TORONTO, ONTARIO--(Marketwire - April 13, 2010)
- Khan Resources Inc. (TSX:KRI) ("Khan") announced today
that its 58%-owned Mongolian joint venture subsidiary, Central Asian Uranium
Company, LLC ("CAUC") and its 100%-owned Mongolian subsidiary, Khan
Resources LLC ("Khan Mongolia") have received notice from the
Mongolian Nuclear Energy Agency (the "NEA") stating that CAUC's
mining license 237A (the "Mining License") and Khan Mongolia's
exploration license 9282X (the "Exploration License") have been
invalidated. The invalidations purport to be effective as of October 8, 2009
and purport to be based on a failure by CAUC and Khan to address violations of
Mongolian law stemming from a July 2009 report issued by an inspection team
appointed by the Mongolian State Specialized Inspection Agency (the
"SSIA") in respect of the Mining License.
Khan continues to believe that it
and its Mongolian subsidiaries have always operated and continue to operate in
compliance with all applicable Mongolian laws, including the Nuclear Energy
Law, and there is no legal basis for the NEA invalidation notices. Khan
intends to challenge the NEA's actions through all legally available means. In
Khan's view, the actions by the NEA are a clear violation of Khan's rights and
interests under the laws of Mongolia, and are in breach of Mongolia's
obligations under international law. Khan and its legal counsel intend to
vigorously defend its rights and interests, and to pursue all available rights
and remedies in the Canadian and Mongolian courts and, if necessary, in
international arbitration.
Background
Khan believes that in order to
understand the latest action by the NEA, it is necessary to understand the
background and recent history.
As previously announced by Khan,
in July 2009 CAUC was informed by the Mineral Resources Authority of Mongolia
("MRAM") that the Mining License (and only the Mining License) had
been temporarily suspended due to CAUC's alleged violation of applicable laws
cited by inspectors from the SSIA based on their visit to the Dornod site in
mid-April, 2009. The principal violation was that CAUC had not registered its
deposit reserves with the State Integrated Registry for approval by the
Minerals Professional Council. In fact, CAUC had submitted the deposit reserves
and resource calculation for registration in 2007, but the Minerals
Professional Council had never (and to this day has never) held the requisite
meeting to consider the calculation and prepare the requisite report. Following receipt of such notice, CAUC met and communicated with SSIA
representatives on several occasions and responded to each of the alleged
violations cited by the SSIA and continued to work cooperatively to resolve any
allegations surrounding the Mining License or CAUC's activities in Mongolia. CAUC also brought a legal action in Mongolia against MRAM challenging the
temporary suspension. In January, 2010, CAUC reached a settlement with MRAM in
which the temporary suspension was terminated, which was announced by Khan on
January 14, 2010. Khan viewed this settlement as having finally resolved the
July 2009 suspension of the Mining License.
Also in July 2009, the Government
of Mongolia passed the new Nuclear Energy Law which became effective on August
15, 2010. Under the Nuclear Energy Law, all holders of uranium licenses were
required to submit formal applications to re-register their licenses in
compliance with the new legislation. On October 8, 2009, CAUC and Khan
received notices (the "October 8 Notices") which stated that in connection
with the implementation of the Nuclear Energy Law, the existing Mining License
and Exploration License should be considered invalidated, and that CAUC and
Khan should not undertake any activities under the licenses until they obtain
new licenses from the NEA under the new law. Khan inquired as to the grounds
and consequences of such invalidations, and was informed by the NEA that all
licenses held by all uranium license holders in Mongolia had been temporarily
suspended in October 2009, pending re-registration of such licenses under the
Nuclear Energy Law. Accordingly, Khan interpreted the October 8 Notices as an
administrative matter which meant only that its licenses, like those of all
other license-holders in Mongolia, were in limbo pending re-registration under
the new law. In November 2009, CAUC and Khan submitted lengthy and detailed
applications for the re-registration of the Mining License and the Exploration
License. The applications were in compliance with the requirements of the new
legislation, including the requirement to state that the license holder
accepted the ability of the Mongolian State to take an ownership interest in
the license-holder without compensation. Although this expropriation provision
of the Nuclear Energy Law has been challenged by the Mongolian Mining
Association and others, Khan and CAUC made a decision to accept it and to work
cooperatively with the Mongolian State-owned uranium company MonAtom LLC
("MonAtom") on a basis that gave MonAtom a 51% ownership interest in
the entities that own the Mining License and Exploration License.
