Crew Gold Corporation

Crew Gold Corporation

December 04, 2009 15:21 ET

Crew Gold Corporation Announces Closing of Debt Restructuring

LONDON, UNITED KINGDOM--(Marketwire - Dec. 4, 2009) - ("Crew" or "the Company") (TSX:CRU) (OSLO:CRU) Crew Gold Corporation today announced that the conditions to its debt restructuring proposal (the "Restructuring") have been satisfied and the Company has issued approximately 2.03 billion shares to the loan trustee for the account of the Restructuring participants. The last condition to the Restructuring was satisfied today upon the assignment by Intex Resources ASA of its indebtedness to a third party who approved the Restructuring.

The new common shares and bonds issued will be credited to the accounts of the Restructuring participants on or about December 11, 2009. As a result of the Restructuring, the Company will have approximately 2.14 billion shares issued and outstanding and approximately $108 million in long term debt. Further details of the Restructuring, all of which has been previously announced, may be found on the Company's website.

In conjunction with the Restructuring, William LeClair and Emil Morfett have agreed to step down from the Board and Bob Byford, Mitchell Gropper and Gordon Lawson have been appointed as Directors of the Company to join Cameron Belsher, Richard Robinson and Simon Russell. William LeClair continues as the Chief Executive Officer of the Company. The Company wishes to thank Messrs. LeClair and Morfett for their contributions as Directors of the Company.

The new common shares issued as part of the Restructuring are being registered under a separate ISIN. Upon the publication by the Company of a listing prospectus, the new common shares will become tradable on Oslo Børs. The new common shares issued as part of the Restructuring may not be sold, transferred, hypothecated or otherwise traded through the facilities of the Toronto Stock Exchange or otherwise in Canada or to or for the benefit of a Canadian resident for a period of four months plus one day from date of issue. Immediately after the restricted period has lapsed, such new shares will be registered under the same ISIN as the existing shares of the Company.

William LeClair, Chief Executive Officer stated: "I wish to thank the many stakeholders who have supported Crew during the implementation of the Restructuring proposal. I am confident that with our improved financial strength and liquidity, the Company is well positioned to address its operational challenges and create value for our stakeholders."

William LeClair
Chief Executive Officer

Safe Harbour Statement
Certain statements contained herein that are not statements of historical fact may constitute forward-looking statements and are made pursuant to applicable and relevant national legislation (including the Safe-Harbour provisions of the United States Private Securities Litigation Reform Act of 1995) in countries where Crew is conducting business and/or investor relations. The words "expect", "anticipate", "will", "believe" and "may", and other similar expressions, are often used to identify forward-looking statements. Forward-looking statements included herein relate, but are not limited to, statements regarding (1) the completion of the proposed Restructuring, (2) the expected impact of the Restructuring, (3) the results of the resource and reserve reviewing currently underway at the LEFA gold mine, and (4) expected shareholdings following completion of the Restructuring. 

Forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause actual events or results to be materially different from the events or results expressed or implied by such forward-looking statements. In evaluating these statements, prospective purchasers should specifically consider various factors that may cause actual events or results to be materially different from the events or results expressed or implied by such forward-looking statements. Risk factors that could impact the Company include, without limitation, risks relating to (1) receipt of all necessary approvals of the Restructuring, (2) the actions of bondholders in enforcing the existing terms of the bonds, (3) production levels at the LEFA gold mine. Although Crew has attempted to identify important factors that could cause actual events or results to differ from those described in forward-looking statements contained herein, there can be no assurance that the forward-looking statements will prove to be accurate as actual events or results could differ materially from those anticipated in such statements.
The material factors and assumptions used to develop forward-looking statements include, without limitation, (1) there being no significant disruptions affecting operations, whether due to labour disruptions, supply disruptions, damage to equipment or otherwise, (2) continued development, operation and production at LEFA consistent with our current expectations, (3) foreign exchange rates among the currencies that Crew does business in being approximately consistent with current levels, (4) certain price assumptions for gold, (5) prices for electricity, fuel oil and other key supplies remaining consistent with current levels, (6) production forecasts meeting expectations, and (7) materials and labour costs increasing on a basis consistent with our expectations.
Except as may be required by applicable law or stock exchange regulation, the Company undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events. Accordingly, readers should not place undue reliance on forward-looking statements.

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