China Shen Zhou Signs Agreement to Issue Up to $10 Million of Preferred Stock to Institutional Investor

China Shen Zhou Mining & Resources, Inc. SHZ today announced that the Company has signed a definitive agreement with certain institutional investors for up to $10 million in gross proceeds. The Company, amongst other things, plans to use the net proceeds for developing the three mining companies in which it acquired a 60% ownership earlier this year in Guizhou. FT Global Capital, Inc. acted as the sole placement agent for the transaction. According to the agreement, China Shen Zhou will issue shares of Series A Convertible Preferred Stock, par value $0.001 per share, and warrants to purchase shares of the Company's common stock, par value $0.001 per share, in two $5 million tranches. Upon the closing of the first tranche on or about Monday, March 26, 2012, the investors will purchase $5.0 million of newly issued Preferred Stock and related Warrants. Each of the initial purchasers, at their option, may purchase their allocation of Preferred Stock in the second tranche by delivery of written notice to the Company at any time prior to the first anniversary of the initial closing date. Subject to the satisfaction of certain conditions, the Company may force the initial purchasers to purchase the Preferred Stock in the second tranche at any time after the satisfaction of such conditions and prior to the four month anniversary of the initial closing date. In order for the Company to trigger the mandatory purchase requirement, the Company must obtain shareholder approval as may be required by the NYSE Amex and the Company must also satisfy certain other conditions.