Indeed, on January 25, 2010, Khan
announced that it had entered into a non-binding memorandum of understanding
(the "MOU") with MonAtom, which sought to establish the principal
elements of a joint venture transaction which would finalize the ownership
structure surrounding the Dornod Uranium Project and create a framework for
developing the project and bringing it into operation as expeditiously as
possible. Among other things, the MOU contemplated MonAtom acquiring a 51%
interest in each of CAUC and Khan Mongolia in accordance with the Nuclear
Energy Law and also contemplated re-registration of the Mining License and the
Exploration License within 7 days of signing the MOU. This latter condition to
the MOU was never fulfilled and, accordingly, despite Khan's efforts to
cooperate with the Government of Mongolia, the transactions contemplated under
the MOU were not pursued further. Additional details concerning the MOU can be
found in Khan's January 25, 2010 press release.
Despite the fact that the Nuclear
Energy Law stipulates that exploration licenses must be re-issued within 3
months and mining licenses with 6-12 months, the license re-registrations of
Khan are still pending. Khan has made repeated requests for an official update
as to the status of these applications and its licenses, however, until now,
Khan had not yet received any official response from the NEA.
The latest notices from the NEA
came in response to Khan's latest attempt, in a letter dated April 9, 2010 to
the NEA, to seek official confirmation as to the status of its licenses. Although Khan is aware of several news stories in the Mongolian and Russian
press which have suggested that Khan's licenses had been annulled, this is the
first time that Khan has received any official confirmation to this effect.
Indeed, as
recently as March 29, 2010, representatives of CAUC and Khan met with a
committee of the SSIA to discuss various renewed allegations of non-compliance
identified by the SSIA subsequent to receiving the October 8 Notices based on
another inspection conducted by the SSIA in March 2010, which Khan understood
would form the basis of a future decision regarding the licenses. In several
instances, the alleged violations had already been the subject of previous
investigations by the SSIA and previously responded to. In any event, Khan
believes that the alleged violations are not an appropriate or legal basis upon
which the NEA could properly make a decision to invalidate the licenses or not
to re-register them under the Nuclear Energy Law. At the end of these meetings
with the SSIA committee, SSIA Chairman Sodbaatar indicated that further audit
and inspection would be undertaken and, following a preparation of a report on
the results of that further audit and inspection, only then would a decision,
if any, be made with respect to the licenses by the SSIA. He also indicated
that the matter may be elevated for discussion and consideration by
higher-level Government authorities. Khan had not received any further
communication from the Mongolian Government since the March 29 meeting with the
SSIA, until now.
Khan finds the basis upon which
the invalidation notices purport to be issued highly troubling. Notwithstanding
the assurances received from the NEA in October 2009 that the October 8 Notices
were common to all license holders and the suspensions were temporary in nature
pending re-registration of licenses under the new law, the NEA is now, several
months later, alleging that the October 2009 invalidations of the licenses were
actually on the basis of the violations cited in the July 2009 SSIA report. This stated rationale is in direct contrast to the October 8 Notices themselves
and to the assurances received at that time from the NEA as to the scope and
purpose of the October 8 Notices. It is also in direct contrast to the
inspection efforts of the SSIA, which were still ongoing as of March 29, 2010
and, Khan understands, continue to be ongoing.
Khan notes that rumours and
allegations as to the status of its licenses in Mongolia have appeared in the
Mongolian and Russian press and posted on various websites in Mongolia and
Russia since late February. Indeed, when Atomredmetzoloto JSC
("ARMZ"), a subsidiary of the Russian state-owned nuclear energy
company Rosatom, allowed its unsolicited take-over bid for Khan to expire on
March 1, 2010 in the face of a superior bid from CNNC Overseas Uranium Holding
Ltd., its stated reason for doing so was a report by a working group
established by the Security and Foreign Policy Standing Committee of the
Mongolian Parliament which recommended that a number of uranium exploration and
mining licenses in the Dornod province should be invalidated based on alleged
and unspecified violations of Mongolian law. Although Khan was not mentioned
in this report, allegations that Khan's licenses had been annulled based on
this report were repeated by Rosatom officials in the Russian media.
