GFI Gold Fields Ltd

ISS Canada Critical of Bolivar's Sale Process; Scion Capital Rejects Flawed ISS Canada Recommendation CUPERTINO, Calif., Dec. 30 /PRNewswire/ -- Scion Capital, LLC today reaffirmed its commitment to oppose Gold Fields Limited's (NYSE:GFI) offer for Bolivar Gold Corp. (TSX: BGC) (TSX: BGC.TO), and called the Institutional Shareholder Services Canada Corp. recommendation flawed in its valuation analysis. Scion Capital urges Bolivar securityholders to vote AGAINST this plan of arrangement. Scion Capital continues to believe that Gold Fields' offer significantly undervalues Bolivar and that the plan of arrangement is not in the best interests of Bolivar securityholders. "ISS Canada agreed with Scion Capital's position that Bolivar's process and procedures in evaluating this offer were flawed, that the use of GMP and Sprott Securities was not necessarily appropriate, and that the golden parachute payments to Bolivar officers were excessive," said Michael J. Burry, Scion Capital's President. "However, the ISS Canada valuation analysis, on which they appear to base their recommendation, is fatally flawed. We don't believe ISS Canada should necessarily be providing investment advice and question whether they have the analytical staff to accurately evaluate the valuation issues with respect to Bolivar. Perhaps ISS Canada, formerly Fairvest, should stick to the core competency in corporate governance that earned its reputation in the first place. It is unclear to us how ISS Canada can on the one hand say this offer is not unfair to securityholders, but on the other hand criticize and question the process by which this offer came about." Dr. Burry further stated that "Unlike ISS Canada, Scion Capital has spent considerable time and money personally visiting Bolivar's mines and meeting with managers in order to assess Bolivar, and believes that Scion Capital has a much better understanding of the valuation of Bolivar's assets and prospects." Scion Capital points out the following shortcomings in the ISS Canada valuation analysis: -- By using 4 million ounces of gold in its discounted cash flow analysis, ISS Canada is largely ignoring Bolivar management's third quarter conference call when they stated that there will be a 30% increase of gold across all categories. -- ISS Canada inexplicably arrives at a higher mining cost than Mine Development Associates, Inc., the third-party geology firm hired by Bolivar to assess and confirm its gold reserves. ISS Canada does this despite affirmative commentary by several analysts and tacit agreement by Bolivar management during the company's third quarter conference call. -- ISS Canada ignores that Bolivar has very significant tax shields going forward, which significantly depresses its valuation calculation. -- ISS Canada's use of Desert Sun Mining as a comparable is inappropriate. Its major mine has already driven one producer into bankruptcy due to worse than expected grades recovered from the mine. Desert Sun is a new team that has taken over the mine since then. However, the prior bankruptcy still casts a pall over the valuation of the company. Most observers would agree that its prospects are not as bright as Bolivar's in terms of exploration potential. -- ISS Canada's comparable analysis is internally inconsistent for other reasons, including (i) the use of $135 million for the total expansion capital expenditures in contradiction to their assumption that there are only about 4 million ounces of gold in the ground and (ii) the use of a total resource amount that was lower than the total resource amount they used in their own NAV calculation analysis. Scion Capital is Bolivar's largest shareholder with holdings of 21,676,400 shares representing approximately 19.14% of Bolivar's outstanding common shares. Scion Capital's Dissident Circular is available at http://www.sedar.com/ and at http://www.scioncapital.com/. DATASOURCE: Scion Capital, LLC CONTACT: Investors, Steven A. Druskin, Chief Legal Officer of Scion Capital, LLC, +1-408-441-8400; or Mackenzie Partners Inc., 1-800-322-2885 (toll-free), or +1-212-929-5500 (collect); or Media, John Lute of Lute & Company, +1-416-929-5883 Web site: http://www.scioncapital.com/

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