Alacer Gold announces completion of major strategic review

TORONTO, Feb. 10, 2013 /CNW/ - Alacer Gold Corp. ("Alacer") [TSX: ASR and ASX: AQG] announces the completion of its major strategic review.  Alacer will be focused on the following four key strategic objectives:

1. Maximize free cash flow
2. Maximize portfolio value
3. Minimize project risk
4. Return value to shareholders

In keeping with these objectives and as a result of a systematic strategic review of all of Alacer's operations and exploration assets, Alacer is pleased to announce the following major developments:

• Maximize Free Cash Flow: Alacer is focused on continuously improving its cost base, as evidenced by its recent demobilization of two open-pit mining fleets, the reduction of the workforce in Australia, and the targeting of higher-grade mining opportunities.
• Maximize Portfolio Value:
  • Capitalizing on Çöpler's World-Class Potential:  Alacer has identified a superior development approach for this asset which should substantially improve its economic returns, reduce capital intensity, and reduce implementation risk.
  • Significant Improvements in Australia:  Substantial changes to the mine planning at SKO and an improving grade profile at Higginsville should yield significantly improved cash flow and value from Alacer's Australian assets going forward.
  • Non-Core Asset Sale:  Alacer has entered into a binding agreement for the sale of its 49% minority interest in the Frog's Leg Mine and an 18-month toll treatment agreement with a total transaction value of approximately $171 million.
  • Targeted, Significant Exploration:  Alacer has revised its exploration priorities to place substantial focus on those targets with the greatest potential to return significant and immediate value, including oxide ore in the Çöpler District, line-of-lode at Higginsville, and SKO, which lies in the very highly endowed Boulder-Lefroy Fault between the world-class gold deposits of Kalgoorlie's Golden Mile and the St. Ives District in the Eastern Goldfields of Western Australia.
• Minimize Project Risk:  Across its entire asset portfolio, Alacer has worked to ensure that the approach to any project is focused on minimizing project execution risk and lowering capital intensity.
• Return Value to Shareholders
  • Immediate Cash Distribution:  As a result of the sale of Alacer's 49% interest in the Frog's Leg Mine, Alacer intends to make a distribution to shareholders of approximately $70 million as a special dividend.
  • Dividend Policy:  Alacer will adopt a dividend policy to return a minimum of 20% of free cash flow to shareholders annually beginning in 2014.

Alacer will host a conference call on Monday, February 11 at 4:30 pm (North America Eastern Standard Time) and Tuesday, February 12 at 8:30 am (Australian Eastern Daylight Time) to discuss the strategic review in detail. Conference call details are provided below.

Mr. David Quinlivan, President and CEO of Alacer stated, "2013 will be a back-to-basics year for Alacer from an operational perspective as we focus on gold production to maximize free cash flow. In Turkey, we are very excited at having identified a superior, staged project development approach that should yield far better project returns.  The decision to take a staged approach to the development of Çöpler demonstrates our disciplined approach to project development and risk management.

In Australia, improved cash flow will come from mining higher grade zones while we continue our extensive exploration programs in Australia's richest gold belt.  The sale of the Frog's Leg Mine crystallizes full value for Alacer's non-controlling, minority interest, and the cash realized will be used to repay debt and return capital to shareholders.

Our focus is to produce the highest-margin ounces available in order to improve total shareholder returns and the measures we are putting in place to contain costs and improve grades across all of our operations should improve Alacer's operating and financial performance.  I'm confident that the new operating philosophy will provide greater operational predictability and should allow Alacer to deliver on its guidance."

Turkey

Çöpler Development

In parallel with the work on the whole ore pressure oxidation definitive feasibility study ("Definitive Feasibility Study"), Alacer has completed a first-principles analysis of how to maximize the value of the world-class orebody at Çöpler.  While a draft of the Definitive Feasibility Study confirmed that processing Çöpler refractory ore using whole ore pressure oxidation is technically and economically feasible, with comparable economics to those presented in the Çöpler Prefeasibility Study, a review of a number of alternative approaches has identified a development plan that should significantly improve returns with lower project risk.  Combined with the substantial oxide ore exploration potential that has been identified in the Çöpler District, as discussed in more detail below, Alacer believes that the best approach for Alacer to achieve its key strategic objectives of maximizing free cash flow, maximizing portfolio value, minimizing project risk, and returning value to shareholders at this world-class asset is as follows:

