in close proximity. The springs issue from a sequence of tertiary volcanic rocks associated with a fault. The temperatures of the springs range from 45°C to 80°C and are described as bicarbonate-sulfate-sodic. The pH levels range from 6.4 to 7.4. No reservoir temperature has been calculated for the springs. The Sabancaya volcano is a young volcanic centre (25 kilometres from the Sabancaya Property), that has erupted in historical time. Proximity to these young volcanic centres suggests magmatic heating may be a contributing factor to the reservoir temperature. A major high voltage line runs 20 kilometres to the east and there is a substation just to the south of the town of Callalli, 28 kilometres from the concession. There is also a local electrical grid that runs through the concession. Road access appears good via the road from the coast from Camana or from the main route heading to Lago Titicaca from Arequipa. San Pedro Property San Pedro is an approximately 20,000 hectare, authorization pending, geothermal exploration area. The San Pedro area and its associated mineral concession (800 hectares) is located in the Province of Candarave, Department of Tacna 100 kilometres north of the city of Tacna, and 15 kilometres north of the town of Candarave (3200 inhabitants). Agriculture, livestock, and mining are the main economic bases in the area. The hydro electrical dam of Aricota I is located 30 kilometres south. Two lines: 33 kV to 66 kV class and 138 kV class are derived from Aricota I. Another 220 kV class lies 50 kilometres to the northwest. The San Pedro area covers a 16 kilometre-long north-northwest-trending structural corridor on the northern flanks of the active volcano Cerro Yucamane. Geothermal features along this structural zone include fumarolic deposits of native sulfur and thermal acid springs proximal to the volcano; mud pots and steam vents on the middle slopes, and distal boiling springs with silica sinter at lower elevations. Young fault scarps and an alignment of young volcanic summits within the structural zone suggest that the surface thermal features lie along an interconnected zone of faults and permeable volcanic rocks at depth with likely access to magmatic heat. Chemical analyses of the boiling springs yields geothermometer estimates of reservoir temperatures ranging from 165°C to well over 200°C. Satellite thermal infrared image analysis led to the initial identification of this property because the thermal features are not currently accessible by vehicle. Much of the area, however, consists of gentle topography upon which access roads and geothermal facilities can easily be built. An excellent graded and well-maintained road lies six kilometres to the west, and a paved national highway lays a further 1520 kilometres to the northwest. In the opposite direction, the graded road connects to the town of Candarave 25 kilometres to the south. - 100 - Tiscani Property This 1,000 hectare geothermal concession (and its two associated mineral concessions with a total of 1,500 hectares) are near the town of Putina along the river of the same name in the province of Moquegua approximately 30 kilometres northeast of the city of the same name. The nearest town is Putina with a population of about 500 people. Agriculture is the economic base of the area. The Tiscani Property is in the upper parts of the Rio Corumas. The Tiscani Property is in the Peruvian Southern Cordilleran Volcanic Zone less than ten kilometres to the northwest of Volcán Tiscani. Volcán Huaynaputina is 20 kilometres to the northwest, putting this group of springs in the heart of the volcanic belt. The suite of springs around which this concession is located consists of 12 springs strung out along the Rio Corumas, a tributary of the Rio Tambo. The springs themselves are emanating from a fault that places Tertiary against Cretaceous rocks. Springs range in temperature from 54°C to 89°C and have an indicated reservoir temperature of 170°C to 180°C. The pH levels range from 5.8 to 8.3 and the springs are described as chloride-sodic and have carbonate sinter. H2S is reported from two of the springs. There is no known development of the springs. A 138 kV to 220 kV class high voltage transmission line passes within 13 kilometres of the concession. Road access is from the coast via Ilo through Moquegua along the paved road that goes to Puno on Lago Titicaca. The Tiscani Property is roughly 20 kilometres (in a straight line) for this road. DIVIDENDS Magma has not declared or paid any dividends since incorporation. Presently, our anticipated capital requirements are such that we intend to follow a policy of retaining earnings in order to finance further business development. The declaration of dividends on our common shares is within the discretion of our Board of Directors and will depend upon their assessment of our earnings, capital requirements, operating and financial condition and other factors it considers to be appropriate. There are no restrictions on our ability to pay dividends. DESCRIPTION OF CAPITAL STRUCTURE The Company is authorized to issue an unlimited number of common shares without nominal or par value. The holders of common shares shall be entitled to receive dividends, as and when declared by the Board of Directors out of monies properly applicable to the payment of dividends, in such amount and in such form as the Board of Directors may from time to time determine and all dividends which the Board of Directors may declare on the common shares shall be declared and paid in equal amounts per share on all common shares at the time outstanding. In the event of the dissolution, liquidation or winding up of the Company, whether voluntary or involuntary, or any other distribution of assets of the Company among its shareholders for the purpose of winding up its affairs, the holders of the common shares shall be entitled to receive the remaining property and assets of the Company. The holders of common shares shall be entitled to receive notice of and attend all meetings of the shareholders of the Company and shall have one vote for each common share held at all meetings of the shareholders of the Company. - 101 - MARKET FOR SECURITIES The common shares commenced trading on the TSX on July 7, 2009 under the trading symbol “MXY”. The following table sets forth the price ranges and volume of trading of the common shares on the TSX for each month since the Company commenced trading: Month Ended Volume High Low Close July, 2009 22,939,141 1.95 1.41 1.90 August, 2009 7,098,284 2.10 1.75 1.90 September, 2009 5,840,958 2.02 1.83 1.91 October, 2009 6,172,016 1.94 1.77 1.82 November, 2009 8,019,122 2.06 1.71 2.00 December, 2009 4,593,246 1.96 1.69 1.81 January, 2010 5,892,674 1.91 1.64 1.65 February, 2010 4,668,644 1.75 1.51 1.55 March, 2010 8,950,021 1.67 1.40 1.42 April, 2010 6,061,724 1.56 1.38 1.47 May, 2010 4,016,129 1.51 1.31 1.32 June, 2010 5,110,451 1.47 1.24 1.33 ESCROWED SECURITIES The following is a summary of the common shares held, to our knowledge, in escrow or that are subject to contractual restriction on transfer as at September 17, 2010, and the percentage of Magma’s outstanding common shares represented by such escrowed or restricted securities. Magma is classified as an “exempt issuer” for the purposes of National Policy 46-201 – Escrow for Initial Public Offerings. Designation of Class Number of common shares held in escrow or that are subject to contractual restrictions on transfer Percentage of Outstanding common shares ROSS J. BEATY Common shares 100,000,001 34.6% OTHER INITIAL INVESTORS Common shares 5,250,000 1.8% OTHER RESTRICTED SHAREHOLDERS Common shares 6,072,967 2.1 % Name or Category of Shareholder Pursuant to a lock-up agreement entered into among Magma, Raymond James Ltd., Cormark Securities Inc. and Ross J. Beaty, Mr. Beaty is prohibited from selling 100,000,001 common shares currently held by him for a period of four years from July 7, 2009. However, Mr. Beaty may assign all or a portion of such common shares to a non-profit foundation “The Sitka Foundation”; provided “The Sitka Foundation” in turn agrees to be bound by such prohibition. Pursuant to lock-up agreements entered into among Magma, Raymond James Ltd., Cormark Securities Inc. and 15 of our initial investors (the “Other Initial Investors”) who purchased an aggregate of 10,500,000 common shares in April 2008 at a price of Cdn$0.001 per common share (the “Initially Offered Common Shares”), which includes all of our directors and employees, with the exception of - 102 - Mr. Beaty (as described above), who purchased Initially Offered Common Shares, such Initially Offered Common Shares are subject to contractual restrictions on transfer. Subject to any additional statutory or stock exchange imposed hold periods, the Other Initial Investors are prohibited from selling in excess of one-quarter of such Initially Offered Common Shares held by them in each of the six month periods beginning six, 12, 18 and 24 months after July 7, 2009, without the prior written consent of Raymond James Ltd. and Cormark Securities Inc. Pursuant to lock-up agreements entered into among Magma, Raymond James Ltd., Cormark Securities Inc. and 110 of our shareholders (the “Other Restricted Shareholders”) who purchased common shares in June 2008 at a price of Cdn.$0.60 per common share (the “Other Restricted Common Shares”), subject to any additional statutory or stock exchange imposed hold periods, such Other Restricted Shareholders are prohibited from selling in excess of 33% of such Other Restricted Common Shares held by them in each of the six month periods beginning six, 12 and 18 months after July 7, 2009, without the prior written consent of Raymond James Ltd. and Cormark Securities Inc. If, after one year from July 7, 2009, the closing market price of the common shares on a stock exchange is a price that is equal to or greater than three times Cdn.$1.50 for a period of 20 consecutive trading days, the lock-up agreements with the Other Initial Investors and Other Restricted Shareholders will terminate. The restrictions on the sale of common shares by Mr. Beaty, however, will not be affected. DIRECTORS AND OFFICERS The names and municipalities of residence of our directors and management team, the positions held by them with us and their principal occupations for the past five years are as set forth below. The term of office of the directors expires annually at the time of our annual general meeting. The term of office of each officer expires at the discretion of our Board of Directors. Name and Municipality of Residence Current Office with the Company Principal Occupation Since 2005 Directors ROSS J. BEATY British Columbia, Canada Chairman and Chief Executive Officer (since January 22, 2008) Chairman and Chief Executive Officer of Magma (since January 22, 2008); Chairman of Pan American Silver Corp. (“Pan American”) (since 1994) DAVID W. CORNHILL Alberta, Canada Director (since December 1, 2008) Chairman and Chief Executive Officer of AltaGas Income Trust (since 1994) ROBERT PIROOZ British Columbia, Canada Director (since January 22, 2008) General Counsel of Pan American (since January 2003); former Secretary of Pan American (from January 2003 to February 2010); former Vice-President of companies in the Lumina Copper Group (from 2003 to 2008) DONALD SHUMKA British Columbia, Canada Director (since January 22, 2008) President of Walden Management Ltd. (since 2004); - 103 - Name and Municipality of Residence PAUL B. SWEENEY British Columbia, Canada Current Office with the Company Principal Occupation Since 2005 Director (since September 11, 2008) Executive Officer of Plutonic Power Corporation (“Plutonic”) (since April 2010); former President of Plutonic (from August 2009 to April 2010); former Executive VicePresident Business Development of Plutonic (from January 2007 to August 2009); financial consultant (from 2005 to January 2007); former Vice-President and Chief Financial Officer of Canico Resource Corp. (“Canico”) (from 2002 to 2005) ANNETTE CUSWORTH British Columbia, Canada Chief Financial Officer Chief Financial Officer of Magma (since June 10, 2010); former Vice-President and Chief Accounting Officer of CHC Helicopter Corporation (from 2008 to 2009); former Vice-President, Financial Services of CHC Helicopter Corporation (from 2006 to 2008); held senior finance positions with CHC Helicopter Corporation (from 2004 to 2006) ANDREA M. ZARADIC British Columbia, Canada Vice-President, Operations and Vice-President, Operations and Development Development of Magma (since October 27, 2008); former Senior Project Manager for Kobex Resources Ltd. (from 2007 to 2008); former Engineering Manager for Novagold Resources Inc. (from 2006 to 2007); former Engineering Infrastructure Manager for Canico (from 2004 to 2005) ALISON THOMPSON British Columbia, Canada Vice-President, Corporate Relations Vice-President, Corporate Relations of Magma (since September 8, 2009); former Geothermal Assessment Team Manager for Nexen, Inc (from 2008 to 2009); former Technology Transfer Manager for Nexen, Inc (from 2007 to 2008); former Technology Strategy Manager for Suncor Energy (from 2004 to 2007) DR. CATHERINE HICKSON British Columbia, Canada Vice-President, Exploration and Chief Geologist Vice-President, Exploration and Chief Geologist of Magma (since October 4, 2008); former senior Research Scientist, Natural Resources Canada (Geological Survey of Canada), Subdivision head (GSC Vancouver) and Program manager