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Subsidiaries Kumtor Gold Firm and Kumtor Working Firm Search Worldwide Computerized Keep Safety by way of U.S. Chapter 11 Course of; Submitting Has No Extra Monetary or Operational Impression on Centerra Gold or the Different Areas of its Enterprise
Firm Broadcasts Strategic Assessment Associated to Kumtor Gold Firm and Kumtor Working Firm of Various Avenues to Maximize Worth to Stakeholders
TORONTO, Could 31, 2021 (GLOBE NEWSWIRE) — Centerra Gold Inc. (“Centerra” or the “Firm”) (TSX: CG) (NYSE: CGAU) right now introduced extra actions to guard the pursuits of Centerra and its stakeholders in response to the unjustified seizure of the Kumtor Mine by the Authorities of the Kyrgyz Republic. The actions are designed to protect the worth of Centerra’s wholly owned subsidiaries that personal and function the Kumtor Mine, Kumtor Gold Firm (“KGC”) and Kumtor Working Firm (“KOC”), and stop any additional efforts by the Kyrgyz Authorities to strip KGC of its belongings or in any other case improperly eliminate the Kumtor Mine in violation of its funding agreements with the Firm.
In keeping with these goals, KGC and KOC right now commenced a submitting within the Southern District of New York below Chapter 11 of the federal U.S. Chapter Code. The court-supervised course of gives, amongst different issues, for a worldwide computerized keep of all claims in opposition to KGC and KOC. Centerra hopes that this internationally acknowledged, orderly restructuring course of will facilitate potential negotiations with the Kyrgyz Authorities. The Chapter 11 continuing won’t impression another areas of the Firm’s enterprise, together with the Mount Milligan Mine in Canada, the Öksüt Mine in Turkey and the molybdenum enterprise in North America.
The Firm additionally introduced that it’s conducting a strategic assessment associated to its possession of KGC and KOC that may think about options out there to reinforce worth to Centerra’s stakeholders in gentle of latest occasions involving the Kumtor Mine.
Scott Perry, President and Chief Govt Officer of Centerra, mentioned: “Now we have repeatedly requested the Kyrgyz Authorities to debate its issues with us, but it has refused to interact with us in any manner. Whereas we stay keen and out there to carry a constructive dialogue with the Kyrgyz authorities, we’ll proceed to make use of all out there authorized and monetary means to guard the pursuits of Centerra and its stakeholders from the Authorities’s concerted and premeditated effort to take management of the Kumtor Mine. Particularly, we’ll proceed to pursue arbitration proceedings to implement the longstanding agreements with the Kyrgyz Republic that give Centerra, KGC and KOC the proper to personal and function the Kumtor Mine. These agreements are ruled by New York regulation, and we anticipate the U.S. court docket proceedings will serve to additional defend Centerra’s pursuits below their phrases pending a restructuring or different decision of the dispute.”
Centerra Stays in a Sturdy Monetary Place
Centerra shouldn’t be a celebration to or affected by the Chapter 11 submitting and stays financially sturdy with greater than US$800 million in money and in extra of US$1.2 billion in liquidity as of March 31, 2021. The restructuring continuing initiated by KGC and KOC won’t impression Centerra’s different operations and companies.
KGC and KOC are at the moment solvent, with complete belongings (together with the Kumtor Mine) in extra of US$1.1 billion and no exterior financial institution debt. Centerra believes that the Kumtor Mine stays a worthwhile asset however the Kyrgyz Republic’s latest actions.
Strategic Assessment is Contemplating a Vary of Choices
Centerra has retained exterior advisors to help with its strategic assessment, which is continuing below the route of a Particular Committee of unbiased administrators of the Board. As a part of this assessment, Centerra is evaluating all doable options to protect and improve worth for its stakeholders whereas making certain that the Kyrgyz Authorities doesn’t immediately or not directly revenue from its illegal expropriation of the Kumtor Mine.
There may be no assurance that the strategic assessment, or the U.S. restructuring continuing, will result in the profitable implementation of any specific transaction or different end result. The Firm due to this fact continues to pursue all different avenues of recourse, together with arbitration and Canadian authorized proceedings.
