TORONTO, ONTARIO, Jun 07 (MARKET WIRE) —
Crystallex International Corporation (TSX: KRY)(NYSE Amex: KRY) announced
today that it has signed a binding agreement (the “Agreement”)
with China Railway Resources Group Co. Ltd. (“CRRC”) to create
a strategic partnership for the development of the Las Cristinas gold
project in Bolivar State, Venezuela (“Las Cristinas”). China
Railway Engineering Corporation (“CREC”) is the world’s largest
contracting and engineering company and one of the world’s 150 largest
companies. It is one of China’s largest state-owned companies with the
majority of its shares held by the People’s Republic of China.
CRRC and Crystallex have met with the Government of Venezuela to apprise
them of this strategic partnership and are very pleased by the Government
of Venezuela’s expression of support. Both Crystallex and CRRC are
working closely with Venezuelan officials to obtain the approvals and
permits required to bring Las Cristinas into production. The advancement
of Las Cristinas will benefit all stakeholders and especially the people
of Venezuela, particularly in Bolivar State.
Under the terms of the Agreement, CRRC is leading the efforts of the
strategic partnership to unblock the stalled environmental permitting
process for Las Cristinas and will provide the necessary project capital
to develop the project to commercial production at an optimized mining
Upon completion of the transactions contemplated by the Agreement,
Crystallex will hold a one-third fully carried interest in the Las
Cristinas Joint Venture and CRRC will have a two-thirds interest.
Crystallex will contribute the Las Cristinas Mine Operating Contract,
Feasibility Study, all design and engineering already completed by
Crystallex and other project assets. CRRC will provide the necessary
construction and operating capital to fund project development, optimized
expansion and operation and will be responsible for construction of the
project. Crystallex will pay for its one-third carried interest of the
capital costs provided by CRRC from its share of future cash flows from
the project. In addition, CRRC will assist Crystallex to retire the
outstanding noteholders’ obligations; will provide a construction
guarantee; and has agreed to make an equity investment in Crystallex
following closing of the transactions, at a share price based on the then
prevailing market price of the common shares of Crystallex.
CRRC had previously advanced Crystallex US$2.5 million during the
negotiation of this Agreement. Subject to requisite regulatory and
shareholder approvals, this US$2.5 million advance is convertible into
common shares of Crystallex at a price of Cdn$0.40 per share. CRRC shall
also have a onetime option to convert a portion of funds advanced to
Crystallex to satisfy its obligation to the noteholders into common
shares of Crystallex at a price of Cdn$0.40 per share for a period of
five years from the date of funding, provided that CRRC and its
affiliates shall beneficially own not more than 19.9% of the outstanding
common shares of Crystallex after giving effect to such conversion. CRRC
shall have the right to maintain its pro rata equity interest in
Crystallex to a maximum of 19.9% of the outstanding shares.
The closing of the transactions contemplated by the Agreement is subject
to the applicable regulatory, government and shareholder approvals,
satisfaction or waiver of all conditions contained in the Agreement and
the execution and delivery of all closing documents including final
definitive agreements which are being prepared and are expected to be
completed before July 30, 2010. A meeting of Crystallex’s shareholders to
approve the transactions is expected to be held in August, 2010 with
closing expected in the third quarter of 2010. A copy of the Agreement
will be filed on www.sedar.com within 24 hours of this release.
Crystallex’s financial advisors are Macquarie Capital Markets Canada
Ltd., GMP Securities L.P. and Kingsway International Holdings Limited and
its legal advisors are Cassels Brock & Blackwell LLP.
CREC runs a spectrum of businesses covering surveying and designing,
construction and installation, manufacturing, R&D, technical consulting,
capital management as well as international economic and trade
activities. CREC is the largest civil construction enterprise in the
world, and the largest Asian and Chinese railway, road and tunnel
construction contractor. It has a leading position in China’s
construction market, and participates in many large-scale infrastructure
projects overseas (especially in countries in Southeast Asia and Africa).
