One Valley Peru S.A.C. entered into a share purchase agreement to acquire Karmin Peru S.A.C. from Karmin Exploration Inc. (TSXV:KAR) for $25 million on July 25, 2018. The purchase price for the shares of Karmin Peru to be satisfied in full through the issuance by VI Mining Plc, parent of One Valley Peru, of 5.75 million ordinary shares in its capital. 5.32 million consideration shares will be issued on completion with the balance on the passing of relevant resolutions at the annual general meeting of VI Mining to be held on or about September 17, 2018. The agreement also provides that to the extent the volume weighted average price for the 30 days prior to the second anniversary of closing, the year 2 volume weighted average price, is less than the volume weighted average price, then VI Mining will issue to Karmin additional ordinary shares. Pursuant to the terms of the purchase agreement, Karmin and VI Mining Plc have entered into a lock-up agreement whereby Karmin has agreed to restrict its ability to sell the consideration shares until March 2, 2020. For the year ended April 30, 2018, Karmin Peru reported nil revenues. The closing of the transaction remains subject to the approval of the TSX Venture Exchange and the satisfaction of certain other regulatory conditions expected shortly. Richard Potts of Daniel Stewart & Company Plc acted as corporate advisor and broker to VI Mining. Ian Mitchell of Gowling WLG International Limited acted as legal advisor to Karmin Exploration Inc. (TSXV:KAR). One Valley Peru S.A.C. completed the acquisition of Karmin Peru S.A.C. from Karmin Exploration Inc. (TSXV:KAR) for $6.1 million on January 27, 2019. As on January 27, 2019, all closing conditions contained within the purchase agreement have been satisfied and Karmin has received 5.8 million ordinary shares in the capital of VI Mining.