False Environmental and Tax Claims
As beforehand famous, the Kyrgyz Republic seized the Kumtor Mine and the Authorities put in a short lived “exterior supervisor” on Could 17, 2021 in violation of its obligations to Centerra, KGC and KOC. Public statements by Authorities officers and actions taken by the “exterior supervisor” of the mine point out that the Authorities and others, together with the state-owned entity Kyrgyzaltyn JSC, intend to make use of spurious environmental and tax claims being asserted in opposition to KGC to position KGC into some type of insolvency continuing within the Kyrgyz Republic and doubtlessly strip KGC of its belongings. As a result of “exterior supervisor” taking management of the Kumtor Mine and KGC’s operations within the Republic, KGC is now not in a position to defend successfully in opposition to these claims within the Kyrgyz Republic courts.
Perry mentioned: “KGC’s operations and actions have at all times fastidiously adhered to agreements with the Kyrgyz Authorities and relevant legal guidelines, together with with regard to the atmosphere, security and taxation. We strongly imagine that the Authorities’s claims are completely with out benefit and a pretext for a cloaked type of nationalization of the Kumtor Mine with out compensation. Whereas these claims haven’t been asserted in opposition to Centerra itself, the actions of the Kyrgyz Authorities and others have compelled us to take steps to protect the worth of KGC and KOC for all our stakeholders and shine a light-weight on the true intentions of the Kyrgyz Authorities and people performing in live performance with it.”
Choose court docket paperwork and extra info may be discovered on the Firm’s investor relations web site at https://www.centerragold.com/investor/kgc-restructuring.
Centerra Gold Inc. is a Canadian-based gold mining firm targeted on working, growing, exploring and buying gold properties in North America, Asia and different markets worldwide and is among the largest Western-based gold producers in Central Asia. Centerra owns three mines, the Kumtor Mine within the Kyrgyz Republic, the Mount Milligan Mine in British Columbia, Canada and the Öksüt Mine in Turkey. Centerra’s shares commerce on the Toronto Inventory Alternate (TSX) below the image CG and on the New York Inventory Alternate (NYSE) below the image CGAU. The Firm relies in Toronto, Ontario, Canada.
Extra Toronto Inventory Alternate Disclosure
In circumstances the place a big subsidiary of a listed issuer commences Chapter 11 proceedings the TSX might conduct a assessment course of in respect of the issuer. Centerra understands that the TSX won’t begin a delisting assessment pursuant to Half VII of the TSX Firm Handbook presently, and the Firm will proceed to maintain the TSX apprised of developments.
Warning Concerning Ahead-Trying Data
Data contained on this doc which aren’t statements of historic information could also be “forward-looking info” for the needs of Canadian securities legal guidelines and inside the that means of the USA Non-public Securities Litigation Reform Act of 1995. Such forward-looking info includes dangers, uncertainties and different elements that would trigger precise outcomes, efficiency, prospects and alternatives to vary materially from these expressed or implied by such ahead trying info. The phrases “imagine”, “anticipate”, “anticipate”, “ponder”, “plan”, “intends”, “proceed”, “funds”, “estimate”, “might”, “will”, “schedule”, “perceive” and comparable expressions establish forward-looking info. These forward-looking statements relate to, amongst different issues: the U.S. restructuring continuing and its potential to learn Centerra and its stakeholders, together with the flexibility to guard KGC, KOC and Centerra’s stakeholders from future actions of the Kyrgyz Authorities; the anticipated impression of the U.S. restructuring continuing on Centerra’s different operations and companies; the intentions and methods of the Authorities of the Kyrgyz Republic and others, together with Kyrgyzaltyn JSC, referring to KGC and the Kumtor Mine; the worth of the Kumtor Mine to Centerra and its stakeholders; the strategic assessment course of, together with the potential of the strategic assessment course of to protect or improve worth for the Firm’s stakeholders and the Firm’s capability to establish and consummate any such potential transactions; the benefit of the Kyrgyz Authorities’s environmental and tax claims and anticipated determinations thereon in arbitration and U.S. court docket proceedings; and Centerra’s pursuit of different authorized avenues to, and its capability to, defend the Firm and its stakeholders in opposition to actions of the Authorities of the Kyrgyz Republic and others.
