Gold Reserve Inc. Announces Notification of Delisting from NYSE Amex
21 Juni 2011 - 3:27PM
Business Wire
Gold Reserve Inc. (TSX:GRZ) (NYSE-Amex:GRZ) has received a
written notice dated June 20, 2011, that the NYSE Amex LLC (the
“Exchange”) intends to file a delisting application with the United
States Securities and Exchange Commission (the “SEC”) to remove the
Company's common shares from being listed on the Exchange. This
determination, which the Company intends to appeal, was made based
on the Exchange staff's position that the Company is not in current
compliance with certain listing standards of the Exchange set forth
in the NYSE Amex Company Guide (the "Company Guide").
Specifically, the Exchange staff has determined that following
the seizure of the Brisas Project by the Government of Venezuela,
the Company has become subject to Section 1002(c) of the Company
Guide, which states that “The Exchange, as a matter of policy, will
consider the suspension of trading in, or removal from listing or
unlisted trading of, any security when, in the opinion of the
Exchange the issuer has sold or otherwise disposed of its principal
operating assets, or has ceased to be an operating company.”
Further, in the Exchange staff’s opinion, the Company no longer
complies with Section 1003(c)(i) of the Company Guide because
“since substantially all of the company’s operations from 1992 to
2008 were related to the development of the Brisas Project, the
Company has substantially discontinued the business that it
conducted at the time it was listed or admitted to trading, in that
it has essentially been forced to abandon its only source of
operations.” Because of this, the Exchange believes the Company is
no longer an operating company for the purposes of continued
listing on the Exchange.
In accordance with Sections 1203 and 1009(d) of the Company
Guide, the Company has a limited right to appeal the Exchange
staff’s determination by requesting an oral hearing or a hearing
based on a written submission before a Listing Qualifications
Panel. The Company’s written request for a hearing must be received
by the Exchange by June 27, 2011. The Company plans on exercising
its right to appeal the Exchange staff’s determination, but there
can be no assurance that the Company’s request for continued
listing following the appeal will be granted.
The Company's international arbitration against the Republic of
Venezuela regarding the illegal expropriation of its Venezuelan
properties is proceeding well but there are no material
developments with respect to the case at this time. The Company is
also pursuing possible settlement of the arbitration but no
assurances can be given at this time that it will be successful in
reaching a settlement. The time table remains intact with Gold
Reserve required to submit its reply on July 15, 2011 to
Venezuela's counter memorial. The hearing on the merits is still
scheduled for February 6, 2012.
The Company is continuing to pursue the sale of equipment
purchased for the Brisas project. The sale of this equipment will
allow us to work with the Company's note holders on a possible
restructuring or retirement of the notes as well as continue to
pursue new opportunities in the mining industry.
Please visit our website at www.goldreserveinc.com under
Investor Relations: SEDAR Filings or SEC Filings.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS
This release contains forward-looking statements that state Gold
Reserve's or its management's intentions, hopes, beliefs,
expectations or predictions for the future. In this release,
forward-looking statements are necessarily based upon a number of
estimates and assumptions that, while considered reasonable by
management at this time, are inherently subject to significant
business, economic and competitive uncertainties and
contingencies.
We caution that such forward-looking statements involve known
and unknown risks, uncertainties and other risks that may cause the
actual outcomes, financial results, performance, or achievements of
Gold Reserve to be materially different from our estimated
outcomes, future results, performance, or achievements expressed or
implied by those forward-looking statements.
Numerous factors could cause actual results to differ materially
from those in the forward-looking statements, including without
limitation: the outcome of our arbitration under the Additional
Facility Rules of the International Centre for Settlement of
Investment Disputes of the World Bank, in Washington D.C. to
determine compensation claimed by us resulting from our claims
against the Venezuelan government and its agents and agencies;
corruption and uncertain legal enforcement; political and social
instability; requests for improper payments; competition with
companies that are not subject to or do not follow Canadian and
U.S. laws and regulations; regulatory, political and economic risks
associated with Venezuela including changes in laws and legal
regimes; the result or outcome of the litigation regarding the
enjoined hostile takeover bid for us; impact of currency, metal
prices and metal production volatility; our dependence upon the
abilities and continued participation of certain key employees; the
value of our 5.50% senior subordinated convertible notes due on
June 15, 2022 and potential volatility of our Class A common shares
(also referred to herein as "Common Shares"), including potential
dilution as a result of the conversion of the convertible notes
into our common shares by either us or the holder; the prospects
for exploration and development of alternative projects by us; the
potential delisting of our Common Shares and uncertainty regarding
any appeal thereof; and risks normally incident to the exploration,
development and operation of mining properties.
This list is not exhaustive of the factors that may affect any
of Gold Reserve's forward-looking statements. Investors are
cautioned not to put undue reliance on forward-looking statements.
All subsequent written and oral forward-looking statements
attributable to Gold Reserve or persons acting on its behalf are
expressly qualified in their entirety by this notice. Gold Reserve
disclaims any intent or obligation to update publicly or otherwise
revise any forward-looking statements or the foregoing list of
assumptions or factors, whether as a result of new information,
future events or otherwise, subject to its disclosure obligations
under applicable rules promulgated by the SEC.
In addition to being subject to a number of assumptions,
forward-looking statements in this release involve known and
unknown risks, uncertainties and other factors that may cause
actual results and developments to be materially different from
those expressed or implied by such forward-looking statements,
including those factors outlined in the "Cautionary Statement
Regarding Forward-Looking Statements" and "Risks Factors" contained
in Gold Reserve's filings with the Canadian provincial securities
regulatory authorities and U.S. Securities and Exchange Commission,
including Gold Reserve's Annual Information Form and Annual Report
on Form 10-K for the year ended December 31, 2010, filed with the
Canadian provincial securities regulatory authorities and U.S.
Securities and Exchange Commission, respectively.
FOR FURTHER INFORMATION:
Internet – www.goldreserveinc.com
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