• Oxides:  Construct a conventional carbon-in-leach treatment plant for oxide ore (the "Oxide Mill")
  • Based on existing resources, the Oxide Mill would be expected to have a mine life of approximately three years
  • Any additional oxide ore reserves identified by the Çöpler District exploration program (see Çöpler District Exploration Update section below) would likely add substantially to the Oxide Mill economics
  • Following completion of milling of the existing reserves and any additional reserves identified by the exploration program, the Oxide Mill would reprocess approximately five additional years of heap-leach residues
  • Capital cost could likely be financed entirely from internal cash flows
  • Test work necessary to finalize design and engineering proceeding as a top priority
  • On completion of test work and studies, a decision to proceed and commencement of construction is expected in Q3 2013, subject to the receipt of necessary permits
• Sulfides:  Construct a flotation circuit to provide concentrate for sale or processing through a smaller-scale pressure oxidation facility or an ultra-fine grinding circuit.
  • De minimis additional capital expenditure requirement following the construction of the Oxide Mill

In addition to the above, the clay sizer and materials handling circuit project and new agglomerator project are currently on-track to be operational during the second half of 2013 and should result in increased margins from Çöpler's current heap-leach operations.

Çöpler is a long-life mine with substantial production potential that will be developed in a disciplined and prudent manner.  Alacer is committed to maximizing the value of this world-class orebody in a manner that maximizes free cash flow.

Çöpler District Exploration Update

Alacer believes that the Çöpler Mine is likely to be the first of several significant gold deposits to be discovered and mined in the Çöpler District, an area defined as comprising approximately 225km² surrounding the Çöpler Mine, and held under license by Alacer and its Turkish partner. The Çöpler District is Alacer's highest priority area for gold exploration and discovery.

In 2012, the first systematic, wide-spaced 200m x 200m spaced soil sampling geochemical program was completed near the eastern and northwestern margins of the Çöpler District (see Figure 1).  Although by the end of 2012, only 17% (approximately 45km²) of the Çöpler District had been sampled by surface geochemistry, this program was highly successful in defining significant new gold-in-soil anomalies over a 12km strike length.  Gold anomalies up to several grams per tonne require follow-up exploration and drilling.  Importantly, in spite of limited drilling, oxide gold mineralization has been intersected in each area of gold anomalism tested to date in the Çöpler District.

The defined 12km-long gold-in-soil anomaly, together with the oxide gold in mineralization having been intersected in early-stage drilling, demonstrates that:

• soil geochemistry is an effective and inexpensive exploration tool in defining surface gold anomalism around Çöpler; and
• there is excellent prospectivity for additional oxide gold discoveries to be made in the Çöpler District.

http://files.newswire.ca/270/Alacer_Figure_1.pdf

Figure 1 - Geochemical plan of the Çöpler District (blue outline) showing the extent of soil geochemistry surveys completed (approximately 17% of the surface area of the Çöpler District) and gold anomalism >30ppb (parts per billion) shown in red within the surveyed area.  Note the 12km long anomalous zone on the eastern margin of the Çöpler District.  Also shown are all drilling collars (blue dots) outside the Çöpler Mine and selective higher grade oxide intersections identified from the limited drilling completed to date.  All intersections are estimated between 50-100% of true width. A full list of drilling results in these areas is available at http://www.alacergold.com/files/2013_02_11_copler_drilling_results_link.pdf

An exploration investment of $32 million ($19 million attributable to Alacer) in Turkey is planned to be made during 2013. This large investment is primarily aimed at commencing drill testing of numerous near-surface oxide gold targets recently defined in the Çöpler District as well as at defining the outer limits of the oxide gold resource at the Çöpler Mine.

Australian Business Unit ("ABU") Review

Since August 2012, a strategic and operational review has been identifying opportunities to maximize value and improve shareholder returns from Alacer's assets in Australia.  The key outcomes from this review are summarized below.

Higginsville Gold Operations ("HGO")

At HGO a number of opportunities exist to increase cash margins and to optimize the assets, such as reducing the overall tonnage of ore mined and processed with a focus on the extraction of ore from higher grade zones, rather than keeping the mill full with marginal open-pit ore.

HGO is in a transitional period as mine development approaches the higher grade ore bodies at both Trident (Artemis/Helios) and Chalice (Grampians/Olympus). This sets HGO up for strong cash flow generation beginning in 2H 2013 from increased gold production and lower unit costs with less capital expenditure.

Initial steps taken in Q4 2012 to improve cash flow from mining at HGO include:

• Reduction in total workforce by 61 people (Q4 2012 saving of approximately $3 million);
• Review and rationalization of mine plans to minimize capital and operating development;
• Review of equipment requirements for the Trident and Chalice underground mines;
• Postponement of the development of the Corona exploration decline; and
• Cessation of mining lower grade open pits.

Continuous improvement in both the operational and cost performance at HGO remains an ongoing priority.

