VANCOUVER, July 10, 2014 /PRNewswire/ - The Board of
Directors of China Gold International Resources Corp. Ltd. (TSX:
CGG; HKEx: 2099) (the "Company", the "Guarantor" or "China Gold
International Resources") is pleased to announce that on
July 10, 2014, the Company, its
wholly-owned subsidiary, Skyland Mining (BVI) Limited (the
"Issuer"), China National Gold Group Corporation (the "Keepwell
Provider") and Joint Lead Managers as defined below, have entered
into a subscription agreement (the "Subscription Agreement")
pursuant to which the Issuer has agreed to issue to the Joint Lead
Managers, and the Joint Lead Managers have agreed, severally and
not jointly, to subscribe for bonds (the "Offer") in an aggregate
principal amount of US$500 million
(equivalent to approximately HK$3,900
million) at an issue price of 99.634% (the "Bonds") bearing
interest at the rate of 3.5% with a maturity date of
July 17, 2017, rated BBB- by Standard
& Poor's.
The Bonds will be unconditionally and irrevocably guaranteed by
the Company.
The net proceeds of the Offer will be used for working capital,
capital expenditures and general corporate purposes of the
Company.
The Joint Lead Managers are Standard Chartered Bank, Citigroup
Global Markets Limited, Merrill Lynch International and CCB
International Capital Limited.
The Bonds are not being and will not be sold, issued, delivered
or offered directly or indirectly in Canada or to, or for the benefit of, any
resident of Canada, or for others
to resale, directly or indirectly, in Canada or to, or for the benefit of, any
resident of Canada, except as
otherwise permitted under applicable Canadian laws and regulations.
An application will be made to The Stock Exchange of Hong Kong
Limited for the listing of, and permission to deal in the Bonds by
way of debt issues to qualified professional investors only and
such permission is expected to become effective on or about
18 July 2014. The Bonds and the
guarantee have not been and will not be registered under the
Securities Act and may not be offered or sold within the United States except in certain
transactions exempt from, or not subject to, the registration
requirements of the Securities Act. Furthermore, none of the
Bonds will be offered to the public in Hong Kong other than to "professional
investors" as defined in the Securities and Futures Ordinance (Cap.
571) of Hong Kong.
Mr. Bing Liu, CEO of the Company, noted, "This is the first time
our Company has successfully managed a bond offering thus adding
another financing option to enable us aggressively pursue our
growth strategy," Mr. Liu said.
Closing of the Subscription Agreement is subject to the
satisfaction and/or waiver of the Conditions of the Subscription
Agreement. As the Subscription Agreement may or may not close,
shareholders of the Company and prospective investors are advised
to exercise caution when dealing in the securities of the
Company.
The Offering Circular to be distributed to prospective investors
of the Bonds will contain certain financial and other information
relating to the Company.
About China Gold International Resources
China Gold International Resources Corp. Ltd. is based in
Vancouver, BC, Canada and operates both profitable and
growing mines, the CSH Gold Mine in Inner Mongolia, and the Jiama
Copper-Gold Polymetallic Mine in Tibet Autonomous Region of
the People's Republic of China.
The Company's objective is to continue to build shareholder value
by growing production at its current mining operations, expanding
its resource base, and aggressively acquiring and developing new
projects internationally. The Company is listed on the Toronto
Stock Exchange (TSX: CGG) and the Main Board of The Stock Exchange
of Hong Kong Limited (HKEx: 2099).
For a detailed look at the financial statements and MD&A for
the quarter ended March 31, 2014,
please visit the Company's website at www.chinagoldintl.com, The
Stock Exchange of Hong Kong Limited's website at www.hkex.com.hk or
SEDAR at www.sedar.com.
Cautionary Note About Forward-Looking
Statements
Certain information regarding China Gold International
Resources contained herein may constitute forward-looking
statements within the meaning of applicable securities laws.
Forward-looking statements may include estimates, plans,
expectations, opinions, forecasts, projections, guidance or other
statements that are not statements of fact. Although China Gold
International Resources believes that the expectations reflected in
such forward-looking statements are reasonable, it can give no
assurance that such expectations will prove to have been correct.
China Gold International Resources cautions that actual performance
will be affected by a number of factors, most of which are beyond
its control, and that future events and results may vary
substantially from what China Gold International Resources
currently foresees. Factors that could cause actual results to
differ materially from those in forward-looking statements include
market prices, exploitation and exploration results, continued
availability of capital and financing and general economic, market
or business conditions. The forward-looking statements are
expressly qualified in their entirety by this cautionary statement.
The information contained herein is stated as of the current date
and subject to change after that date.
SOURCE China Gold International Resources Corp. Ltd.