MONTE MORRISON Nevada, U.S.A United States Country Manager US Country Manager and Vice-President, and Vice-President, Operations Operations of Magma (since June 2, 2010); former Vice-President Operations (Soda Lake) (from December 2008 to June 2010); former Director of Operations, Renewable Assets at Constellation Energy Corp (from 2003 to 2008) Executive Officers - 104 - Name and Municipality of Residence LYLE BRAATEN British Columbia, Canada Current Office with the Company Secretary and General Counsel Principal Occupation Since 2005 Secretary and General Counsel of Magma (since June 1, 2008); former Managing Partner of Whitelaw Twining Law Corporation (from 2001 to 2008) As of September 17, 2010, the directors and executive officers of the Company, as a group, beneficially own directly or indirectly, or exercise control or direction over 125,903,542 common shares representing approximately 43.6% of the Company’s issued and outstanding common shares. Committees of the Board of Directors Our Board of Directors has established three board committees: an Audit Committee, a Compensation Committee and a Governance and Nominating Committee. The information below summarizes the functions of each of the committees in accordance with their charters. Audit Committee Audit Committee Charter Attached as Appendix “A” is the charter for the Company’s Audit Committee. Composition of the Audit Committee The Audit Committee is comprised of Donald Shumka (Chair), Paul B. Sweeney and Robert Pirooz, each of whom is independent and financially literate. Relevant Education and Experience of the Members of the Audit Committee Donald Shumka Mr. Shumka was born in Vernon, British Columbia, Canada in 1942, and he currently resides in Vancouver, British Columbia, Canada. He graduated from the University of British Columbia in 1964 with a B.A. and in 1966 he graduated with an MBA from Harvard University. From 1976 to 1979, Mr. Shumka worked in a variety of positions in the forest industry. During the period between 1979 and 1989, Mr. Shumka was Vice-President and Chief Financial Officer of West Fraser Timber Co. Ltd. and from 1989 to 2004 he headed the Forest Products Group for two Canadian investment banks. Mr. Shumka was the Managing Director of Raymond James Ltd. until 2004, and he is currently the President of Walden Management Ltd. and a director of Eldorado Gold Corporation, Paladin Energy Ltd. and Lumina Copper Corp. Mr. Shumka is active in the not-for-profit sector and is currently the Chair of the British Columbia Arts Council. Paul B. Sweeney Mr. Sweeney was born in Vancouver, British Columbia, Canada in 1949, and he currently resides in Surrey, British Columbia, Canada. Mr. Sweeney has over 35 years experience in financial management of mining and renewable energy companies. He is currently an Executive Officer of Plutonic, a run-ofriver hydro developer and a director of Pan American. - 105 - Mr. Sweeney has a strong track record of success with project finance. Most recently, from 2002 to 2005 he served as Vice-President and Chief Financial Officer of Canico where he was responsible for, among other things, arranging project financing for the Onça-Puma Nickel Project. Financing of the project was well underway and commitments had been received when Canico was bought by way of a $940 million takeover by Companhia Vale do Rio Doce. Prior to working at Canico, Mr. Sweeney was the VicePresident and Corporate Secretary of Manhattan Minerals Corp. from 1999 to 2002 and, from 1998 to 1999, Mr. Sweeney was the Vice-President and Chief Financial Officer for Sutton Resources Ltd. where he had arranged the debt financing for the Bulyanhulu gold mine in Tanzania prior to the acquisition of Sutton Resources Ltd. by Barrick Gold Corp. He is currently a director and the chairperson of the audit committee for each of Polaris Minerals Corporation, New Gold Inc. and Pan American. Robert Pirooz Mr. Pirooz was born in Ahwaz, Iran in 1964. He is a Canadian citizen and currently resides in Vancouver, British Columbia, Canada. Mr. Pirooz studied commerce at Dalhousie University and graduated from the University of British Columbia in 1989 with a Juris Doctor. Mr. Pirooz practiced law in Vancouver and Victoria, British Columbia from May 1990 to February 1998, primarily in the areas of corporate, commercial and securities law. He is currently a director of Anfield Nickel Inc., Lumina Copper Corp., Pan American and Ventana Gold Corp. Mr. Pirooz served as General Counsel, VicePresident and Secretary of Pan American from April 1998 to October 2000, as Secretary of Pan American from January 2003 to February 2010, and as General Counsel of Pan American from January 2003 until the present date. He was also the former Vice-President and Secretary of companies in the Lumina Copper Group from 2003 to 2008. He has worked with Ross J. Beaty since early 1998. Reliance on Certain Exemptions The Company’s Audit Committee has not relied on any of the exemptions under National Instrument 52110 during the most recently completed financial year. Audit Committee Oversight The Board of Directors adopted all recommendations by the audit committee with respect to the nomination and compensation of the external auditor. Pre-Approval Policies and Procedures The Audit Committee is responsible for overseeing the work of the external auditors and considering whether the provision of non-audit services is consistent with the external auditor’s independence. The Audit Committee shall approve in advance all audit and permitted non-audit services with the independent auditors. This includes the terms of engagement and all fees payable. External Auditor Service Fees The aggregate fees billed by Grant Thornton LLP, the Company’s external auditors, during the fiscal year ended June 30, 2010 for assurance and related services rendered by Grant Thornton LLP that are reasonably related to the performance of the audit review of the Company’s financial statements for that year were Cdn.$382,400. Assurance and related services included services rendered in connection with the Company’s initial public offering. The aggregate fees billed by Grant Thornton LLP during the fiscal year ended June 30, 2010 for professional services rendered by Grant Thornton LLP for tax compliance, tax advice, tax planning and - 106 - other services were Cdn.$104,877. Tax services provided included advice in connection with structuring of transactions and review of tax provisions. Fees payable by Magma for audit and other services provided by Grant Thornton LLP for the year ended June 30, 2010 were as follows: Year ended June 30, 2010 Year ended June 30, 2009 Audit Fees ........................................................ Cdn.$60,100 Cdn.$125,950 Audit Related Fees ........................................... Cdn.$322,300 Cdn.$160,900 Tax-Related Fees ........................................... Cdn.$104,877 Cdn.$58,519 Other Fees ........................................................ Nil Total: ............................................................... Cdn.$487,277 (1) Nil Cdn.$345,369 Note: (1) Includes fees for professional services rendered for tax compliance, tax advice, tax planning and other related services. Compensation Committee Our Compensation Committee’s role is to assist the Board of Directors in fulfilling its responsibilities relating to matters of human resources and compensation and to establish a plan of continuity and development for senior management of Magma. Our Compensation Committee shall determine and make recommendations with respect to all forms of compensation to be granted to our Chief Executive Officer, and reviewing the Chief Executive Officer’s recommendations respecting compensation of our senior executives. To fulfil the responsibilities and duties outlined in its charter, our Compensation Committee shall review and approve corporate goals and objectives relevant to compensation, evaluate performance of executives in light of those corporate goals and objectives and make recommendations respecting appointment, compensation and other terms of employment. The Compensation Committee shall review executive compensation disclosure before we publicly disclose any information regarding compensation, and submit a report to the Board of Directors on human resources matters at least annually. Our Compensation Committee is comprised of three independent directors. The members of the Compensation Committee are David W. Cornhill, Robert Pirooz and Paul B. Sweeney, the latter of whom is the chair of the Compensation Committee. Governance and Nominating Committee Our Governance and Nominating Committee’s charter provides that its responsibilities shall include: (i) establishing and reviewing member characteristics and size of the Board of Directors; (ii) recommending the remuneration of directors; (iii) monitoring conflicts of interest of both the Board of Directors and management in accordance with our Code of Business Conduct; (iv) evaluating, identifying and recommending nominees to the Board of Directors and to the various committees thereof; (v) reviewing and developing corporate governance guidelines, policies and procedures for the Board of Directors; (vi) monitoring and reviewing the education and development of members of the Board of Directors; (vii) establishing and implementing evaluation processes for the Board of Directors, its committees and chairs; (viii) reviewing the Board of Directors mandate and the mandates for each committee thereof, together with a position descriptions, and ensuring that the Board of Directors and the committees function independently of management; and (ix) receiving reports from the executive - 107 - directors regarding breaches of the Code of Business Conduct and reporting such breaches to the Board of Directors. Our Governance and Nominating Committee is comprised of three independent directors. The members of the Governance and Nominating Committee are David W. Cornhill, Donald Shumka and Robert Pirooz, the latter of whom is the chair of the Governance and Nominating Committee. Corporate Cease Trade Orders and Bankruptcies Except as noted below, none of the Company’s directors or executive officers: (a) are, as at the date of this Annual Information Form, or have been, within ten years before the date of this Annual Information Form, a director, chief executive officer or chief financial officer of any company (including the Company) that, (i) was subject to a cease trade or similar order or an order that denied the relevant company access to any exemption under securities legislation, for a period of more than 30 consecutive days while such person was acting as director, chief executive officer or chief financial officer; or (ii) was subject to a cease trade or similar order or an order that denied the relevant company access to any exemption under securities legislation, for a period of more than 30 consecutive days that was issued after the director or executive officer ceased to be a director, chief executive officer or chief financial officer and which resulted from an event that occurred while such person was acting in that capacity; (b) are, as at the date of this Annual Information Form, or has been within ten years before the date of this Annual Information Form, a director or executive officer of any company (including the Company) that, while that person was acting in that capacity, or within a year of that person ceasing to act in that capacity, became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromise with creditors or had a receiver, receiver manager or trustee appointed to hold its assets; or (c) have, within the ten years before the date of this Annual Information Form, become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, or become subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold the assets of the proposed director. Robert Pirooz was formerly a director of Pacific Ballet British Columbia Society (the “Ballet”). On December 23, 2008, within a year following Mr. Pirooz’s resignation from the board of directors of the Ballet, the Ballet filed a Notice of Intention to Make a Proposal under subsection 50.4(1) of the Bankruptcy and Insolvency Act. Subsequently, on January 9, 2009, the proposal was unanimously accepted by the creditors of the Ballet. - 108 - Penalties and Sanctions To our knowledge, none of our directors or officers has: (a) been subject to any penalties or sanctions imposed by a court relating to Canadian securities legislation or by a Canadian securities regulatory authority or has entered into a settlement agreement with a Canadian securities regulatory authority; or (b) been subject to any other penalties or sanctions imposed by a court or regulatory body that would likely be considered important to a reasonable investor making an investment decision. Conflicts of Interest To the best of our knowledge, and other than disclosed herein, there are no known existing or potential conflicts of interest among us and our directors, officers or other members of management as a result of their outside business interests except that certain of our directors and officers serve as directors and officers of other companies, and therefore it is possible that a conflict may arise between their duties to us and their duties as a director or officer of such other companies. Conflicts of interest which arise from time to time, if any, will be dealt with in accordance with the provisions of The Business Corporations Act (British