Gold Reserve Inc. Announces Notification of Delisting from NYSE Amex
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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
Gold Reserve Inc.
A. Douglas Belanger, President, 509-623-1500
Fax
509-623-1634