Higginsville Exploration

Higginsville's exploration investment of $16 million in 2013 is targeting discoveries and resource extensions that would extend HGO's planned gold production of more than 150,000 ounces per annum beyond 2017.

Drilling is planned to test both the down-plunge continuity of the Trident and Chalice orebodies during 2013 and this drilling has a high probability of adding further resources and reserves.  Drilling in the Chalice area will also test for satellite ore deposits near the Chalice mine.

In addition to this mine extension work, multiple drill targets have been generated by the recently-completed Higginsville line-of-lode framework Diamond drilling program. Drilling in the Challenge area during 2013 will test several recently-defined, mineralized structures with individual high-grade drill intercepts.

Sale of Frog's Leg Mine

Alacer has entered into a binding asset sale and purchase agreement with La Mancha Resources Australia Pty Limited ("La Mancha") to sell La Mancha its 49% minority interest in the Frog's Leg Mine joint venture, its 24.5% interest in the Lake Greta joint venture and its 40% interest in the Avoca joint venture (the "Frog's Leg JVs") and to provide toll milling services to La Mancha for 18 months using its Jubilee processing facility located at its South Kalgoorlie Operations.  The total aggregate value of these transactions is approximately A$166 million (or approximately $171 million based on the A$/$ exchange rate on February 8, 2013).

Under the sale agreement, Alacer will receive approximately A$141 million for its interest in the Frog's Leg JVs.  The Lake Greta and Avoca joint ventures are exploration stage projects.  The sale of the Frog's Leg JVs is subject to customary negotiated terms and conditions, and completion of the transactions is subject to certain conditions, including the approval of the Foreign Investment Review Board in Australia.

Under the 18-month toll treatment agreement, La Mancha will pay Alacer approximately A$25 million in six equal, advance quarterly payments beginning on February 22, 2013 and ending on April 1, 2014.  In addition, certain amounts are payable for variable costs based on the actual use of certain key consumable items at the Jubilee processing facility.  The obligation to toll-treat ore for La Mancha continues until 345 days of processing capacity has been provided, which is expected by June 30, 2014 (subject to processing schedule changes and force majeure events).  The terms of the current Frog's Leg Joint Venture Agreement will operate until completion of the sale and purchase agreement.

Pending completion of the sale of the Frog's Leg JVs, La Mancha and Alacer entered into an interim 12-month toll treatment agreement under which toll milling services are provided for ore produced from Frog's Leg on substantially the same terms as pursuant to the 18-month toll treatment agreement.  Unless terminated earlier, the obligation to toll-treat the Frog's Leg ore pursuant to the interim toll treatment agreement continues until 230 days of processing capacity has been provided (subject to processing schedule changes and force majeure events).  Any amounts paid pursuant to the interim toll treatment agreement shall be deemed to have been paid under the 18-month toll treatment agreement on completion of the sale of the Frog's Leg JVs.

South Kalgoorlie Operations ("SKO")

Gold production at SKO in 2013 will focus on higher-margin ounces from the Pernatty open pit and SBS28 areas at SKO.  The commencement of mining at the SBS28 area is significant in that several higher-grade mines will come into production in this historical high-grade mining complex.  These open pits include Surprise, Barbara, Shirl, Pit 28 and Tuscany.   The combination of these new, higher-grade mines planned for 2013 and the toll treatment agreement with La Mancha will ensure that the Jubilee plant has a sufficient supply of ore to continue to operate efficiently.

In addition, Alacer undertook a number of steps in Q4 2012 to improve cash flow from mining and processing at SKO, including

• Reduction of mining fleets and associated personnel to one fleet.  This reduced the workforce by 50 people and overall mining cost by $1.8 million per month;
• Mining higher-grade, higher-value pits (Pernatty and Triumph) in H2 2012 and the Q1 2013; and
• Revising mine planning to target several open pits in the SBS28 mining complex in H2 2013 to continue the higher-grade, higher-value mining strategy.

The combination of the cash generated from the new mines and the toll treatment agreement will finance the significant exploration activities Alacer is conducting at SKO.

Alacer believes that SKO represents one of the most prospective areas for gold exploration and discovery in Australia, as it lies on the very highly endowed Boulder-Lefroy Fault between the world-class gold deposits of Kalgoorlie's Golden Mile and the St. Ives District in the Eastern Goldfields of Western Australia.  Significant recent resource and reserve growth has been achieved at both the Golden Mile and St. Ives, due to continuous exploration over the last ten years.  Exploration within the SKO District, however, has been largely neglected due to the splintered ownership and operational issues prior to consolidation under Alacer's ownership.

