- Report of Foreign Issuer (6-K)
2008年11月15日 - 3:09AM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
For
the month of,
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November
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2008
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Commission
File Number
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001
-
14620
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Crystallex
International Corporation
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(Translation
of registrant’s name into English)
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18
King Street East, Suite 1210, Toronto, Ontario, Canada M5C
1C4
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(Address
of principal executive offices)
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Indicate by check mark whether the
registrant files or will file annual reports under cover of Form 20-F or Form
40F:
Indicate by check mark if the
registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1):
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7):
Indicate
by check mark whether by furnishing the information contained in this Form, the
registrant is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
If “Yes” is marked, indicate below the
file number assigned to the registrant in connection with Rule
12g3-2(b): 82-_______________
DOCUMENTS INCLUDED AS PART OF THIS
REPORT
Document
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1
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Press
release, dated November 13, 2008.
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Document
1
For
Immediate
Release
November
13, 2008
RM:
17 – 08
Crystallex Reports Q3 2008
Financial Result
s
TORONTO, ONTARIO, November 13
, 2008 –
Crystallex International Corporation (TSX: KRY) (
NYSE Alternext US
: KRY)
today reported its financial results for the quarter ended
September 30, 2008. The Company prepares its consolidated financial
statements
in U.S.
dollars and in accordance with Canadian Generally Accepted Accounting
Principles. The Consolidated financial statements along with management’s
discussion and analysis will be available for viewing on the Crystallex
International Corporation website at
www.crystallex.com
. The Documents have been filed with SEDAR
(
www.sedar.com
)
.
Overview
The Company’s principal asset is its interest in the Las Cristinas gold
project located in Sifontes, Bolivar State, Venezuela. On October 1, 2008, the
Revemin mill reverted to the State of Venezuela and the Company discontinued
mining operations at its El Callao properties.
Highlights
Las
Cristinas Permitting Events
Below is a chronology over the last year and a half of the recent
significant steps that have been taken to secure the Permit:
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·
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In
June 2007, the Corporacion Venezolana de Guayana (“CVG”) was formally
notified by the Ministry of Environment and Natural Resources (“MinAmb”)
that all requirements had been fulfilled for the issuance of the
Authorization to Affect Natural Resources (the “Permit”) which will enable
construction of the mine to begin. MinAmb approved the EIS for the Las
Cristinas gold project, and requested the CVG post a construction
compliance guarantee bond and pay certain environmental taxes. Crystallex
posted the requested bond and paid the requested taxes. No impediments
were raised in discussions with Government officials at that time; they
subsequently confirmed that the Company was in good standing for the
issuance of the Permit.
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·
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In
early 2008, Mr. Rodolfo Sanz was appointed Minister of the Ministry of
Basic Industries and Mining (“MIBAM”) and President of the CVG, both
titles giving him direct responsibility for the Las Cristinas project.
Crystallex officials have met with the Minister on an ongoing
basis.
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§
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On
April 30, 2008, the Director General of the Administrative Office of
Permits at MinAmb issued a letter to the
CVG denying its
request for the Permit for the Las Cristinas project.
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§
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On
May 12, 2008, the Company filed a legal rebuttal to the position taken by
the Director General of Permits at MinAmb.
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Crystallex
argued that the position taken by the Director General, which led to the
existing appeal against the Minister of MinAmb, is in conflict with the
Las Cristinas EIS approval, the Construction Compliance Guarantee Bond
request and Environmental Tax request already issued by MinAmb. Both the
posting of the Bond and payment of the requested Tax were satisfied in
2007 and Crystallex obtained receipt of acceptance. In addition, the
Company has said that the Ministry’s position appears to contradict normal
mineral mining practices in the Imataca Forest Region and does not conform
to the treatment of either current and/or historic projects. In addition,
Crystallex believes that the position of this official and statements made
by the Minister of MinAmb contradict Presidential Decrees, National
Assembly Resolutions, MinAmb Resolutions and MIBAM
Resolutions.
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§
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On
May 30, 2008, the Director General denied the legal rebuttal and advised
the Company of its rights under Venezuelan law to appeal directly to the
Minister of MinAmb.