Columbia). In accordance with The Business Corporations Act (British Columbia), directors who have a material interest or any person who is a party to a material control or proposed material contract with the Company are required, subject to certain exceptions, to disclose those interests and to generally abstain from voting on any resolution to approve the contract. In addition, the directors will be required to act honestly and in good faith with a view to the best interests of the Company. Some of the directors and officers of the Company have or will have either other employment or other business or time restrictions placed on them and accordingly, these directors and officers of the Company will only be able to devote part of their time to the affairs of the Company. PROMOTERS Ross J. Beaty may be considered to be, or have been within the past two years, a promoter of Magma within the meaning of applicable securities legislation by reason of his initiative and involvement in the formation and establishment of Magma. As of September 17, 2010 Mr. Beaty, directly and indirectly, owns 121,579,861 common shares being 42.1% of the issued and outstanding common shares. Other than compensation received by Mr. Beaty in his personal capacity as director, officer or employee of Magma, the grant of incentive stock options in the ordinary course and payments made pursuant to the terms of the 2008 Credit Agreement (defined below) and the 2010 Credit Agreement, all as disclosed elsewhere in this Annual Information Form, nothing of value, including money, property, contracts, options or rights of any kind will be received by the promoter directly or indirectly from the Company. See ‘‘Interest of Management and Others in Material Transactions”. LEGAL PROCEEDINGS HS Orka previously entered into a conditional PPA with Nordural Helguvik sf (“Nordural”) to sell power from HS Orka’s expansion efforts to a new aluminum smelter to be constructed and located in Reykjanesbær. The PPA was executed on April 23, 2007 and contained a number of conditions which were not fulfilled by the time set out in the PPA. Accordingly, HS Orka and Magma hold the view that - 109 - the PPA has lapsed in accordance with its terms. Nordural disputes this interpretation and maintains that the PPA is a valid agreement. The PPA provides that disputes relating to the PPA shall be resolved by arbitration. Nordural has initiated arbitration proceedings to determine the validity of the PPA. The arbitration proceedings were initiated on July 19, 2010 and no hearing date has been set. While we do not view it as a legal proceeding see also the discussion respecting the appointment of a Special Committee (as defined below) by the Icelandic government under “Risks Relating to HS Orka” discussed below. Except as disclosed above, we are not the subject of any material legal proceedings, nor are we or any of our properties a party to or the subject of any such proceedings and no such proceedings are known to be contemplated. We are involved in other routine, non-material litigation arising in the ordinary course of our business. RISK FACTORS A prospective investor should carefully consider the risk factors set out below. Risks Relating to our Business and Industry New production wells at our Soda Lake Operation may not define sufficient additional and commercially viable geothermal resources to support our planned expansion programs Our expansion programs for the production of increased power from our Soda Lake Operation are not assured of success and depend on the successful drilling and discovery of additional geothermal resources to economically generate increased power. Substantial exploration and development work is required in order to determine if sufficient additional economically recoverable and sustainable geothermal resources are located on the lands and leases comprising our Soda Lake Operation to support both: our phase 1 plan to double the existing power output from 8 to approximately 16 MW net, thus achieving the original nameplate capacity of 23 MW; and our phase 2 plan to add additional generating and resource capacity and increase nameplate production to realize the full potential of the Soda Lake resource. Increasing the level of production from the Soda Lake Operation and sustaining it over the long term will require drilling step-out wells to discover additional resource areas. The viability of the planned expansion programs at our Soda Lake Operation will depend upon a number of factors which are beyond our control relating to the nature of the geothermal resource defined through drilling these additional production wells, such as heat content (the relevant composition of temperature and pressure), useful life and operational factors relating to the extraction of fluids from the geothermal resource. If sufficient economically recoverable and sustainable geothermal resources are not defined through drilling, our planned expansion programs at the Soda Lake Operation may be scaled back or not proceed altogether, which would, in turn, materially and adversely affect our business, financial condition, future results and cashflow. Geothermal exploration and development programs are highly speculative, are characterized by significant inherent risk and costs, and may not be successful Our future performance depends on our ability to discover and establish economically recoverable and sustainable geothermal resources on our properties through our exploration and development programs. Geothermal exploration and development involves a high degree of risk and few properties that are explored are ultimately developed into generating power plants. There is no assurance that our exploration and development programs will be successful. Despite historical exploration work, our properties, other than our Soda Lake Operation and the Svartsengi and Reykjanes properties owned by HS Orka, are without a known geothermal resource. Substantial exploration and development work is - 110 - required in order to determine if any economically recoverable and sustainable geothermal resources are located on these exploration properties. Successfully discovering geothermal resources is dependent on a number of factors, including the technical skill of exploration personnel involved. Even in the event commercial quantities of geothermal resources are discovered, it may not be commercially feasible to bring power generation facilities into a state of commercial production from such geothermal resources. The commercial viability of a geothermal resource once discovered is dependent on a number of factors, some of which are particular attributes of the resource, such as heat content (the relevant composition of temperature and pressure), useful life, operational factors relating to the extraction of fluids from the geothermal resource, proximity to infrastructure, capital costs to construct a power plant and related infrastructure and energy prices. Many of these factors are beyond our control. Geothermal exploration and development costs are high and are not fixed. A geothermal resource cannot be relied upon until substantial development, including drilling, has taken place. The costs of development drilling are subject to numerous variables such as unforeseen geologic conditions underground that could result in substantial cost overruns. Drilling at our properties may involve unprofitable efforts, not only from dry wells, but from wells that are productive but do not produce sufficient net revenues to return a profit after drilling, operating and other costs. Our drilling operations may be curtailed, delayed or cancelled as a result of numerous factors, many of which are beyond our control, including economic conditions, mechanical problems, title problems, weather conditions, compliance with governmental requirements and shortages or delays of equipment and services. If our drilling activities are not successful, it could materially adversely affect our business, financial condition, future results and cashflow. We have a limited operating history We have a limited history of operations. We are subject to many of the risks common to start up enterprises, including under-capitalization, cash shortages, limitations with respect to personnel, financial, and other resources and lack of revenues. There is no assurance that we will be successful in achieving a return on shareholders’ investment and the likelihood of success must be considered in light of our early stage of operations. From our inception we have incurred net losses. As a result of our planned exploration and plant expansion projects, over the near term we do not expect that our operating revenues will be sufficient to cover our expenses. As a result, we expect to continue to incur net losses until we are able to generate significant revenues. Our ability to generate significant revenues and become profitable will depend on a number of factors, including our ability to: successfully complete our planned expansion programs to our Soda Lake Operation and HS Orka Properties; acquire interests in producing geothermal power companies or producing geothermal power plants that contribute to our profitability; acquire additional prospective exploration and development properties; advance planned and future exploration programs on our exploration properties; verify geothermal resources on our exploration properties that that are sufficient to generate a favourable economic return from electricity sales; - 111 - acquire electrical transmission and interconnection rights for our geothermal power plant development projects; enter into PPA for the sale of electricity from our geothermal power plant development projects at prices that support our operating and financing costs; finance and complete the development and construction of geothermal power plants on our properties; operate producing geothermal power plants on a profitable basis; secure adequate capital to support our expansion, exploration and development programs and finance our acquisitions; and attract and retain qualified personnel. Our financial performance depends on our successful operation of geothermal power plants, which is subject to various operational risks Our financial performance depends on our successful operation of geothermal power plants. At present we operate a single power plant at our Soda Lake Operation and have an interest in the Svartsengi and Reykjanes power plants. The cost of operation and maintenance and the operating performance of a geothermal power plant may be adversely affected by a variety of factors, including some that are discussed elsewhere in these risk factors and the following: regular and unexpected maintenance and replacement expenditures; shutdowns due to the breakdown or failure of the plant’s equipment or the equipment of the transmission serving utility; labour disputes; catastrophic events such as fires, explosions, earthquakes, landslides, floods, releases of hazardous materials, severe storms or similar occurrences affecting a power plant, any of the power purchasers from a power plant or third parties providing services to a power plant; and the aging of power plants, which may reduce their operating performance and increase the cost of their maintenance. Any of these events could significantly increase the expenses incurred by a power plant or reduce the overall generating capacity of a power plant and could significantly reduce or entirely eliminate the revenues generated by a power plant, which in turn would reduce our net income and could materially and adversely affect our business, financial condition, future results and cashflow. Our geothermal resources may decline over time and may not remain adequate to support the life of our power plants The operation of geothermal power plants depends on the continued availability of adequate geothermal resources. Although we believe our geothermal resources will be fully renewable if managed properly, we cannot be certain that any geothermal resource will remain adequate for the life of a geothermal power plant. - 112 - Any geothermal resource may suffer an unexpected decline in capacity to generate electricity. A number of events could cause such a decline or shorten the operational duration of a geothermal resource, which could cause the applicable geothermal resource to become a non-renewable wasting asset. These events include: power generation above the amount that the applicable geothermal resource will support; failure to recycle all of the geothermal fluids used in connection with the applicable geothermal resource; and failure to properly maintain the hydrological balance of the applicable geothermal resource. If the geothermal resources available to a power plant we develop become inadequate, we may be unable to perform under the PPA for the affected power plant, which in turn could reduce our revenues and materially and adversely affect our business, financial condition, future results and cash flow. If we suffer a decline in our geothermal resources, our insurance coverage may not be adequate to cover losses sustained as a result thereof. Uncertainty in the calculation of geothermal resources and probabilistic estimates of MW capacity There is a degree of uncertainty attributable to the calculation of geothermal resources and probabilistic estimates of MW capacity. Until a geothermal resource is actually accessed and tested by production wells, the temperature and composition of