Gold Reserve, Inc.

Introduction

Gold Reserve Inc. (the “Company”) has a history in mining dating back to 1956 and was originally formed for the purpose of acquiring, exploring, and developing mining properties and placing them into production. The Company is incorporated under the laws of the Province of Alberta, Canada and is listed on the TSX Venture Exchange and the OTCQX Markets Exchange.

In 1992, the Company acquired and began developing what is now known as the Brisas gold and copper project, located in the historic Km 88 mining district of the State of Bolivar in southeastern Venezuela (the “Brisas Project”). From 1992 to 2009, the Company invested close to US $300 million in acquisition, land exploration, development, equipment, and engineering costs.

In April 2008, the Bolivarian Republic of Venezuela (“Venezuela”) revoked the previous authorization to proceed with construction of the Brisas Project. As a result, in October 2009 the Company filed a Request for Arbitration under the Additional Facility Rules of the International Centre for Settlement of Investment Disputes (“ICSID”) of the World Bank, in Washington D.C., against Venezuela seeking compensation for the losses caused to the Company by Venezuela’s violations of the Agreement between the Government of Canada and the Government of the Republic of Venezuela for the Promotion and Protection of Investments (“Canada-Venezuela Treaty”) in regard to the Company and its investments in Venezuela.

In September 2014, the ICSID Tribunal awarded to the Company an Arbitral Award (the “Award”) totaling (i) $713 million in damages, plus (ii) pre-award interest from April 2008 through the date of the Award based on the U.S. Government Treasury Bill Rate, compounded annually totaling, as of the date of the Award, approximately $22.3 million and (iii) $5 million for legal costs and expenses, for a total of $740.3 million. The Award (less legal costs and expenses) accrues post-award interest at a rate of LIBOR plus 2%, compounded annually.

In June 2017, we signed a settlement agreement (as amended) with Venezuela which contemplated payment of the Award (including interest) and the purchase of our Mining Data by Venezuela (the “Settlement Agreement”). Under the terms of the Agreement, Venezuela agreed to pay the Company $792 million to satisfy the Award and $240 million for the Mining Data for a total of approximately $1.032 billion. In addition, Venezuela irrevocably waived its right to pursue any further annulment proceedings associated with the Company’s enforcement of the Award.

In August 2016, we executed an agreement (“Mixed Company Agreement”) with Venezuela for the formation of a jointly owned company (“Mixed Company”) and in October 2016, together with Venezuela, we established Empresa Mixta Ecosocialista Siembra Minera, S.A. (“Siembra Minera”), the entity whose mission is to develop the Brisas Cristinas Project.

Management’s recent activities have included:

SETTLEMENT AGREEMENT

  • Venezuela has so far deposited approximately $187.5 million in a trust account for the benefit of the Company at Banco de Desarrollo Económico y Social de Venezuela (“Bandes Bank”) (the “Trust Account”); Bandes Bank has transferred a total of approximately $142.1 million to Gold Reserve with approximately $45.4 million remaining in the Trust Account. Venezuela has not paid the Company, or deposited into the Trust account, the required payments for December 2017 and January through May 2018, totaling approximately $177 million.

MIXED COMPANY- Empresa Mixta Ecosocialista Siembra Minera, S.A. (“Siembra Minera”)

  • Completed a National Instrument 43-101- Standards of Disclosure for Mineral Projects (“NI 43-101”) report for a Preliminary Economic Assessment (“PEA”) which included updated resource estimates and cost estimates for the Siembra Minera Gold Copper Project (“Siembra Minera Project”);
  • Compiled preliminary design and cost estimates on a smaller 15,000 tonne per day (“tpd”) cyanidation plant (the “Small Plant”) and a larger 140,000 tpd flotation plant (the “Large Plant”);
  • Prepared an Early Works Program (including earthwork, timber clearing and road building) along with various permitting applications which have been submitted to the government and will be used to prepare Venezuelan Environmental Impact Statements (“VEIS”) for both the saprolite and hard rock process plants;
  • Completed preliminary assessments and preparations related to the completion of an International Environmental and Social Impact Assessment (“IESIA”) for the Siembra Minera Project;
  • Participated in an inauguration ceremony which included the officials from the Ministry of the Environment, the Minister of Mines, the Bolivar State Governor and other high government officials to mark the formal commencement of activities on the Siembra Minera Project now that the Environmental Permit to Effect has been issued;
  • Launched a number of social programs to improve the health care in the Siembra Minera Project area addressing the malaria problem with medicines and preventive measures, rehabilitation and upgrade of schools and sports courts located in the Project vicinity and generating engineering assessments for future upgrades to the local communities’ water supply and sewage system infrastructure;
  • Worked with the Ministry of Health to provide medical assistance to the local communities, in the area of the Siembra Minera Project, to minimize and eradicate the impact of malaria, HIV and other tropical diseases; and
  • Worked with the Ministry of Ecological Mining Development, Mission Piar, the Bolivar State government, the Army and National Guard to coordinate the local communities and small miners regarding the development of the Siembra Minera Project.Continued activities related to the development of the Brisas Cristinas Project through Siembra Minera.

CONVERTIBLE NOTES AND INTEREST NOTES

  • In the third and fourth quarter of 2017, the Company settled all of its outstanding 11% Senior Secured Convertible Notes due December 31, 2018 and Interest Notes (approximately $59.1 million face value) and all of its 5.5% Senior Subordinated Convertible Notes due June 15, 2022 (approximately $1.0 million face value) for cash and Class A common shares.

News & Events

Gold Reserve Provides Update (17-2)

Gold Reserve Enters into Amendment to Settlement Agreement with Venezuela, Establishes Mixed Company to Develop Brisas-Cristinas Project (16-14)

Bolivarian Republic of Venezuela Agrees to Pay Gold Reserve Arbitral Award and Acquire Mining Data and Executes an Agreement to Jointly Develop the Brisas Cristinas Gold Copper Mining Project (16-13)

Gold Reserve Enters Into Memorandum of Understanding with the Government of Venezuela to Settle Gold Reserve’s Arbitration Award and Jointly Develop the Brisas and Las Cristinas Projects (16-04)

Gold Reserve Completes Issuance of US $12.3 Million of New Convertible Notes and Modifies Terms of Existing US $44 Million of Convertible Notes and Related Interest Notes (15-14)

US District Court for the District of Columbia Enters Judgement Against Venezuela in Excess of $760 Million; Denies Motion to Stay Enforcement (15-13)