In 2012, Alacer began an extensive exploration program at SKO.  This important program will be completed over the next 12-24 months, with a 2013 budget of $20 million.  The results of this program will determine the strategic options available for SKO.  The Frog's Leg toll treatment agreement provides Alacer with an 18-month time window for the geological team to fully focus on identifying and proving up new ore reserves.

Drilling has now begun to test quality conceptual targets that have the potential to deliver a large discovery. The three key areas with the highest probability of delivering exploration success are Location 48, the Mt. Marion complex, and SBS28.  These targets will be tested in Alacer's $20 million exploration program at SKO during 2013. This drilling should enable management to determine if SKO has the potential to deliver a meaningful discovery.

http://files.newswire.ca/270/Alacer_Figure_2.pdf

2013 Guidance

Alacer's focus is to maximize value in 2013 by targeting the highest grade ore available, while realigning the mine development programs to ensure Alacer is in a position to maximize production cash flow from high value ore zones from 2014 onwards.

Alacer's gold production, unit costs and capital expenditure for 2013 are forecast to be as follows:

Alacer's planned capital expenditures for 2013 total $122 million, of which approximately 22% is for projects and 78% is for operations.

General and administrative expense is forecast to be $47 million, which includes depreciation and amortization expense for corporate of $5 million for the year.

Alacer's attributable exploration expenditure is planned to total $55 million for 2013, of which approximately 80% is considered likely to be expensed.

Alacer intends to begin reporting an all-in approach to cash costs after the completion of the sale of the Frog's Leg Mine.  Alacer believes that an all-in approach to cash costs will provide investors with an alternative to better evaluate its cost structure.  Included in the calculation of all-in costs will be corporate general and administrative expenses, exploration expenses and sustaining capital expenses.

Australian Asset Impairment

With the sale of the Frog's Leg Mine to La Mancha, a detailed review of the carrying value of the ABU will be completed in conjunction with the completion of the full-year 2012 financial results.  The outcome of this review will be included in Alacer's full year financial results to be released on or about March 13, 2013.

Upcoming News Releases

The financial statements and management discussion and analysis for Q4 2012 and full-year 2012 are planned to be released on or about March 13, 2013 (North America) and March 14, 2013 (Australia).

Alacer's Mineral Reserves and Resources Statement as at December 31, 2012 is expected to be released in March 2013.

Conference Call Details

Alacer will host a conference call on Monday, February 11 at 4:30 pm (North America Eastern Standard Time) and Tuesday, February 12 at 8:30 am (Australian Eastern Daylight Time).

You may participate in the conference call by dialing:

If you are unable to participate in the call, a recording of the call will be available on Alacer's website at www.AlacerGold.com or through replay until February 24, 2013 by using passcode 8456451 and calling:

About Alacer Gold

Alacer Gold Corp. is a leading intermediate gold mining company with interests in multiple mines which provide ore to three processing facilities in Australia and Turkey:

• 80% interest in the Çöpler Gold Mine;
• 100% interest in the Higginsville Gold Operations; and
• 100% interest in the South Kalgoorlie Gold Operations.

Alacer's primary focus is to maximize portfolio value, maximize free cash flow, minimize project risk, and return value to shareholders.  Alacer has a strong balance sheet and is committed to responsibly developing its current operations and focused exploration programs creating value.

Alacer's operations produced a total of 381,738 attributable ounces of gold during 2012. At 31 December 2011, Alacer's attributable Mineral Resources totalled 13.8 million ounces of gold and Ore Reserves totalled 5.3 million ounces of gold.

Qualified Person and Technical Information

The information in this report which relates to Exploration Results is based on information compiled by Chris Newman, a full time employee of Alacer Gold Corp. and who is a Member of the Australasian Institute of Mining and Metallurgy and a Member of the Australian Institute of Geoscientists.  Mr Newman has sufficient experience which is relevant to the style of mineralization and type of deposit under consideration and to the activity which is being undertaking to qualify as a Competent Person as defined in the 2004 Edition of the "Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves" and a qualified person pursuant to National Instrument 43-101 of the Canadian Securities Administration. Mr Newman consents to the inclusion in the report of the matters based on this information in the form and context in which it appears.