underground fluids must be considered estimates only. In addition, estimates as to the percentage of the heat that can be expected to be recovered at the surface and the efficiency of converting that heat into electrical energy are subject to a number of assumptions including, but not limited to, resource base temperature, areal extent of the geothermal reservoir, thickness of the geothermal reservoir, percentage of resource recovery and the expected lifetime of the geothermal reservoir. If any of these assumptions prove to be materially incorrect, it may affect the MW capacity of a property. Geological occurrences beyond our control may compromise our operations and their capacity to generate power In addition to the substantial risk that production wells that are drilled will not be productive or may decline in productivity after commencement of production, hazards such as unusual or unexpected geologic formations, pressures, downhole conditions, mechanical failures, blowouts, cratering, localized ground subsidence, localized ground inflation, explosions, uncontrollable releases or flows of well fluids, pollution and other physical and environmental risks are inherent in geothermal exploration and production. These hazards could result in substantial losses to us due to injury and loss of life, severe damage to and destruction of property and equipment, pollution and other environmental damage and suspension of operations. Additionally, active geothermal areas, such as the areas in which our operations and properties are located, are subject to frequent low-level seismic disturbances. Serious seismic disturbances are possible and could result in damage to our projects or equipment or degrade the quality of our geothermal resources to such an extent that we could not perform under the PPA for the affected project, which in turn could reduce our net income and materially and adversely affect our business, financial condition, future results and cash flow. If we suffer a serious seismic disturbance, our business interruption and property damage insurance may not be adequate to cover all losses sustained as a result thereof. In addition, insurance coverage may not continue to be available in the future in amounts adequate to insure against such seismic disturbances. - 113 - We may be unable to obtain the financing we need to pursue our growth strategy When we identify a geothermal property that we may seek to acquire or to develop, a substantial capital investment often will be required. Our continued access to capital, through project financing or through credit facilities or other arrangements with acceptable terms is necessary for the success of our growth strategy. Our attempts to secure the necessary capital may not be on favourable terms, or successful at all. Market conditions and other factors may not permit future project and acquisition financings on terms favourable to us. Our ability to arrange for financing on favourable terms, and the costs of such financing, are dependent on numerous factors, including general economic and capital market conditions, investor confidence, the continued success of current projects, the credit quality of the project being financed, the political situation in the jurisdiction in which the project is located and the continued existence of tax laws which are conducive to raising capital. If we are unable to secure capital through credit facilities or other arrangements, we may have to finance our projects using equity financing which will have a dilutive effect on our common shares. Also, in the absence of favourable financing or other capital raising options, we may decide not to build new plants or acquire properties from third parties. Any of these alternatives could have a material adverse effect on our growth prospects and financial condition. It is very costly to place geothermal resources into commercial production Before the sale of any power can occur, it will be necessary to construct a gathering and disposal system, a power plant, and a transmission line, and considerable administrative costs will be incurred, together with the drilling of production and injection wells. Future development and expansion of power production at our properties may result in significantly increased capital costs related to increased production and injection well drilling and higher costs for labour and materials. To fund expenditures of this magnitude, we may have to seek additional financing and sources of capital. There can be no assurance that additional capital can be found and, if found, it may result in us having to substantially reduce our interest in the project. We may continue to incur negative operating cash flow for the foreseeable future Revenues at our Soda Lake Operation are not sufficient to fund all of our anticipated expansion, development and exploration programs and general and administrative expenses. We currently have a negative operating cash flow and may continue to do so for the foreseeable future. Our failure to achieve profitability and positive operating cash flows could have a material adverse effect on our financial condition and results of operations. Energy prices are subject to dramatic and unpredictable fluctuations The market price of energy is volatile and cannot be controlled. If the price of electricity should drop significantly, the economic prospects of the operations and properties that we have an interest in could be significantly reduced or rendered uneconomic. There is no assurance that, even if commercial quantities of geothermal resources are discovered, a profitable market may exist for the sale of geothermal energy. Factors beyond our control may affect the marketability of any geothermal resources discovered. Prices have fluctuated widely, particularly in recent years. The marketability of geothermal energy is also affected by numerous other factors beyond our control, including government regulations relating to royalties, allowable production and exporting of energy sources, the effect of which cannot be accurately predicted. - 114 - Industry competition may impede our ability to access suitable geothermal resources Significant and increasing competition exists for the limited number of geothermal opportunities available. As a result of this competition, some of which is with large established companies with substantial capabilities and greater financial and technical resources than us, we may be unable to acquire additional geothermal operations or properties on terms we consider acceptable. There can be no assurance that our acquisition programs will yield new geothermal operations or properties. We may be unable to enter into PPAs on terms favourable to us, or at all The electrical power generation industry, of which geothermal power is a sub-component, is highly competitive and we may not be able to compete successfully or grow our business. The industry is complex as it is composed of public utility districts, cooperatives and investor-owned power companies. Many of the participants produce and distribute electricity. Their willingness to purchase electricity from an independent producer may be based on a number of factors and not solely on pricing and surety of supply. If we cannot enter into PPAs on favourable terms to us, or at all, it would negatively impact our revenue and our decisions regarding development of additional properties. The cancellation or expiry of government initiatives to support renewable energy generation may adversely affect our business Numerous government initiatives are currently in place, or have been or may be proposed, to support the development of renewable energy generation to meet increasing electricity demand. In the United States, current initiatives include: incentives within the United States Internal Revenue Code, such as the investment tax credit (“ITC”) and accelerated depreciation allowances; provisions of the ARRA extending the availability of the PTCs for geothermal projects placed in service before 2014, increasing the ITC from 10% to 30% of eligible costs, and creating a new grant program for geothermal projects that are placed in service in, or for which construction begins in, 2009 or 2010; and renewable portfolio standards requirements or goals established in 33 states and the District of Columbia. The cancellation or expiry of any one or more of these government initiatives, or the failure of federal or state governments to adopt similar initiatives in the future, may adversely affect our business by increasing the costs for financing or development of geothermal power plants and related transmission facilities, reducing demand for geothermal electricity or lowering energy prices. Environmental and other regulatory requirements may add costs and uncertainty Our current and future operations, including exploration and development activities and electricity generation from power plants, require licences and permits from various governmental authorities and such operations are and will be subject to laws and regulations governing exploration and development, geothermal resources, production, exports, taxes, labour standards, occupational health, waste disposal, toxic substances, land use, environmental protection, project safety and other matters. Companies can experience increased costs, and delays in production and other schedules as a result of the need to comply with applicable laws, regulations, licences and permits. There is no assurance that all approvals or required licences and permits will be obtained. Additional permits, licences and studies, which may include environmental impact studies conducted before licences and permits can be obtained, may be necessary prior to the exploration or development of properties, or the operation of power plants, in which we have interests, and there can be no assurance that we will be able to obtain or maintain all necessary licences or permits that may be required on terms that enable operations to be conducted at economically justifiable costs. Failure to comply with applicable laws, regulations, licensing or permitting requirements may result in enforcement actions thereunder, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed, and may include corrective measures - 115 - requiring capital expenditures, installation of additional equipment, or remedial actions. We may be required to compensate those suffering loss or damage by reason of our activities, and may have civil or criminal fines or penalties imposed upon us for violations of applicable laws or regulations. In the state of Nevada, drilling for geothermal resources is governed by specific rules. In particular, Nevada drilling operations are governed by the Division of Minerals (Nevada Administrative Code Chapter 534A). These rules require drilling permits and govern the spacing of wells, rates of production, prevention of waste and other matters, and, may not allow or may restrict drilling activity, or may require that a geothermal resource be unitized (shared) with adjoining land owners. Such laws and regulations may increase the costs of planning, designing, drilling, installing, operating and abandoning our geothermal wells, the power plant and other facilities. Applicable laws and regulations, including environmental requirements and licensing and permitting processes, may require public disclosure and consultation. It is possible that a legal protest could be triggered through one of these requirements or processes that could delay, or require the suspension of, an exploration or development program or the operation of a power plant and increase our costs. Because of these requirements, we could incur liability to governments or third parties for any unlawful discharge of pollutants into the air, soil or water, including responsibility for remediation costs. We could potentially discharge such materials into the environment: from a well or drilling equipment at a drill site; leakage of fluids or airborne pollutants from gathering systems, pipelines, power plants or storage tanks; damage to geothermal wells resulting from accidents during normal operations; and blowouts, cratering and explosions. No assurance can be given that new laws and regulations will not be enacted or that existing laws and regulations will not be applied in a manner that could limit or curtail our exploration and development programs or our operation of power plants. Amendments to current laws, regulations, licences and permits governing operations and activities of geothermal companies, or more stringent implementation thereof, could have a material adverse impact on us and cause increases in capital expenditures or production costs, or reduction in levels of production, or abandonment, or delays in development of the business. The success of our business relies on attracting and retaining key personnel We are dependent upon the services of our senior management team. The loss of any of their services could have a material adverse effect upon us. Employee recruitment, retention and human error Recruiting and retaining qualified personnel is critical to our success. We are dependent on the services of key executives including our Chief Executive Officer and other highly skilled and experienced executives and personnel focused on managing our interests. The number of persons skilled in acquisition, exploration, development and operation of geothermal properties is limited and competition for such persons is intense. As