Ahead-looking info is essentially primarily based upon a variety of estimates and assumptions that, whereas thought-about cheap by Centerra, are inherently topic to important technical, political, enterprise, financial and aggressive uncertainties and contingencies. Recognized and unknown elements might trigger precise outcomes to vary materially from these projected within the forward-looking info. Components and assumptions that would trigger precise outcomes or occasions to vary materially from present expectations embody, amongst different issues: the continued imposition by the Kyrgyz Authorities of exterior administration on the KGC or the prolongation of such exterior administration; the continuing failure of the Kyrgyz Republic Authorities to adjust to its persevering with obligations below the 2017 Strategic Settlement on Environmental Safety and Funding Promotion and the 2009 Restated Mission Agreements governing the Kumtor Mine; the Kyrgyz Authorities nationalizing or expropriating the Kumtor mine, or using the purported environmental and tax claims being asserted in opposition to KGC to strip KGC of its belongings; the failure of the Kyrgyz Republic, its instrumentalities or others to adjust to the automated worldwide keep of all claims in opposition to KGC and KOC; the flexibility of KGC and KOC to pursue restructuring proceedings below Chapter 11 of the U.S. Chapter Code; continued actions by the Kyrgyz Republic Authorities or any state company or the Common Prosecutor’s Workplace that serve to limit or in any other case intervene with the fee of funds by KGC and KOC to Centerra; useful resource nationalism together with the administration of exterior stakeholder expectations; the impression of adjustments in, or to the extra aggressive enforcement of, legal guidelines, laws and authorities practices, together with unjustified civil or prison motion in opposition to the Firm, its associates or its present or former staff, together with the interplay of claims of hurt to the atmosphere or human well being with the brand new Kyrgyz Republic regulation that enabled imposition of exterior administration on the Kumtor Mine by the Kyrgyz Republic Authorities; potential impression on the Kumtor Mine of investigations by Kyrgyz Republic instrumentalities; the shortcoming of the Firm and its subsidiaries to implement their authorized rights in sure circumstances or to gather on any favorable arbitral judgement awarded in opposition to the Kyrgyz Republic; different political dangers related to the Firm’s operations within the Kyrgyz Republic; the presence of a big shareholder that could be a state-owned firm of the Kyrgyz Republic; the U.S. restructuring continuing doubtlessly having an impression on Centerra or any of its different companies or operations, and the impression adversely affecting the Firm or any of its different companies or operations; the Firm’s capability to establish potential transactions by way of the strategic assessment course of, efficiently implement such transactions, and obtain anticipated advantages therefrom; that Centerra’s shares will proceed buying and selling on the TSX and/or NYSE; Centerra’s capability to entry sources of debt and fairness capital, if wanted; and Centerra’s capability to make capital investments and the quantities of capital investments in its different companies and operations. For extra threat elements, please see part titled “Dangers Components” within the Firm’s most just lately filed Annual Data Type out there on SEDAR at www.sedar.com and EDGAR www.sec.gov/edgar.
There may be no assurances that forward-looking info and statements will show to be correct, as many elements and future occasions, each recognized and unknown might trigger precise outcomes, efficiency or achievements to fluctuate or differ materially from the outcomes, efficiency or achievements which can be or could also be expressed or implied by such forward-looking statements contained herein or integrated by reference. Accordingly, all such elements needs to be thought-about fastidiously when making selections with respect to Centerra, and potential traders mustn’t place undue reliance on forward-looking info. Ahead-looking info is as of Could 31, 2021. Centerra assumes no obligation to replace or revise forward-looking info to replicate adjustments in assumptions, adjustments in circumstances or another occasions affecting such forward-looking info, besides as required by relevant regulation.
For extra info:
John W. Pearson
Vice President, Investor Relations
Extra info on Centerra is out there on the Firm’s website at www.centerragold.com on SEDAR at www.sedar.com and on EDGAR at www.sec.gov/edgar.
PDF out there: https://ml.globenewswire.com/Resource/Download/c67e53d8-7315-4306-bb87-69cf9c9f4c16