Exploration drilling and sampling in the Çöpler District utilized surface NQ2 Diamond core and Reverse Circulation ("RC"). Reverse circulation cuttings were sampled on 1.0m intervals and core was sampled at geologically selected intervals ranging from 0.7m to 2.0m, but generally 1.0m as sawn half core or hand split if clay. Drill samples were performed by ALS‐Chemex in Vancouver, BC, Canada, for gold by Fire Assay off a 30 gram charge with an AA finish. Quality Assurance/Quality Control included the insertion and continual monitoring of numerous standards and blanks into the sample stream, and the collection of duplicate samples at regular intervals within each batch. Selected holes are also analysed for a 33‐element four acid ICP—AES. Exploration and drilling results are reported as drilled thicknesses. Drill composites were calculated using a cut‐off of approximately 0.3g/t gold for oxide.  No top cut was applied.   Surface geochemical soil samples are collected on a 200 x 200 meters grid system, with anomalous zones (>10ppb)  infilled to 100 x 100 meters.  Samples were collected from the soil 'B Zone' to a depth of 30-50cm and analysed by SGS analytical Laboratory, Ankara, Turkey, for gold by Fire Assay off a 50 gram charge with an AAS finish and for 34 elements by four acid digestion (nearly total extraction), ICP OES Finish (sample drying, 105 C, 3.5kg, dry screening to -80mesh, 2.0kg).

Cautionary Statements

Except for statements of historical fact relating to Alacer, certain statements contained in this press release constitute forward-looking information, future oriented financial information, or financial outlooks (collectively "forward-looking information") within the meaning of Canadian securities laws. Forward-looking information may be contained in this document and other public filings of Alacer. Forward-looking information often relates to statements concerning Alacer's future outlook and anticipated events or results and, in some cases, can be identified by terminology such as "may", "will", "could", "should", "expect", "plan", "anticipate", "believe", "intend", "estimate", "projects", "predict", "potential", "continue" or other similar expressions concerning matters that are not historical facts.

Forward-looking information contained in this news release and other Alacer filings which may prove to be incorrect, include statements concerning, among other things, that Alacer and its subsidiaries will complete the proposed transactions in accordance with the terms and conditions of the asset sale and purchase agreement (including the satisfaction of the requisite conditions contained in the asset sale and purchase agreement and to pay any distributions related thereto); that the Foreign Investment Review Board in Australia will approve the transactions contemplated under the asset sale and purchase agreement; that adjustments required to the purchase price pursuant to the asset sale and purchase agreement, interim toll treatment agreement and 18-month toll treatment agreement will not materially alter the aggregate consideration payable to Alacer and its subsidiaries; the generation of free cash flow and payment of dividends; matters relating to proposed exploration; production guidance and ability to target high grade ore bodies; the study, development and construction of proposed mines and process facilities; and the preparation and dissemination of technical studies.

Such forward-looking information and statements are based on a number of material factors and assumptions, including, but not limited in any manner to, those disclosed in any other of Alacer's filings, and include the inherent speculative nature of exploration results; the ability to explore; communications with local stakeholders and community and governmental relations; status of negotiations of joint ventures; weather conditions at Alacer's operations, commodity prices; the ultimate determination of and realization of mineral reserves; existence or realization of mineral resources; the development approach; availability and final receipt of required approvals, titles, licenses and permits; sufficient working capital to develop and operate the mines and implement development plans; access to adequate services and supplies; foreign currency exchange rates; interest rates; access to capital markets and associated cost of funds; availability of a qualified work force; ability to negotiate, finalize and execute relevant agreements; lack of social opposition to the mines or facilities; lack of legal challenges with respect to the property of Alacer; the timing and amount of future production and ability to meet production targets; timing and ability to produce studies and analyses; capital and operating expenditures; economic conditions; availability of sufficient financing; the ultimate ability to mine, process and sell mineral products on economically favorable terms and any and all other timing, exploration, development, operational, financial, budgetary, economic, legal, social, regulatory and political factors that may influence future events or conditions.  While we consider these factors and assumptions to be reasonable based on information currently available to us, they may prove to be incorrect.

You should not place undue reliance on forward-looking information and statements.  Forward-looking information and statements are only predictions based on our current expectations and our projections about future events.  Actual results may vary from such forward-looking information for a variety of reasons, including but not limited to risks and uncertainties disclosed in Alacer's filings at www.sedar.com and other unforeseen events or circumstances.  Other than as required by law, Alacer does not intend, and undertakes no obligation to update any forward-looking information to reflect, among other things, new information or future events.

¹ Cash Operating Costs and Total Cash Costs are non-IFRS financial performance measures with no standard definitions under IFRS.

PDF available at: http://stream1.newswire.ca/media/2013/02/10/20130210_C4473_DOC_EN_23510.pdf

PDF available at: http://stream1.newswire.ca/media/2013/02/10/20130210_C4473_DOC_EN_23511.pdf

SOURCE: ALACER GOLD CORP.

For further information on Alacer Gold Corp., please contact:
Lisa Maestas - North America at +1-303-292-1299
Roger Howe - Australia at +61-2-9953-2470