our business activities grow, we will require additional key financial, administrative and technical personnel as well as additional operations staff. There can be no assurance that we will be successful in attracting, training and retaining qualified personnel as competition for persons with these skill sets increase. If we are not successful in attracting, training and retaining qualified personnel, the efficiency of our operations could be impaired, which could have an adverse impact on our future cash flows, earnings, results of operations and financial condition. Despite efforts to attract and retain qualified personnel, as well as the retention of qualified consultants, to manage our interests, even when those efforts are successful, people are fallible and human error could - 116 - result in significant uninsured losses to us. These could include loss or forfeiture of mineral claims or other assets for non-payment of fees or taxes, significant tax liabilities in connection with any tax planning effort we might undertake and legal claims for errors or mistakes by our personnel. Our officers and directors may have conflicts of interests arising out of their relationships with other companies Several of our directors and officers serve (or may agree to serve) as directors or officers of other companies or have significant shareholdings in other companies. To the extent that such other companies may participate in ventures in which we may participate, the directors may have a conflict of interest in negotiating and concluding terms respecting the extent of such participation. From time to time several companies may participate in the acquisition, exploration and development of natural resource properties thereby allowing for their participation in larger programs, permitting involvement in a greater number of programs and reducing financial exposure in respect of any one program. It may also occur that a particular company will assign all or a portion of its interest in a particular program to another of these companies due to the financial position of the company making the assignment. We may face adverse claims to our title Although we have taken reasonable precautions to ensure that legal title to our properties is properly documented, there can be no assurance of title to any of our property interests, or that such title will ultimately be secured. Our property interests may be subject to prior unregistered agreements or transfers or other land claims, and title may be affected by undetected defects and adverse laws and regulations. Pursuant to the terms of our BLM leases, we are required to conduct our operations on BLM-leased land in a workmanlike manner and in accordance with all applicable laws and BLM directives and to take all mitigating actions required by the BLM to protect the surface of and the environment surrounding the relevant land. Additionally, certain BLM leases contain additional requirements, some of which relate to the mitigation or avoidance of disturbance of any antiquities, cultural values or threatened or endangered plants or animals, the payment of royalties for timber and the imposition of certain restrictions on residential development on the leased land. In the event of a default under any BLM lease, or the failure to comply with such requirements, or any non-compliance with any of the provisions of the Geothermal Steam Act of 1970 or regulations issued thereunder, the BLM may, 30 days after notice of default is provided to our relevant project subsidiary, suspend our operations until the requested action is taken or terminate the lease, either of which could materially and adversely affect our business, financial condition, future results and cash flow. Developments regarding Aboriginal, First Nations and Indigenous peoples We explore and operate in areas inhabited by aboriginal, first nations, and indigenous people. Developing laws and movements respecting the acquisition of lands and other rights from such people and communities may alter decades old arrangements made by prior owners of our geothermal properties or even those made by us in more recent years. We have used commercially reasonable efforts in its dealing with all aboriginal, first nations, and indigenous people to ensure all agreements are entered into in accordance with the laws governing aboriginal, first nations, and indigenous peoples and their communities but because of complex procedural and administrative requirements in some jurisdictions, there is no guarantee that such agreements will ultimately protect our interest, nor can there be any guarantee that future laws and actions will not have a material adverse effect on our financial position, cash flow and results of operations. - 117 - A significant portion of our revenue is attributed to payments made by a single power purchaser under the Soda Lake PPAs Electricity sales from our Soda Lake Operation are governed by the terms of two long-term PPAs with NV Energy. Accordingly, our revenues and power generation operations are currently dependent upon a sole customer, NV Energy. We do not make any representations as to the financial condition or creditworthiness of NV Energy, and nothing in this Annual Information Form should be construed as such a representation. There is a risk that NV Energy may not fulfill its payment obligations under the Soda Lake PPAs. For example, as a result of the energy crisis in California in the early 2000s, Southern California Edison withheld payments it owed under various of its PPAs with a number of power generators between November 2000 and March 2002. If NV Energy fails to meet its payment obligations under the Soda Lake PPAs, it could materially and adversely affect our business, financial condition, future results and cashflow. Fluctuation in foreign currency exchange rates may affect our financial results We maintain accounts in Canadian and U.S. dollars. Our operations in the United States and South America make us subject to foreign currency fluctuations. Foreign currency fluctuations are material to the extent that fluctuations between the Canadian and U.S. dollar and/or U.S. dollar balances are material. We do not at present, nor do we plan in the future, to engage in foreign currency transactions to hedge exchange rate risks but we do convert Canadian funds to U.S. dollars anticipating U.S. expenditures. We may not be able to successfully integrate businesses or projects that we acquire in the future Our business strategy is to expand in the future, including through acquisitions. Integrating acquisition targets is often costly, and we may not be able to successfully integrate acquired companies with its existing operations without substantial costs, delays or other adverse operational or financial consequences. Integrating our acquired companies involves a number of risks that could materially and adversely affect our business, including: the failure of the acquired companies to achieve expected results; inability to retain key personnel of acquired companies; risks associated with unanticipated events or liabilities; and difficulties associated with establishing and maintaining uniform standards, controls, procedures and policies, including accounting and other financial controls and procedures. Our insurance policies may be insufficient to cover losses As protection against operating hazards, we maintain insurance coverage against some, but not all, potential losses. We do not fully insure against all risks associated with our business either because such insurance is not available or because the cost of such coverage is considered prohibitive. The occurrence of an event that is not covered, or not fully covered, by insurance could have a material adverse effect our financial condition and results of operations. - 118 - Risks Relating to HS Orka Magma’s prior acquisitions of HS Orka may be wound-down or invalidated Following closing of the Company’s public offering of common shares on July 27, 2010, Magma became aware that a press conference had been arranged by the Prime Minister of Iceland to be held at 9:30 a.m. (Pacific Standard Time) on July 27, 2010. At that press conference a “Statement of the Government relating to Energy and Natural Resource Matters” (the “Statement”) was issued in which the government of Iceland announced that it will appoint a special committee of independent experts (the “Special Committee”) to investigate and review the privatization of Iceland’s energy sector in recent years. The government of Iceland has advised that specific attention will be given to the privatization process of Hitaveita Sudurnesja (now HS Orka) and the subsequent acquisitions by Magma Sweden of interests in HS Orka. Iceland’s Committee on Foreign Investment (the “Foreign Investment Committee”) has reviewed each proposed acquisition by Magma Sweden of shares of HS Orka, including the Final Acquisition, and provided opinions that each of these acquisitions were permitted under the provisions of Iceland’s Act on Foreign Investment. Notwithstanding this, in an attachment to the Statement, the government of Iceland noted that the Foreign Investment Committee had not reached a consensus in arriving at its conclusions and the government proposed that this cast doubt on the legality of the transactions and that the transactions should be reviewed. In particular, the government of Iceland questioned whether the acquisitions by Magma Sweden are consistent with Icelandic law and the rules respecting the European Economic Area Agreement. On September 17, 2010, the Special Committee provided an initial report indicating that given the initial decision by the Foreign Investment Committee in relation to the Company’s acquisition of its interests in HS Orka was positive and given that the government did not take further action, it would be normal for the government to take no further action at this time. The Company believes that the transactions are in full compliance with Icelandic law. However, there is the possibility that, following completion of the Special Committee’s investigation and review, the government of Iceland may take steps to wind-down or invalidate Magma Sweden’s prior business transactions involving shares of HS Orka. The winding-down or invalidation of Magma Sweden’s prior business transactions involving shares of HS Orka could have a material adverse effect on Magma’s operations and financial results. Prior privatization of Hitaveita Sudurnesja may be wound-down or invalidated In the Statement, the government of Iceland announced that it will appoint a Special Committee to investigate and review the privatization of Iceland’s energy sector in recent years. In particular, the government of Iceland advised that specific attention will be given to the privatization process of Hitaveita Sudurnesja (now HS Orka) with a focus on: whether the original sale of Hitaveita Sudurnesja begun in the spring of 2007 was in compliance with Icelandic law and the rules of procedure of the Executive Committee on Privatization; the interactions between the government of Iceland at the time and the competition authority regarding the political decision that publicly owned agencies should be barred from bidding for shares of Hitaveita Sudurnesja; the valuation, financing and guarantee of payments for individual privatization transactions; the relationships between participants in the privatization process; and whether there was any assignment or plans for assignment of the rights of municipalities or the State to energy resources which have yet to be negotiated. - 119 - In a letter dated July 27, 2010 to HS Orka, the Ministry of Commerce of the government of Iceland advised HS Orka of the Special Committee’s investigation and review referred to above and also advised that a complaint has been submitted in connection with the acquisition by Magma Sweden of shares of HS Orka to the Ombudsman of the Althing, who is appointed by the Parliament of Iceland to monitor the administration of the state and local authorities and safeguard the rights of the citizens with regard to the authorities. Conclusions by the Ombudsman of the Althing are not legally binding on the government of Iceland; however, they are normally given a high degree of deference. The letter also indicated that the government of Iceland is determined to wind-down the process of privatization in Iceland’s energy sector and ensure, to the extent possible, that Iceland’s most important energy enterprises remain under the control of public entities. The letter concludes by stating that the government of Iceland has not made a final decision regarding Magma Sweden’s investment in HS Orka, but is now studying the future operating and legal environment of enterprises in Iceland’s energy sector. Accordingly, following completion of the Special Committee’s investigation and review, the government of Iceland may take steps to wind-down or invalidate the prior privatization of Hitaveita Sudurnesja. As Magma Sweden acquired its current interest in HS Orka from, and has completed the Final Acquisition with, participants in Hitaveita Sudurnesja’s privatization, the winding-down or invalidation of the prior privatization of Hitaveita Sudurnesja could adversely affect Magma Sweden’s interest in its shares of HS Orka and have a material adverse effect on Magma’s operations and financial results. Nationalization or restrictions on foreign or private ownership of Icelandic energy companies and levies or