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§
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On
June 4, 2008, the Company appeared by invitation at a public hearing of
the Economic Development Committee of the Venezuelan National Assembly
(the “National Assembly Committee”). At the hearing, Crystallex gave a
presentation addressing plans for mining at Las Cristinas. The
presentation included the Company’s plan for remediation and dealing with
the environmental issues at the project and its planned social projects
for the local communities such as employment and training projects. Senior
representatives of MIBAM who appeared before the Committee hearings
supported the position presented by
Crystallex.
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§
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The
resolution issued by the National Assembly Committee states that the Las
Cristinas project has been in development for a significant period of time
with the support of several different branches of the Government. The
resolution further noted that there was a lack of coordination between the
various Government branches, and called for a positive solution which
should consider the macroeconomic policies and goals of Venezuela, as well
as the social needs of the people and the pre-existing environmental
damage at Las Cristinas.
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§
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On
June 16, 2008, the Company filed an appeal with the Minister of
MinAmb. The Minister is obligated to issue a decision on the
matter under Venezuelan law. Notwithstanding this obligation,
if the Minister has not issued a decision on the appeal within 90 business
days of the filing of the appeal, the Company can elect to take a position
in order to avail itself of additional procedural avenues under Venezuelan
law deeming that the appeal has been denied. Any such election
by the Company does not relieve the Minister of her obligation to issue a
decision with respect to the appeal.
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On
June 18, 2008, the Company was invited by the Vice-Minister of MinAmb to a
meeting during which Crystallex was informed that MinAmb was instructed by
the Government of Venezuela to reconsider issuance of the Permit by
discussing with Crystallex possible modifications of the Las Cristinas
project to diminish the environmental impacts of the project and thus
enable the Permit to be issued.
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On
August 4, 2008, the Company filed with MinAmb a report which dealt with
the MinAmb requests for (i) further improvements to the social projects in
the area, (ii) mitigating the impact of open vein deposit mining in the
currently affected areas of the Imataca Forest Reserve, and (iii)
improving the remediation plans at the end of the mine life as well as
repairing existing environmental damage caused by illegal
mining.
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§
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On
August 8, 2008, as part of the ongoing process regarding the issuance of
the Permit, a team from MinAmb led by the Vice-Minister of MinAmb
concluded a two-day site visit of the Las Cristinas project.
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§
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On
August 20, 2008 the Vice-Minister of MinAmb issued an official letter
which indicated that, upon technical evaluation by MinAmb, the August 4,
2008 submission complied with government guidelines on environmental and
social matters and is technically viable. The letter noted that the
foregoing conclusions should be considered by the Minister in rendering
her decision on the Permit.
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§
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On
October 24, 2008, the Company filed a writ with MinAmb as a supplement to
the Company’s appeal requesting the Minister to take the Vice-Minister’s
August 20, 2008 letter into
consideration.
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Company’s
Approach to the Las Cristinas Permit
Except
for the Director General’s letters of April 30 and May 30, 2008, the Company has
received express and implicit confirmation of the Company’s rights and the
acceptability of performance from Venezuelan authorities with whom it interacts.
The Company believes that the Director General’s actions are ultra vires, and
subsequent proposals to address concerns have been formally met with a
favourable written response. Accordingly, it has been the judgement of the
Company that it is in its best interests to fulfil its obligations entirely and
to continue to pursue final permitting rights for Las Cristinas and incur the
consequential expenditures resulting from this pursuit.
In
particular, the Company’s pursuit of the Permit has been further supported by
ongoing discussions with representatives of MIBAM and the CVG, the Vice-Minister
of MinAmb’s approval of the project modifications submitted in August 2008 and
continuing support for the development of Las Cristinas from the Economic
Development Committee of the Venezuelan National Assembly and from the local
communities, as well as confirmation of Mine Operating Contract (“MOC”)
compliance from both the CVG and MIBAM. The Company has not been
notified by MIBAM or any other government entity of any changes to the control
of the Las Cristinas project or to the MOC.
As
noted, the Minister of MinAmb is obligated to issue a decision on the Company’s
permit appeal; however, if no decision is issued within 90 business days, (or by
October 30, 2008), Venezuelan law allows the Company to elect to deem the appeal
as being denied in order to avail itself of additional legal
avenues. The Company is taking the necessary steps to protect its
shareholder and stakeholder rights, including the preservation of rights to
pursue further legal avenues both inside and outside of Venezuela.
Liquidity
and Capital Resources
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§
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Cash
and cash equivalents at September 30, 2008 were $44.6
million.
