China Gold International Resources Corp. Ltd.

China Gold International Resources Corp. Ltd.

November 23, 2010 09:15 ET

China Gold International Resources Announces Pricing of Global Equity Offering

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Nov. 23, 2010) - China Gold International Resources Corp Ltd. (TSX:CGG) (the "Company") announced today that the previously announced global offering of 53,660,000 of its Shares (the "Global Offering") has been priced at Hong Kong dollars 44.68 (US$5.76) per Share. The Company has entered into underwriting agreements in connection with the Global Offering and related dual primary listing of the Company's Common Shares on the Main Board of The Stock Exchange of Hong Kong Limited (the "Hong Kong Stock Exchange"), to raise total gross proceeds of approximately 2.4 billion Hong Kong dollars (approximately US$309 million). The Global Offering will complete concurrent with the Skyland Acquisition and trading will commence on HKSE immediately thereafter, which is expected to occur on or about December 1, 2010.

Pursuant to the underwriting agreements, the Company will grant to the International Underwriters an option (the "Option") to purchase up to an aggregate of 8,049,000 additional Shares, representing approximately 15% of the number of shares initially offered in the Global Offering to, among other things, cover over-allocations (if any) in the International Offering. If the International Underwriters or their representative fully exercise the Option, the expected gross proceed from the Global Offering will include an additional approximately 360 million Hong Kong dollars (approximately US$46 million).

The Global Offering is being conducted through Citigroup Global Markets Asia Limited as the sole global coordinator and sole sponsor, and also as joint bookrunners and joint lead managers of the Global Offering together with BOC International. Upon completion of the Global Offering, all Shares of the Company will be traded on the Hong Kong Stock Exchange under stock code 2099 and on the Toronto Stock Exchange under the symbol "CGG".

A copy of the Hong Kong Prospectus has been filed on Sedar and is available for review on the Company's profile on Sedar at

This press release is not an offer to sell securities in the United States or in any other jurisdictions. Securities may not be offered or sold in the United States unless registered pursuant to the U.S. Securities Act of 1933, as amended, or exempt from such registration requirement. The Company does not intend to register securities or conduct a public offering in the United States. 

About China Gold International Resources Corp. Ltd.:

China Gold International Resources Corp. Ltd. is a mining company whose principal property is the CSH Gold Mine. The Company began producing gold at the CSH Gold Mine in July 2007. The Company's shares are listed on the TSX under the symbol "CGG". China National Gold Group Corporation, a Chinese state-owned enterprise owns approximately 39% of China Gold International Resources Corp. Ltd. shares.

Forward-looking statements

Certain statements made herein, and other statements relating to matters that are not historical facts and statements of our beliefs, intentions and expectations about developments, results and events which will or may occur in the future, constitute "forward-looking information" within the meaning of applicable securities legislation . Forward-looking information and statements are typically identified by words such as "anticipate", "could", "should", "expect", "seek", "may", "intend", "likely", "plan", "estimate", "will", "believe" and similar expressions suggesting future outcomes or statements regarding an outlook. All such forward-looking information and statements are based on certain assumptions and analysis made by China Gold International Resources Corp Ltd management in light of their experience and perception of historical trends, current conditions and expected future developments, as well as other factors management believes are appropriate in the circumstances. These statements, however, are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information or statements. Important factors that could cause actual results to differ from these forward-looking statements include those described under the heading "Risks and Uncertainties" elsewhere in the Company's MD&A filed at The reader is cautioned not to place undue reliance on forward-looking information or statements. Except as required by law the Company does not assume the obligation to revise or update these forward looking statements after the date of this document or to revise them to reflect the occurrence of future, unanticipated events.

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