restrictions on utilization rights In the Statement, the government of Iceland advised that a working group will begin preparing a legislative bill to ensure public ownership of important energy enterprises in Iceland and restriction of private ownership. The submission of a new legislative bill in accordance with the conclusions of the working group is scheduled before the end of October 2010 and shall occur concurrently with the preparation of legislation regarding levies on the utilization of water and geothermal rights owned by the state, shorter licensing periods for such utilization rights and restrictions on the assignment of utilization rights except on a temporary basis. Accordingly, depending on the terms of the draft legislation and subject to the government of Iceland enacting the draft legislation, HS Orka may be nationalized by the government of Iceland, Magma’s interest in HS Orka may be wound-down or restricted, and HS Orka may be subject to additional levies on utilization rights for its geothermal properties, with such utilization rights potentially having shorter terms. Any or all of these developments, if addressed by the draft legislation and enacted by the government of Iceland, could adversely affect Magma Sweden’s interest in its shares of HS Orka and could have a material adverse effect on Magma’s results of operations and financial results. Lack of compensation resulting from government actions In the event the government of Iceland takes steps to wind-down or invalidate the Final Acquisition, nationalizes the assets of HS Orka, expropriates the assets of HS Orka or takes any other similar action with regard to HS Orka, its assets, or Magma’s interest in HS Orka, the government of Iceland may not pay to Magma compensation for taking such action, which could have a material adverse effect on Magma’s results of operations and financial results. - 120 - Potential fines or other penalties Following completion of the Final Acquisition, the government of Iceland may take action which results in fines or other penalties levied against Magma or HS Orka, which could have a material adverse effect on Magma’s results of operations and financial results. Integration of HS Orka following the completion of the Final Acquisition There can be no assurance that the Company will be able to successfully integrate HS Orka or that it will be able to realize expected operating and economic efficiencies from the integration of the businesses of HS Orka and Magma. If the expected synergies do not materialize, or the Company fails to successfully integrate the business of HS Orka in its existing operations, results of its operations could be adversely affected. Foreign exchange Generally, the revenue of HS Orka is generated in ISK and in United States dollars. Fluctuations in exchange rates between the Canadian dollar and each of the ISK and the United States dollar will therefore give rise to foreign currency exposure which could have a material adverse effect on the Company’s financial position. Aluminum price risk A large portion of the revenue of HS Orka is subject to the market price for aluminum. In addition, the Company's debt obligations are also subject to the market price for aluminum. Accordingly, fluctuations in the market price for aluminum could have a material adverse effect on the Company’s financial position. Potential undisclosed liabilities associated with the Final Acquisition In connection with the Final Acquisition, there may be liabilities that the Company failed to discover or was unable to quantify in its due diligence prior to the closing of the Final Acquisition and the Company may not be fully indemnified for some or all of these liabilities. The discovery of any material liabilities could have a material adverse affect on the Company’s business, financial condition or future prospects. Risks Relating to the Political and Economic Climates of Countries in which we Operate There are risks associated with inter-regional transmission grids The electrical power generated by our operations may be used by consumers in the jurisdiction where such operations are located or sold to other neighbouring jurisdictions through an inter-regional transmission grid. Applicable laws, inter-regional agreements and the structure and functioning of the power markets between a host state and its neighbouring states are all critical to the success of our geothermal projects. Host country economic, social and political conditions can negatively affect our operations A number of our exploration properties are located in Iceland, Chile, Argentina and Peru. As we conduct exploration and development operations in these foreign countries, we are exposed to a number of risks and uncertainties, including: - 121 - terrorism and hostage taking; military repression; expropriation or nationalization without adequate compensation; difficulties enforcing judgments obtained in Canadian or United States courts against assets located outside of those jurisdictions; labour unrest; high rates of inflation; changes to royalty and tax regimes; extreme fluctuations in currency exchange rates; volatile local political and economic developments; difficulty with understanding and complying with the regulatory and legal framework respecting the ownership and maintenance of geothermal properties and power plants; and difficulty obtaining key equipment and components for equipment. Host country economic, social and political uncertainty can arise as a result of lack of support for our activities in local communities in the vicinity of our properties. Such uncertainties also arise as a result of the relatively new and evolving promotion of private-sector power development. Though the effects of competition will increase the likelihood of market efficiencies and benefit our properties, elimination of energy cost subsidies may increase the inability of end-use consumers to pay for power and lead to political opposition to privatization initiatives and have an adverse impact on our properties and operations. Risks Relating to the Common Shares and Trading Market If our common share price fluctuates, investors could lose a significant part of their investment In recent years, the stock market has experienced significant price and volume fluctuations. This volatility has had a significant effect on the market price of securities issued by many companies for reasons unrelated to the operating performance of these companies. The market price of our common shares could similarly be subject to wide fluctuations in response to a number of factors, most of which we cannot control, including: changes in securities analysts’ recommendations and their estimates of our financial performance; the public’s reaction to our press releases, announcements and filings with securities regulatory authorities and those of its competitors; changes in market valuations of similar companies; investor perception of our industry or prospects; - 122 - additions or departures of key personnel; commencement of or involvement in litigation; changes in environmental and other governmental regulations; announcements by us or our competitors of strategic alliances, significant contracts, new technologies, acquisitions, commercial relationships, joint ventures or capital commitments; variations in our quarterly results of operations or cash flows or those of other companies; revenues and operating results failing to meet the expectations of securities analysts or investors in a particular quarter; future issuances and sales of our common shares; and changes in general conditions in the domestic and worldwide economies, financial markets or the mining industry. The impact of any of these risks and other factors beyond our control could cause the market price of our common shares to decline significantly. In particular, the market price for our common shares may be influenced by variations in electricity prices. This may cause our common share price to fluctuate with these underlying commodity prices, which are highly volatile. We have no dividend payment policy and do not intend to pay any cash dividends in the foreseeable future We have not declared or paid any dividends on our common shares and do not currently have a policy on the payment of dividends. For the foreseeable future, we anticipate that we will retain future earnings and other cash resources for the operation and developments of our business. The payment of any future dividends will depend upon earnings and our financial condition, current and anticipated cash needs and such other factors as our Board of Directors considers appropriate. The issuance of additional equity securities may negatively impact the trading price of our common shares We may issue equity securities to finance our activities in the future. In addition, outstanding options or warrants to purchase our common shares may be exercised, resulting in the issuance of additional common shares. Our issuance of additional equity securities or a perception that such an issuance may occur could have a negative impact on the trading price of our common shares. Current global financial conditions have been subject to increased volatility Current global financial conditions have been subject to increased volatility and numerous financial institutions have either gone into bankruptcy or have had to be rescued by governmental authorities. Access to public financing has been negatively impacted by both sub-prime mortgages and the liquidity crisis affecting the asset-backed commercial paper market. These factors may impact our ability to obtain equity or debt financing in the future and, if obtained, on terms favourable to us. If these increased levels of volatility and market turmoil continue, our operations could be adversely impacted and the trading price of our common shares could be adversely affected. - 123 - INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS Other than as disclosed below and elsewhere in this Annual Information Form, none of our directors or senior officers or any shareholder holding, on record or beneficially, directly or indirectly, more than 10% of the issued common shares, or any of their respective associates or affiliates, had any material interest, directly or indirectly, in any material transaction with us within the three preceding years or in any proposed transaction which has materially affected us or would materially affect us. Pursuant to the terms of the credit agreement (the “2008 Credit Agreement”) dated August 25, 2008 between Magma and Kestrel Holdings Ltd. (“Kestrel”), a private company wholly-owned by our Chairman and Chief Executive Officer, Ross J. Beaty, Kestrel has agreed to lend us an aggregate principal amount of up to Cdn.$20,000,000 to be used by us to pay amounts coming due in connection with the acquisition of the Soda Lake Operation, to pay our obligations respecting certain land acquisitions, and to fund our general working capital requirements. The principal amount of each initial advance and each subsequent advance, together with all accrued but unpaid interest and other costs or charges payable under the 2008 Credit Agreement will be immediately due and payable by us to Kestrel on the earlier of 12 months from the date of the initial advance under the 2008 Credit Agreement, the date of any change of control of Magma, any initial public offering of Magma, or the occurrence of an event of default, as defined in the 2008 Credit Agreement. We may prepay the facility in whole at any time before maturity, without notice or penalty. Interest will accrue on the outstanding balance under the 2008 Credit Agreement as of the date of the initial advance, at the rate of eight percent per annum. We will pay a standby fee to Kestrel in the amount of one percent of the total facility upon the initial advance under the 2008 Credit Agreement and a non-refundable drawdown fee to Kestrel in the amount of three percent of each advance under the 2008 Credit Agreement. We will also pay Kestrel’s legal fees and other costs, charges and expenses of and incidental to the preparation, execution and completion of the 2008 Credit Agreement. In the event any amount remains outstanding under the terms of the 2008 Credit Agreement after December 31, 2009, Kestrel has the option to convert any such amount into common shares at a rate per share equal to Cdn.$1.50 per common share, subject to certain adjustments. In the event any amount remains outstanding under the terms of the 2008 Credit Agreement after December 31, 2009, we shall also have the option to convert up to 55 percent or any such lesser amount into common shares at Cdn.$1.50 per common share, subject to certain adjustments. As of the date of this Annual Information Form all amounts advanced under the 2008 Credit Agreement have been repaid in full. Pursuant to the terms of the 2010 Credit Agreement dated July 5, 2010, an agreement with Ross Beaty, the Company’s Chairman and Chief Executive Officer, the Company is able to borrow up to Cdn.