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§
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Assuming
expenditures at approximately the reduced rate following cost reductions
in the first three quarters of 2008, the Company forecasts that it will
have cash to fund its operations until the fourth quarter of 2009 (see
“Liquidity and Capital
Resources”).
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Financial
Performance
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§
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Loss
from continuing operations was $25.3 million ($0.09 per share) including
$2.9 million of unrealized foreign exchange loss for the nine months ended
September 30, 2008. Loss from continuing operations was $1.6 million
($0.01 per share) including $5.8 million of unrealized foreign exchange
gain for the three months ended September 30, 2008.
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§
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Loss
from discontinued operations at El Callao was $3.5 million and $6.0
million for nine months and three months ended September 30, 2008,
respectively.
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§
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Expenditures
were $17.0 million and $4.3 million on Las Cristinas for the nine months
and three months ended September 30, 2008,
respectively.
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Discontinued
operations
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§
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At
the end of September 2008, the Company ceased mining at the Tomi and La
Victoria mines due to the handover of the Revemin mill to Minerven, a
Venezuelan State-owned company, which was effective October 1,
2008. Subsequent to October 1, 2008, the entire mill operating
employees at Revemin and some of the mining employees accepted offers of
employment with Minerven. The Company paid Minerven compensation for all
severance costs relating to those employees who were assumed by Minerven
and is in the process of terminating most of the remaining mining
employees. The Company is also in discussions with Minerven regarding the
return of the Tomi and La Victoria properties to the State and finalizing
mine closure obligations.
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About Crystallex
Crystallex
International Corporation is a Canadian based gold producer with significant
operations and exploration properties in Venezuela. The Company’s principal
asset is the Las Cristinas property in Bolivar State that is currently under
development at the initial planned production rate of 20,000 tonnes of ore per
day. Crystallex shares trade on the TSX (symbol: KRY) and NYSE Alternext US
(symbol: KRY) Exchanges.
For
Further Information:
Investor
Relations Contact: Richard Marshall, VP at
(800) 738-1577
Visit
us on the Internet: http://www.crystallex.com or Email us at:
info@crystallex.com
SPECIAL
NOTE REGARDING FORWARD-LOOKING STATEMENTS: This press release
contains forward-looking statements within the meaning of the United States
Private Securities Litigation Reform
Act
of 1995 and applicable Canadian securities laws, including: statements relating
to the estimated reserves and resources at Las Cristinas; anticipated results of
drilling programs, feasibility studies or other analyses; the potential to
increase reserves and expand production, at Las Cristinas; Crystallex's
projected construction and production schedule, and cost and production
estimates, for Las Cristinas; and management's statements regarding its
expectations regarding mining in Venezuela. Forward-looking
statements are based on estimates and assumptions made by Crystallex in light of
its experience and perception of historical trends, current conditions and
expected future developments, as well as other factors that Crystallex believes
are appropriate in the circumstances. Many factors could cause
Crystallex's actual results, performance or achievements to differ
materially from those expressed or implied by the forward looking statements,
including: gold price volatility; impact of any hedging activities, including
margin limits and margin calls; discrepancies between actual and estimated
production, between actual and estimated reserves, and between actual and
estimated metallurgical recoveries; mining operational risk; regulatory
restrictions, including environmental regulatory restrictions and liability;
risks of sovereign investment; speculative nature of gold exploration; dilution;
competition; loss of key employees; additional funding requirements; and
defective title to mineral claims or property. These factors and
others that could affect Crystallex's forward-looking statements are discussed
in greater detail in the section entitled "Risk Factors" in Crystallex’s
Annual Information Form (which is included in the Annual Report on Form 40-F
that Crystallex files with the United States Securities and Exchange Commission
(the "SEC") and elsewhere in documents filed from time to time with the Canadian
provincial securities regulators, the SEC and other regulatory
authorities. These factors should be considered carefully, and
persons reviewing this press release should not place undue reliance on
forward-looking statements. Crystallex has no intention and
undertakes no obligation to update or revise any forward-looking statements in
this press release, except as required by law.
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly
authorized.
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CRYSTALLEX INTERNATIONAL
CORPORATION
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(Registrant)
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Date:
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November
14, 2008
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By:
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/s/
Hemdat Sawh
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Name: Hemdat
Sawh
Title: Chief
Financial Officer
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Crystallex (AMEX:KRY)
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