Crystallex Intl Corp : CORRECTION: Crystallex Draws Down Second Tranche of DIP Facility and Announces Appointment of Two Directors
06/27/2012| 05:02pm US/Eastern

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TORONTO, ONTARIO -- (MARKETWIRE) -- 06/27/12 -- The
following corrects and replaces the release issued at 3:02 pm
ET on June 27, 2012. The ticker symbol in the original
version was incorrect and should have been OTCBB:CRYFQ. The
complete and corrected release follows.
Crystallex International Corporation (OTCBB:CRYFQ)
("Crystallex" or the "Company") announced
today that it has drawn down an additional amount of US$8
million (for an aggregate total of US$21 million) under the
terms of the credit agreement (the "Credit
Agreement") governing the Company's
debtor-in-possession US$36 million term loan facility
provided by an entity managed by Tenor Capital Management
Company LP (together with any successors, assigns or
transferees as permitted, the "Lender"). These
funds will be used to fund the Company's operations,
including the prosecution of its arbitration claim against
the government of Venezuela.
As disclosed on April 23, 2012, as a result of such draw
down, the Company has provided to the Lender, in accordance
with the provisions of the Credit Agreement and a conversion
and voting agreement, additional compensation which is
dependent on the amount of the net proceeds realized from an
award or settlement in respect of the Company's
arbitration with the government of Venezuela and which, at
the option of the Lender, could be converted into up to 35%
of the equity of the Company.
In addition, the Credit Agreement requires certain changes to
the governance of Crystallex. The Lender has been provided
with the right to appoint 2 of the 5 directors of the
Company, and as a result Mr. Michael Brown and Mr. Johan C.
van't Hof, each of whom voted in favor of the Credit
Agreement, have voluntarily resigned from the Board in order
to enable Mr. Robin Shah and Mr. David Kay, the nominees of
the Lender, to join the Board.
Mr. Shah founded Tenor Capital when the firm was spun off
from Putnam Lovell NBF (PLNBF) in July 2004. Mr. Shah joined
PLNBF in July 2003, from JP Morgan, to establish a
proprietary trading relative value convertible arbitrage
effort. At J.P. Morgan, Mr. Shah was a senior trader in the
proprietary Convertibles and Relative Value Group. Prior to
joining the Convertibles and Relative Value Group, Mr. Shah
was a member of the Equity Derivatives Research team, the
Fixed Income Derivatives Trading team, and the Fixed Income
proprietary trading group at J.P. Morgan. Mr. Kay joined
Tenor in October of 2009. Previously, Mr. Kay worked at
Jefferies & Company as a senior associate in the
Restructuring and Recapitalization Group and at Akin Gump
Strauss Hauer & Feld as an attorney in the Financial
Restructuring Group.
The Board has appointed Harry Near as "Designated
Director" and has delegated certain powers to him,
including the conduct of the proceedings under the
Companies' Creditors Arrangement Act and certain
related matters. However, before making any decision
regarding such delegated matters, Mr. Near will be required
to consult with the newly established Advisory Panel of the
Company. The members of the Advisory Panel are Messrs. Near,
Brown and van't Hof. Mr. Near has agreed to serve as the
Designated Director for a minimum period of three months. The
Board has also agreed that certain transactions will be
subject to the approval of the Board, including the approval
of one of the Lender's nominees. Additional information
relating to the Credit Agreement and these governance matters
(including a copy of the Credit Agreement) are available at
www.sedar.com under the
Company's profile and on the monitor's website at www.ey.com/ca/crystallex.
Mr. Fung, the Chairman and Chief Executive Officer of
Crystallex stated, "I wish to thank Michael and Johan
for their selfless service to Crystallex as directors and I
am pleased that they will continue to provide the Company
with their valuable advice as members of the Advisory
Panel". He also noted that, "Crystallex will be
well served by having Robin Shah and David Kay as directors
as their experience and knowledge will prove helpful to the
Company as it seeks to recover value from its Las Cristinas
investment."
Crystallex also announced that the shareholder rights plan
agreement (the "Rights Plan") dated as of June 22,
2006 with CIBC Mellon Trust Company, as rights agent, which
was last reconfirmed by the shareholders of the Company at a
shareholders' meeting held on June 24, 2009, will
terminate on June 30, 2012. In light of the fact that the
Company has obtained a Court order to delay its annual
shareholders' meeting, the shareholders of the Company
will not be able to reconfirm the Rights Plan as required,
and therefore the Rights Plan will terminate. The
Company's shareholder rights plan agreement of March 16,
2012 remains in force.
About Crystallex
Crystallex International Corporation is a Canadian based
mining company, with a focus on acquiring, exploring,
developing and operating mining projects. Crystallex has
successfully operated an open pit mine in Uruguay and
developed and operated three gold mines in Venezuela. The
Company's principal asset is its international claim in
relation to its investment in the Las Cristinas gold project
located in Bolivar State, Venezuela.
SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS: Certain
statements included or incorporated by reference in this
press release, constitute forward-looking statements. The
words "believe," "expect,"
"anticipate," "contemplate,"
"target," "plan," "intends,"
"continue," "budget,"
"estimate," "may," "schedule"
and similar expressions identify forward-looking statements.
Forward-looking statements include, among other things,
statements regarding the Company obtaining a successful
result in connection with the arbitration. Forward-looking
statements are necessarily based upon a number of estimates
and assumptions that, while considered reasonable by the
Company, are inherently subject to significant business,
economic, financial, competitive, political and social
uncertainties and contingencies. Many factors could cause the
Company's actual results to differ materially from those
expressed or implied in any forward-looking statements made
by, or on behalf of, the Company. Investors are cautioned
that forward-looking statements are not guarantees of future
performance and, accordingly, investors are cautioned not to
put undue reliance on forward-looking statements due to the
inherent uncertainty therein. For more information on the
risks, uncertainties and assumptions that could cause the
Company's actual results to differ from current
expectations, please refer to the Company's public
filings available under the Company's profile on SEDAR at
www.sedar.com (including,
in particular, the "Risk Factors" section of the
Company's annual information form dated March 31, 2011
and the Company's management's discussion and
analysis of financial position and results of operations for
the nine month period ended September 30, 2011, incorporated
herein by reference) and the documents relating to the CCAA
proceedings available on the Monitor's website.
Forward-looking statements are made as of the date of this
press release, and the Company disclaims any intent or
obligation to update publicly such forward-looking
statements, whether as a result of new information, future
events or results or otherwise, except as required by law.
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