$10,000,000 to pay amounts coming due by the Company to Geysir Green respecting the Final Acquisition of shares of HS Orka, and to fund general working capital requirements. All funds advanced under the 2010 Credit Agreement are repayable on the earlier of twelve months from the date of the initial advance, a change of control of the Company or on a default by Magma. Interest at the rate of 8% per annum, compounded daily, is payable monthly commencing on July 30, 2010. In addition, a standby fee in the amount of 1% of the credit facility and a drawdown fee in the amount of 1.5% of the amount advanced is payable in cash. As of the date of this Annual Information Form, the full principal amount of the credit facility has been advanced to the Company to be used in connection with the Final Acquisition of shares of HS Orka. - 124 - TRANSFER AGENT AND REGISTRAR The registrar and transfer agent for our common shares is Computershare Investor Services Inc. at its principal offices in Vancouver, British Columbia. MATERIAL CONTRACTS Our only material contracts entered into since the beginning of the last financial year ending before the date of this Annual Information Form, and our material contracts entered into before the beginning of the last financial year ending before the date of this Annual Information Form that are still in effect, other than contracts entered into in the ordinary course of business, are as follows: the 2010 Credit Agreement; the Long-Term Agreement for the Purchase and Sale of Electricity between Sierra Pacific Power Company and Ormat Energy Systems and WSG dated August 10, 1987 as amended September 27, 1990; March 7, 1991; and October 9, 1991; the Long-Term Agreement for the Purchase and Sale of Electricity between Sierra Pacific Power Company and Ormat Energy Systems dated March 7, 1989 as amended May 15, 1989; September 27, 1990; March 7, 1991; and October 9, 1991; and a share purchase agreement among the Company, Magma Energy Sweden A.B. and Geysir Green dated May 16, 2010, relating to the Final Acquisition, the terms of which are described in this Annual Information Form under the heading “General Developments of the Business”. Copies of the above material contracts are available on SEDAR located at www.sedar.com. INTEREST OF EXPERTS No person or company whose profession or business who is named as having prepared or certified a statement, report, valuation or opinion described or included in this Annual Information Form holds any beneficial interest, direct or indirect, in any of our securities or property or in the securities or properties of any of our associates, or affiliates and no such person is expected to be elected, appointed or employed as one of our directors, officers or employees or as a director, officer or employee of any of our associates or affiliates and no such person is one of our promoters or the promoter of one of our associates or affiliates. In particular, Grant Thornton LLP has informed us that it is independent with respect to Magma within the meaning of the Rules of Professional Conduct of the Institute of Chartered Accountants of British Columbia. KPMG hf is HS Orka’s auditor. As of the date hereof, KPMG hf and its designated professionals are independent of, and have no interest in, the Company. Information of an economic, scientific or technical nature regarding the geothermal resources and properties of HS Orka included in this Annual Information Form is based upon the HS Orka Report. The HS Orka Report was prepared by Mannvit hf. Information of an economic scientific or technical nature regarding the geothermal resources of the Soda Lake Operation is based upon the Soda Lake Report. The Soda Lake Report was prepared by GeothermEx. Information of a scientific or technical nature regarding the McCoy, Panther Canyon, Thermo Hot Springs and Desert Queen Properties included in this Annual Information Form is based upon each of the McCoy Report, Panther Canyon Report, Thermo Hot Springs Report and Desert Queen Report, respectively. Each of the McCoy Report, Panther Canyon Report, - 125 - Thermo Hot Springs Report and Desert Queen Report were prepared by J. Douglas Walker, Ph.D. Information of an economic, scientific or technical nature regarding the geothermal resources of the Mariposa Property is based upon the Mariposa Report. The Mariposa Report was prepared by Phillip James White of SKM. See “Scientific and Technical Information”. The authors referenced above are independent of the Company and do not have an interest in the property of the Company. ADDITIONAL INFORMATION Additional information relating to the Company may be found on SEDAR at www.sedar.com. Additional information including directors’ and officers’ remuneration and indebtedness, principal holders of the Company’s securities and securities authorized for issuance under equity compensation plans will be contained in the Company’s information circular to be prepared in connection with the Company’s annual meeting of shareholders and will be available on SEDAR at www.sedar.com. Additional financial information is provided in the Company’s financial statements and management’s discussion and analysis for the financial year ended June 30, 2010, which are also available on SEDAR. - 126 - GLOSSARY OF TERMS In this Annual Information Form, the following terms shall have the meanings set forth below, unless otherwise indicated or the context otherwise requires: “2008 Credit Agreement” means the credit agreement dated August 25, 2008 between Magma and Kestrel. “2010 Credit Agreement” means the credit agreement dated July 5, 2010 between Magma and Ross Beaty. “AltaGas” means AltaGas Ltd. “AMAX” means AMAX Exploration, Inc. “Aminoil” means Aminoil U.S.A., Inc. “Amor IX” means Amor IX, LLC. “anion” means a negatively charged atom or group of atoms, or a radical which moves to the positive pole (anode) during electrolysis. “AQUA model” means the numerical model developed by Vatnaskil to simulate the water level changes in the fields and make forecasts on future water levels, given future production scenarios. “AR$” means Argentine Pesos. “ARRA” means the American Recovery and Reinvestment Act of 2009. “As” is the symbol in the periodic table for the element arsenic. “Australian Code” means the Australian Geothermal Reporting Code. “Ballet” means Pacific Ballet British Columbia Society. “BLM” means U.S. Bureau of Land Management. “°C” means degrees Celsius. “cal/cm/s°C” means calories per centimetre per second degree Celsius – it is a measure of conductivity and is used for heat flow calculations. “Canadian Code” means the Canadian Geothermal Code for Public Reporting. “Canico” means Canico Resource Corp. “carbonate sinter” means a chemical sedimentary rock, that contains the carbonate anion, deposited as a hard incrustation on rocks or on the ground by precipitation from hot or cold mineral waters of springs, lakes or streams. “cation” means a positively charged atom or group of atoms, or a radical which moves to the negative pole (cathode) during electrolysis. G-1 “Cdn.$ ” means Canadian dollars. “Chevron” means Chevron Resources Company. “chloride-sodic” refers to the most common type of geothermal water, typically near neutral in pH, with chloride contents ranging up to a few thousand milligrams per litre and sodium being the dominant cation. “Cl/HCO3”means chloride bicarbonate. “Constellation” means Constellation Energy Group, Inc. “convective cell” means the pattern formed in a fluid when local warming causes part of the fluid to rise, and local cooling causes it to sink again elsewhere. “Desert Queen Report” means the Independent Technical Report Resource Evaluation of the Desert Queen Geothermal Project, Churchill County, Nevada dated May 12, 2009 prepared by Dr. J. Douglas Walker (Ph.D.). “dollars” or “$” means United States dollars. “EM-60” is the term for a high-powered, controlled source geophysical exploration tool based on measurement of electromagnetic induction. This device was developed and used exclusively by Lawrence Berkeley from 1977 until approximately 1989. “F” is the symbol in the periodic table for the element fluorine. “°F” means degrees Fahrenheit. “Final Acquisition” has the meaning ascribed to the term under “General Development of the Business”. “Foreign Investment Committee” means Iceland’s Committee on Foreign Investment. “GeothermEx” means GeothermEx Inc. “Geysir Green” means Geysir Green Energy ehf. “GHA” means Geo Hills Associates LLC. “GPM” means a flow rate of gallons per minute. One GPM is equal to 0.0606 (repeating decimal) kilograms per second. “graben” means an elongated, downthrown block bounded by two steeply dipping normal faults, produced in an area of crustal extension. “H2S” is the chemical formula for hydrogen sulphide. “Harbert” means Harbert Power Corporation. “HFU” means heat flow unit. One heat flow unit is equal to 40 mW/m2. G-2 “Hg” is the symbol in the periodic table for the element mercury. “HS Orka” means HS Orka hf. “HS Orka Report” means the Geothermal Resources and Properties of HS Orka, Reykjanes Peninsula, Iceland: Independent Technical Report dated January 29, 2010 prepared by Mannvit hf. “IBLA” means the Interior Board of Land Appeals. “INGEMMET” means the Instituto Geológico Minero Y Metalúrgico. “Initially Offered Common Shares” has the meaning ascribed to such term under “Escrowed Securities”. “InSAR” means Interferometric Synthetic Aperture Radar. “ISK” means Icelandic Krona. “ÍSOR model” means a detailed 3D numerical model developed in 2007. “ITC” means investment tax credit. “Kestrel” means Kestrel Holdings Ltd. “kV” means kilovolt (1000 volts). “Lawrence Berkeley” means the Lawrence Berkeley National Laboratory. “Ma” means mega annum or one million years. “Magma Sweden” means Magma Energy Sweden A.B. “Magma US” means Magma Energy (U.S.) Corp. “Mariposa Report” means the Mariposa Geothermal Resource, Laguna Del Maule and Pellado Concessions, Chile dated July 19, 2010 prepared by Philip James White of Sinclair Knight Merz Limited. “McCoy Report” means the Independent Technical Report Resource Evaluation of the McCoy Geothermal Project, Churchill and Landers Counties, Nevada dated April 29, 2009 prepared by Dr. J. Douglas Walker (Ph.D.). “MEM” means the Peruvian Ministry of Energy and Mines. “Mg” is the symbol in the periodic table for the element magnesium. “mg/L” means milligrams per litre. “MMS” means the U.S. Minerals Management Service. “MT” means magnetotelluric. G-3 “Municipal Bond” means the bond issued by Geysir Green to the Municipality of Reykjanesbær with a face value of 6.3 billion ISK (approximately $50.5 million), which Magma is assuming as part of the share purchase agreement entered into with Geysir Green on May 17, 2010 whereby Magma will acquire the remainder of Geysir Green’s interest in HS Orka. “MW” means megawatt; one million watts. “mW/m2” means milliwatts per square metre. “MXY” means the trading symbol of Magma on the TSX. “Na/K/Ca” refers to a sodium-potassium-calcium geothermometer that is a geochemical calculation used to estimate geothermal reservoir temperature from analytical results of liquid samples. “NI 43-101” means National Instrument 43-101 – Standards of Disclosure for Mineral Projects. “NI 51-101” means National Instrument 51-101 – Standards of Disclosure for Oil and Gas Activities. “Nordural” means Nordural Helguvik sf. “NV Energy” means NV Energy Company. “OEC” means Ormat Energy Converters. “Orkustofnun” means the National Energy Authority. “Ormat” means Ormat Nevada Inc. “Other Initial Investors” has the meaning ascribed to the term under “Escrowed Securities”. “Other Restricted Common Shares” has the meaning ascribed to the term under “Escrowed Securities”. “Other Restricted Shareholders” has the meaning ascribed to the term under “Escrowed Securities”. “PA” means the Participating Area, which is a portion of the SLUA that was reasonably proven productive based on well testing performance. “Pan American” means Pan American Silver Corp. “Panther Canyon Report” means the Independent Technical Report Resource Evaluation of the Panther Canyon/Leach Geothermal Project, Pershing County, Nevada dated April 29, 2009 prepared by Dr. J. Douglas Walker (Ph.D.). “parasitic load” refers to the amount of power used for pumps, motors and ancillary functions related to the operation of a power plant. Gross electricity production minus parasitic load equals net energy production. “Pb” is the symbol in the periodic table for the element lead. G-4 “PECs” means Portfolio Energy Credits. “pH” stands for “potential of hydrogen”. References to pH levels in this Annual Information Form are in respect of numbers on the pH scale, which is used to measure the acidity or basicity (alkalinity) of a solution. This scale ranges from 0 (maximum acidity) to 14 (maximum alkalinity). The middle of the scale, 7, represents the neutral point. Acidity increases from neutral toward 0, and alkalinity increases from 7 toward 14. As the pH scale is logarithmic, a difference of one pH unit represents a tenfold change. For example, the acidity of a sample with a pH of 5 is ten times greater than that of a sample with a pH of 6. A difference of 2 units, from 6 to 4, would mean that the acidity is one hundred times greater, and so on. “Phillips” means Phillips Petroleum Company. “Plutonic” means Plutonic Power Corporation. “PPA” means power purchase agreement. “ppm” means parts per million. “PTC” means production tax credit. “P50” means the median or the quantity for which there is a 50% probability that the recoverable geothermal energy expressed in MW will equal or exceed the estimate. “P90” means the quantity for which there is a 90% probability that the recoverable geothermal energy expressed in MW will equal or exceed the estimate. “Republic” means Republic Geothermal, Inc. “RTI” means Raser Technologies, Inc. “SEDAR” means the system for electronic document analysis and retrieval. “self-potential” means an electrical exploration method in which one determines the spontaneous electrical potentials (spontaneous polarization) that are caused by primary chemical, heat or fluid flow. “SKM” means Sinclair Knight Merz Limited. “SLLP” means Soda Lake Limited Partnership. “SLRP” means Soda Lake Resource Partnership. “SLUA” means the Soda Lake Unit Agreement. “SO2” is the chemical formula for sulphur dioxide. “Soda Lake Report” means the Independent Technical Report: Geothermal Resources and Reserves at Soda Lake Project, Churchill County, Nevada USA dated April, 2010 prepared by GeothermEx. G-5 “Special Committee” means the special committee of independent experts appointed by the government of Iceland to investigate and review the privatization of Iceland’s energy sector in recent years. “Special Warrants” means the 5,000,000 special warrants issued by Magma on September 29, 2008 to private investors pursuant to a brokered private placement at a price of Cdn.