OREANDA-NEWS. June 02, 2010. Severstal and Endeavour Financial Reach Agreement for Building Value in Crew Gold Corporation
Endeavour Withdraws Application to British Columbia
Securities Commission and Allegations Against Severstal

OAO Severstal (“Severstal”) (LSE: SVST; RTS: CHMF) and its subsidiary Bluecone Limited, and Endeavour Financial Corporation (TSX:  EDV) and its subsidiary Endeavour Financial Luxembourg SARL (collectively, “Endeavour”) and Crew Gold Corporation (“Crew Gold”) (TSX, OSE: CRU) are pleased to announce that Bluecone has entered into an agreement with Endeavour and Crew Gold with respect to the composition of the board of directors, and certain ongoing operational matters, of Crew Gold.

As a result of this agreement, the board of Crew Gold will be immediately reconstituted to consist of 9 directors, 4 of whom will be nominees of Endeavour, 3 of whom will be nominees of Bluecone and 2 of whom will be nominees of certain other shareholders.   The parties have agreed to vote their shares to elect the same persons as directors at the annual and special meeting of Crew Gold shareholders scheduled to be held on June 29, 2010.   As a result of this agreement, the board of Crew Gold will consist of the following persons:

Endeavour Nominees

Cameron Belsher, Chairman. Mr. Belsher is a senior partner at McCarthy Tйtrault LLP (a law firm) since October 2007 specializing in mergers and acquisitions and corporate finance and has been a member of the Crew Gold Board since 2002.

Michael Beckett. Mr. Beckett is the chairman of Endeavour, non-executive chairman of the Thomas Cook Group plc and serves as non-executive director of Northam Platinum Limited, Mvelaphanda Resources Limited, Orica Limited and Banro Corporation.

Frank Giustra. Mr. Giustra is an exclusive advisor to Endeavour and president and CEO of Fiore Financial. He has spearheaded equity investments of more than USD 3 billion in the international resource sector and launched the Clinton Giustra Sustainable Growth Initiative (CGSGI) with President Bill Clinton in 2007.

Neil Woodyer. Mr. Woodyer is a founding partner and Chief Executive Officer of Endeavour and is responsible for coordinating financial advisory mandates and investment-related services. He has 30 years' experience in natural resource marketing and finance and was CEO of Lloyds International Trading, a subsidiary of Lloyds Bank specializing in commodity trading.

Severstal Nominees

Nikolai Zelenski. Mr. Zelenski is currently the General Director of Severstal-Gold LLC, a subsidiary of OAO Severstal.  Mr. Zelenski has previously held the positions of General Manager (Head) of Gold Division, ZAO Severstal Resources, Head of Strategy, ZAO Severstal Resources, and as Project Manager at the Moscow office of McKinsey & Company, Inc. 

Oleg Pelevin. Mr. Pelevin is currently the Head of Strategy of Severstal-Gold LLC, a subsidiary of OAO Severstal.  Since November 2008 Mr. Pelevin has been a director of High River Gold Mines Ltd., a Toronto Stock Exchange listed public company.  Mr. Pelevin has previously held the positions of Head of Strategy of Gold Division, ZAO Severstal Resources, Senior Manager of Strategy, ZAO Severstal Resources, a Consultant at American Appraisal Russia (Moscow office). 

Evgeny Tulubensky. Mr. Tulubensky is currently the Chief Legal Officer of Severstal-Gold LLC, a subsidiary of OAO Severstal.  Since November 2008 Mr. Tulubensky has been a director of High River Gold Mines Ltd., a Toronto Stock Exchange listed public company.  Mr. Tulubensky has previously held the positions of Chief Legal Officer of Gold Division, ZAO Severstal Resources and other legal positions in OAO Severstal and its affiliates. 

Further Nominees

Brynjulf Freberg. Mr. Freberg has worked as a corporate communications adviser for more than 25 years for the shipping, offshore oil and gas, clean energy, finance and the mining industries.  Since 2003 he has been Senior Advisor with communications advisors Kreab Gavin Anderson in Oslo. 

Vladimir Kozlov. Mr. Kozlov is currently a director at Quadro Capital Partners, an independent investment and private equity management company.  In 2008-2009, Mr. Kozlov worked at Troika Capital Partners, a private equity arm of Troika Dialog Investment Company.  Prior to that, in 2004-2008, Mr. Kozlov worked as a Director in Corporate Strategy at Norilsk Nickel, a leading mining company and the world’s largest producer of nickel and palladium. 

In connection with the reconstituted board of Crew Gold, Severstal and Endeavour will have representation on key board committees such as a newly formed Operating Committee, as well as the Audit Committee and the Compensation Committee. 

To facilitate the Board reconstitution, Simon Russell and Richard Robinson agreed to step down from the Board.  Cameron Belsher, Chairman of Crew Gold stated, “I want to thank both Simon and Richard for their valuable contributions, particularly over the last year as the Company completed its debt restructuring and in maintaining a high standard of corporate governance.”

Endeavour is also announcing that it has withdrawn its application to the British Columbia Securities Commission seeking an investigation of actions taken by Severstal, Bluecone and certain other Crew Gold shareholders in respect of Crew Gold and has agreed that it will not make any further or similar complaints or allegations in respect of Bluecone and such other shareholders in the future.   Endeavour has retracted the allegations made in such application based on the factual determinations it has made since commencing the investigation and looks forward to a constructive relationship with Severstal for the benefit of all shareholders and stakeholders of Crew Gold. 

Nikolai Zelenski, Chief Executive Officer of Severstal’s Gold Division, commented, “We are pleased to have reached an agreement with Endeavour and Crew that will result in each of Crew’s major shareholder groups being properly represented on the board.”  

Neil Woodyer, Chief Executive Officer of Endeavour stated, “Endeavour and Severstal share a common goal of maximizing the value of our investments in Crew Gold and, as active shareholders, we both see operational efficiency at the LEFA Mine and the re-start of Crew Gold’s exploration programs as key drivers for organic value growth.  We are delighted to be working in tandem with Severstal as a co-operative approach will allow each of us to best achieve the value creation potential of our gold investment strategies.”