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Byway of example Gold Reserve claims that the Bid was not a premium bid

Rusoro will vigorously defend itself againstall of the allegations made in Gold Reserve's injunction application toensure that Gold Reserve shareholders have the opportunity to accept ourpremium offer.Also on December 30, 2008, the Gold Reserve board of directors issuedtheir response circular (the "GRZ Circular") in connection with the Bid.In the GRZ Circular, Gold Reserve made unfounded allegations includingattacks on the Bid as well as Rusoro's financial and operating record. Byway of example:- Gold Reserve claims that the Bid was not a premium bid. This is untrue.As of December 12, 2008 (the last trading day before the Bid wasannounced), the Bid represented a value of C$1.08 per Gold Reserve share,a premium of 140 on the closing prices and 209 on the 30-day volumeweighted average prices, using Rusoro's and Gold Reserve's share pricesfor the relevant trading days on the TSX Venture Exchange and the TorontoStock Exchange respectively. Rusoro is confident that it has provided allrequired financial disclosure in its public filings.

Furthermore,this litigation firm went to great lengths to confirm that Rusoro hadprepared its statements in accordance with Canadian Generally AcceptedAccounting Principles ("GAAP") Rusoro also reconciled its relevantfinancials to U.S. GAAP for the benefit of Gold Reserve's U.S.shareholders.- Gold Reserve hired a technical consulting firm to attack Rusoro'stechnical disclosure. Alternatively, Gold Reservesuggests that on a fully-diluted basis the pro-rata ownership of GoldReserve shareholders would decrease to 22. For this dilution to occur,US$80 million in debt would be eliminated from Rusoro's balance sheet andan additional US$425 million in cash would be generated for the combinedcompany, at an average price of C$3.58 per Rusoro share (using the noonBank of Canada exchange rate on January 2, 2009 of C$1.2107/US$).

- Gold Reserve challenges Rusoro's ability to operate in Venezuela byimplying that Rusoro does not have a constructive working relationshipwith the Venezuelan authorities This claim is unfounded. Sincecommencing operations, the Rusoro team has repeatedly demonstrated itsability to operate successfully in Venezuela by being able to: Restart the Choco 10 mine shortly after its acquisition after it hadbeen effectively shut down as a result of both permitting and labourissues; Restart the Isidora mine shortly after its acquisition after it hadbeen effectively shut down as a result of both permitting and labourissues; Permit and develop its San Rafael/El Placer project operations whichare expected to reach commercial production in 2010; Establish the first mixed enterprise joint venture of its kind withthe Venezuelan government in the mining industry regarding the Isidoragold mining assets as part of its acquisition; Resolve and duly settle the legacy legal proceedings instigated byFerrominera del Orinoco in 2004 against, Promotora Minera de VenezuelaS.A ("PMV"). These proceedings were initiated before PMV was part of theRusoro group Rusoro acquired PMV as of November 30, 2007. - Gold Reserve claims that Rusoro has material information regarding GoldReserve's Choco 5 property as a result of trespass This claim isunfounded. Condemnation drilling isdrilling for the purpose of confirming that no mineral resources arepresent in a certain area, and in this case, Rusoro wanted to confirmthat no gold was in the area of a proposed pit wall. As expected, thecondemnation drilling showed the rock to be barren Rusoro communicatedthis fact to Gold Reserve. - Finally, Gold Reserve implies that Rusoro does not have the operatingability to bring value to shareholders This claim is unfounded.

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