$2.00 per Special Warrant, for gross proceeds of Cdn.$10,000,000. “Statement” means the “Statement of the Government relating to Energy and Natural Resource Matters” issued by the government of Iceland on July 27, 2010. “TEM” means Transient Electromagnetic. “TerraGen” means TerraGen Power, LLC. “Thermo Hot Springs Report” means the Independent Technical Report Resource Evaluation of the Thermo Hot Springs Geothermal Project, Beaver County, Utah dated May 15, 2009 prepared by Dr. J. Douglas Walker (Ph.D.). “transtension” is a structural geology term describing a particular state of stress in the crust of the earth wherein there is a combination of translational (or shearing) and extension forces. This particular condition is favourable to the formation of permeability in geothermal reservoir rocks. “TSX” means the Toronto Stock Exchange. “USGS” means the U.S. Geological Survey. “Vatnaskil” means Vatnaskil Consulting Engineers. “WSG” means Western States Geothermal Inc. “Zn” is the symbol in the periodic table for the element zinc. METRIC CONVERSION TABLE Metric Unit U.S. Measure U.S. Measure Metric Unit 1 hectare ........................... 2.471 acres 1 acre ............................... 0.4047 hectares 1 metre ............................. 3.2881 feet 1 foot ............................... 0.3048 metres 1 kilometre ....................... 0.621 miles 1 mile............................... 1.609 kilometres G-6 APPENDIX “A” AUDIT COMMITTEE CHARTER 1. PURPOSE The purpose of the audit committee (the “Committee”) is to assist the board of directors (the “board”) in fulfilling its oversight responsibilities for (a) the accounting and financial reporting processes; (b) the internal controls; (c) the external auditors, including performance, qualifications, independence and their audit of the Company’s financial statements; and (d) the performance of the Company’s internal audit function. 2. 3. COMPOSITION (a) The Committee shall be composed of three independent directors and shall not include any director employed by the Company. (b) The board shall appoint annually, from among its members, the members of the Committee and its chair. (c) The members and the chair of the Committee shall serve one-year terms and are permitted to serve an unlimited number of consecutive terms. (d) Each member of the Committee shall be financially literate, meaning that each member must have the ability to read and understand a set of financial statements that present a breadth and level of complexity of accounting issues that are reasonably comparable to the breadth and complexity of the issues that can reasonably be expected to be raised by the Company’s financial statements. MEETING (a) The Committee shall meet at least four times per year and any member may call special meetings as required. (b) A quorum at meetings of the Committee shall be two members. No business may be transacted by the Committee except at a meeting of its members at which a quorum of the Committee is present. (c) The chair of the Committee shall, in consultation with management and the auditors, establish the agenda for the meetings and ensure that properly prepared agenda materials are circulated to the members with sufficient time for study prior to the meeting. (d) The minutes of the Committee meetings shall accurately record the decisions reached and shall be distributed to all directors with copies to the chief financial officer and the external auditors. 4. DUTIES AND RESPONSIBILITIES (a) Financial Information The Committee shall review: A-1 (b) (i) the annual financial statements and recommend their approval to the board, after discussing matters such as the selection of accounting policies, major accounting judgements, accruals and estimates with management; (ii) other financial information included in the annual report and any other reports to shareholders and others; (iii) financial information in any annual information form, management proxy circular, prospectus or other offering document, material change report or business acquisition report; (iv) management’s discussions and analysis contained in the annual report and quarterly statements, if any; (v) earnings press releases and any news release regarding financial results or containing earnings guidance before being released to the public; (vi) fillings to the securities regulators containing financial information; and (vii) audits and reviews of financial statements of the Company and its subsidiaries. External Audit The Committee shall: (i) recommend to the board the external auditors to be nominated for the purpose of preparing or issuing an auditor’s report or performing other audit, review or attest services for the Company and the compensation of the external auditors; (ii) review and approve the Company’s hiring policies regarding partners, employees and former partners or employees of the present or former external auditors of the Company; (iii) at least annually, review the qualifications and performance of the lead partners of the external auditors and determine whether it is appropriate to adopt or continue a policy of rotating the lead partner of the external auditors; (iv) review and pre-approve all audit and non-audit service engagement fees and terms in accordance with applicable law, including those provided to the subsidiaries of the Company by the external auditors or any other person in its capacity as external auditors of such subsidiary; (v) review the planning and results of the external audit, including: A. the auditor’s engagement letter; B. the reasonableness of the estimated audit fees; C. the scope of the audit, including materiality, locations to be visited, audit reports required, areas of audit risk, timetable, deadlines and coordination with internal audit; D. the post-audit management letter together with management’s response; A-2 (c) E. the form of the audit report; F. any other related audit engagements (e.g. audit of the company pension plan); G. non-audit services performed by the auditor; H. assessing the auditor’s performance; and I. meeting privately with the auditors to discuss pertinent matters, including the quality of accounting personnel; (vi) discuss with management and the external auditors any significant financial reporting issues considered during the fiscal period and the method of resolution and resolve disagreements between management and the external auditors regarding financial reporting; and (vii) review with management and the external auditors any items of concern, any proposed changes in the selection or application of major accounting policies and the reasons for the change, any identified risks and uncertainties, and any issues requiring management judgment, to the extent that the foregoing may be material to financial reporting. Interim Financial Statements The Committee shall: (d) (i) obtain reasonable assurance on the process for preparing reliable quarterly interim financial statements from discussions with management and, where appropriate, reports from the external and internal auditors; (ii) review and discuss with management and the external auditors all interim unaudited financial statements and quarterly reports and related interim management discussion and analysis and make recommendations to the board with respect to the approval thereof, before being released to the public; and (iii) obtain reasonable assurance from management about the process for ensuring the reliability of other public disclosure documents that contain audited and unaudited interim financial information. Accounting System and Internal Controls The Committee shall: (i) obtain reasonable assurance from discussions with and/or reports from management and reports from external and internal auditors that the Company’s accounting systems are reliable and that the prescribed internal controls are operating effectively; (ii) direct the auditors’ examinations to particular areas; (iii) request the auditors to undertake special examinations (e.g., review compliance with conflict of interest policies); A-3 (e) (iv) review control weaknesses identified by the external and internal auditors, together with management’s response; (v) review the appointments of the chief financial officer and key financial executives; and (vi) review accounting and financial human resources and succession planning within the Company. Internal Audit The Committee shall: (f) (i) review the terms of reference of the internal audit function and the appointment or removal of the director of the internal audit; (ii) review the resources, budget, reporting relationships and planned activities of the internal audit function; and (iii) review internal audit findings and determine that they are being properly followed-up. Compliance The Committee shall: (g) (i) monitor compliance by the Company of the governing laws and any regulatory requirements, including all payments and remittances required to be made in accordance with applicable law; (ii) monitor compliance by the Company of the terms of the International Business Conduct Policy and report periodically to the board thereon; and (iii) establish and oversee the procedures in the Code of Business Conduct and the Company’s Whistleblower Policy to address: A. the receipt, retention and treatment of complaints received by the Company regarding accounting, internal accounting controls or auditing matters; and B. confidential, anonymous submissions by employees of concerns regarding questionable accounting and auditing matters. Other Responsibilities The Committee’s additional responsibilities to be defined as required, but may include: (i) monitoring compliance with the corporate code of conduct; (ii) investigating fraud, illegal acts or conflicts of interest; (iii) discussing selected issues with corporate counsel; and (iv) reviewing compliance with environmental codes of conduct and legislation. A-4 (h) Liaison with Other Financial Officer/Audit Committees of Subsidiary Companies The Committee shall: (i) (i) review the mandate and terms of reference of a subsidiary’s audit committee; (ii) review the financial report(s) of the subsidiary’s audit committee to its board of directors; and (iii) follow-up, as appropriate, with management, the chairperson of the audit committee or the audit partner of the subsidiary on any matters of concern. Reporting The Committee shall: 5. (i) report, through the chairperson, to the board following each meeting on the major discussions and decisions made by the Committee; (ii) report annually, through the board, to the shareholders on the Committee’s responsibilities and how it has discharged them; and (iii) review the Committee’s terms of reference annually and propose recommended changes to the board. REGULATIONS (a) The Committee shall have the power, authority and discretion delegated to it by the board which shall not include the power to change the membership of or fill vacancies in the Committee. (b) The Committee shall conform to the regulations which may from time to time be imposed upon it by the board. (c) A resolution approved in writing by the members of the Committee shall be valid and effective as if it had been passed at a duly called meeting. Such resolution shall be filed with the minutes of the proceedings of the Committee and shall be effective on the date stated thereon or on the latest date stated in any counterpart. (d) The board shall have the power at any time to revoke or override the authority given to or acts done by the Committee except as to acts done before such revocation or act of overriding and to terminate the appointment or change the membership of the Committee or fill vacancies in it as it shall see fit. (e) The Committee shall have unrestricted and unfettered access to all Company personnel and documents and shall be provided with the resources necessary to carry out its responsibilities. (f) The Committee shall have the resources and authority appropriate to discharge its duties and responsibilities, including the authority to: A-5 (g) (i) engage independent counsel, or other advisors, as it determines necessary to carry out its duties; (ii) to select and direct the payment of the compensation for any independent counsel or other advisor engaged by the Committee; and (iii) to communicate directly with the internal and external auditors. The Committee shall participate in an annual performance evaluation by the governance and nominating committee, the results of which will be reviewed by the board. A-6
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