CREC is currently constructing a US$7.5 billion railway project in
Venezuela linking southwestern Cojedes State and the eastern Anzoategui
CRRC is the wholly-owned resource subsidiary of CREC with mining projects
in Africa, Australia, Central Asia, Ecuador and Panama.
Crystallex International Corporation is a Canadian based company, whose
principal asset is its interest in the Las Cristinas gold project located
in Bolivar State, Venezuela. Crystallex shares trade on TSX (symbol: KRY)
and NYSE-Amex (symbol: KRY).
Las Cristinas gold project
An updated Technical Report filed on SEDAR by Crystallex in November 2007
estimated the Las Cristinas gold Reserves and Resources as follows:
Proven and Probable Reserves were estimated at 16.86 million ounces of
gold (464 million tonnes with an average gold grade of 1.13g/t) based on
a US$550 gold price assumption. The reserve estimate was comprised of 113
million tonnes at a gold grade of 1.24g/t (4.48 million ounces) in Proven
Reserves and 351 million tonnes at a grade of 1.10g/t (12.38 million
ounces) in Probable Reserves.
Measured and Indicated Resources were estimated at 20.76 million ounces
(629 million tonnes with an average gold grade of 1.03g/t, which
comprises 146 million tonnes at a gold grade of 1.14g/t (5.38 million
ounces) in Measured Resources and 483 million tonnes at a grade of
0.99g/t (15.38 million ounces) in Indicated Resources.
Inferred Resources, which did not contribute towards the Proven and
Probable Reserves, were estimated at 6.28 million ounces (230 million
tonnes at an average gold grade of 0.85g/t).
For further details of the Reserves and Resources, see Crystallex’s 2009
Annual Information Form filed on SEDAR at www.sedar.com.
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS: This press release
contains forward-looking statements within the meaning of the United
States Private Securities Litigation Reform Act of 1995 and applicable
Canadian securities laws, including: statements relating to the expected
timing of completion of the transactions contemplated by the Agreement,
estimated reserves and resources at Las Cristinas; anticipated results of
drilling programs, feasibility studies or other analyses; the potential
to increase reserves and expand production, at Las Cristinas;
Crystallex’s projected construction and production schedule, and cost and
production estimates, for Las Cristinas; and management’s statements
regarding its expectations regarding mining in Venezuela. Forward-looking
statements are based on estimates and assumptions made by Crystallex in
light of its experience and perception of historical trends, current
conditions and expected future developments, as well as other factors
that Crystallex believes are appropriate in the circumstances. Many
factors could cause Crystallex’s actual results, performance or
achievements to differ materially from those expressed or implied by the
forward looking statements, including: the conditions to the transactions
contemplated by the Agreement not being satisfied, gold price volatility;
impact of any hedging activities, including margin limits and margin
calls; discrepancies between actual and estimated production, between
actual and estimated reserves, and between actual and estimated
metallurgical recoveries; mining operational risk; regulatory
restrictions, including environmental regulatory restrictions and
liability; risks of sovereign investment; speculative nature of gold
exploration; dilution; competition; loss of key employees; additional
funding requirements; and defective title to mineral claims or property.
These factors and others that could affect Crystallex’s forward-looking
statements are discussed in greater detail in the section entitled
“Risk Factors” in Crystallex’s Annual Information Form (which
is included in the Annual Report on Form 40-F that Crystallex files with
the United States Securities and Exchange Commission (the
“SEC”) and elsewhere in documents filed from time to time with
the Canadian provincial securities regulators, the SEC and other
regulatory authorities. These factors should be considered carefully, and
persons reviewing this press release should not place undue reliance on
forward-looking statements. Crystallex has no intention and undertakes no
obligation to update or revise any forward-looking statements in this
press release, except as required by law.
Investor Relations Contact:
Crystallex International Corporation
Richard Marshall, VP
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