Re: Thinking Out Loud
in response to
by
posted on
Jun 15, 2010 06:54PM
Crystallex International Corporation is a Canadian-based gold company with a successful record of developing and operating gold mines in Venezuela and elsewhere in South America
The answer is probably covered by:
8. Public Announcements
Neither party shall make any public announcement regarding this Agreement or the Transactions contemplated by this Agreement without providing an opportunity to the other party, acting reasonably, to review and comment on such announcement or press release. Recognizing that such public announcements may be required under applicable law, each party agrees to review and comment on any proposed public announcement of the other party as expeditiously as practicable.
Given Kry's track record of keeping everything quiet they must have felt this was a material event that required public disclosure.
I suggest everyone read the binding primary agreement again. Given the discussions we have had lately I think there are more nuggets to be found. The discussion of what VZ has to do raises the question of information leakage on their part had this deal not been made public.
There is also an interesting comment of tax liability. This deal is extremely complicated. The more you read the 9 pages with new knowledge the more I like it.
I believe that we have the permit ready and waiting. We will form a new JV that will hold the assets so VZ can issue the permit to a company with no apparent ties to Crystallex other than us being a shareholder in the JV. KRY and CRRC will not form the JV without
(a) the appropriate approval authority within the Government of Venezuela and CVG shall each have approved, in writing, in a form satisfactory to each of the parties, acting reasonably, the assignment of the MOC to JV Subco or alternatively, to allow for the assignment of a two-thirds interest in the MOC to CRRC or its designated affiliate;
(b) the appropriate approval authority within the Government of Venezuela shall have issued the “Permit to Impact Natural Resources” in respect of the environmental impact study relating to the development of the Project as a 20,000 tonnes/day gold mine (the “Environmental Permit”) to JV Subco or to Crystallex and CRRC (or their designated affiliates), in the latter case pro rata in accordance with their interests in the Joint Venture, in a form satisfactory to each of the parties, acting reasonably;
This will protect KRY from VZ terminating our MOC like they did to Placer Dome for breaching the agreement. IF VZ doesn't agree Kry maintains a fully legal MOC to take to arbitration.
Like I said earlier, for all those who have legitimate doubts about what is happening read the agreement over again. Every time I do I get a better feeling and understanding of why this took so long and how good it is.