Martin Quick, President and CEO
of Khan, said: "It is entirely unclear and completely non-sensical as to
why the SSIA would continue to inspect the Dornod licenses and engage in
communications and discussions with Khan and its subsidiaries concerning the
Dornod licenses with a view to coming to a formal decision at some point in the
future, if in fact that licenses were invalidated in October 2009, as the NEA
now alleges." Mr. Quick added, "We view the NEA decision to
invalidate the Dornod licenses as without any legitimate or legal foundation
and may be politically motivated. The NEA's intention appears to be to
invalidate our licenses, as well as potentially those held by other foreign
companies operating in the region, with a view to transferring all of the
mineral rights and interests in the entire Dornod uranium region to a 'Dornod
Uranium joint venture' that is purportedly being established between the
Russian and Mongolian Governments, with complete disregard to Khan's rights and
interests."
Additional details regarding the
background to the recent NEA actions are set out in more detail in Khan's
directors' circular dated December 14, 2009 issued in response to the
unsolicited take-over bid for Khan by ARMZ. The circular can be found at www.sedar.com.
As mentioned above, Khan intends
to take all legally available steps to protect its interests, including by
pursuing all available rights and remedies in the Canadian and Mongolian courts
and, if necessary, international arbitration. Khan has instructed its legal
counsel to immediately begin preparations for a legal challenge to NEA's
actions.
Khan will provide further updates
as information becomes available.
Khan Resources Inc. (TSX:KRI) is a Canadian company engaged in the acquisition, exploration and
development of uranium properties. Its current activities are focused on the
Dornod area in northeastern Mongolia, the site of a former Russian open-pit
uranium mine. Khan holds interests in the Main Dornod Property and in the
Additional Dornod Property. Khan's website is www.khanresources.com.
Forward-Looking
Statements and Information
This
press release may contain forward-looking statements and forward-looking
information, which are subject to certain risks, uncertainties and
assumptions. Forward-looking statements and information are characterized by
words such as "will", "plan", "expect",
"project", "intend", "believe",
"anticipate", "forecast", "schedule",
"estimate" and similar expressions, or statements that certain events
or conditions "may" or "will" occur. Forward-looking
statements and information are not historical facts and are based upon a number
of estimates and assumptions and are inherently subject to significant
business, social, economic, political, regulatory, competitive and other risks
and uncertainties, contingencies and other factors, including the impact of
International, Mongolian and Canadian laws, trade agreements and regulatory
requirements on the offer by CNNC Overseas Uranium Holding Ltd.
("CNNC") and Khan's business, properties, licenses, operations and
capital structure, Khan's ability to re-register or re-instate the Dornod
licenses, regulatory uncertainty and obtaining governmental and regulatory
approvals for the offer by CNNC, legislative, political, social, regulatory and
economic developments or changes in jurisdictions in which Khan and CNNC carry
on business, the speculative nature of exploration and development, risks
involved in the exploration, development and mining business, changes in market
conditions, changes or disruptions in the securities markets and market
fluctuations in prices for Khan securities, the existence of third
parties interested in purchasing some or all of Khan's shares or assets, the
satisfaction or waiver of the conditions to the CNNC offer, the extent to which
holders of shares determine to tender their shares to the CNNC offer, the
anticipated benefits of the CNNC offer, litigation and other legal proceedings,
the method of funding and availability of potential alternative strategic
transactions involving Khan, including those transactions that may produce
superior strategic value to shareholders, the need to obtain and maintain
licenses and permits and comply with national and international laws,
regulations, treaties or other similar requirements, and uncertainty in the
estimation of mineral reserves and resources. In addition, a number of other
factors could cause actual results to differ materially from the results
discussed in such statements and information, and there is no assurance that
actual results will be consistent with them. For further details, reference is
made to the risk factors discussed or referred to in Khan's annual and interim
management's discussion and analyses and Annual Information Form on file with
the Canadian securities regulatory authorities and available on SEDAR at www.sedar.com. Such forward-looking statements and information are made or given as at the
date of this news release, and Khan assumes no obligation to update or revise
them, either publicly or otherwise, to reflect new events, information or
circumstances, except as may be required under applicable securities law.