Gran Colombia Gold Announces Closing of US$98 Million Debt Financing and Early Settlement of US$7.3 Million of 2018 Debenture...
May 02 2018 - 9:27AM
Gran Colombia Gold Corp. (the “Company” or “Gran Colombia”)
(TSX:GCM) announced today that it has closed its previously
announced proposed debt financing (the “Offering) of 97,992 units
(the “Units” and each, a “Unit”) for aggregate gross proceeds of
approximately US$98 million. The Offering was led by GMP Securities
L.P. as sole lead agent and sole book-runner. Each Unit consists of
US$1,000 principal amount of senior secured gold-linked notes (the
“Notes”) and 124 common share purchase warrants (the “Warrants” and
each, a “Warrant”) of the Company (12,151,008 Warrants in
aggregate). Each Warrant has an exercise price of CA$2.21 and
entitles the holder thereof to purchase one common share in the
capital of the Company (a “Common Share”) at any time prior to the
maturity of the Notes. The Notes and Warrants comprising each Unit
will not separate until 45 days following the closing of the
Offering. The Notes and the Warrants are also subject to a hold
period equal to four months and a day following the closing of the
Offering, and the Company will take commercially reasonable steps
to obtain approval for the listing and trading of the Notes and the
Warrants on the Toronto Stock Exchange by the end of the hold
period.
As of the day hereof, there are US$48,022,940
and US$42,872,953 of Senior Secured Convertible Debentures due 2020
and 2024, respectively (collectively, the “Senior Debentures”),
issued and outstanding. The Company announced today that it has
provided notice (the “Redemption Notice”) to the trustee (the
“Trustee”) of its Senior Debentures that, on May 14, 2018 (the
“Redemption Date”), the Company will redeem all of the principal
amount of its outstanding Senior Debentures at a redemption price
equal to US$1 for each US$1 principal amount of Senior Debentures,
plus accrued and unpaid interest up to (but excluding) the
Redemption Date. A portion of the proceeds of the Offering is from
the purchases of Units by certain holders of the Senior Debentures
who elected to use the proceeds payable to them for the redemption
of their Senior Debentures at the closing of the Offering to make
such purchases of Units. On closing of the Offering, the Company
deposited sufficient cash proceeds from the Offering with the
Trustee to complete the redemption, assuming there are no further
conversions of the Senior Debentures prior to the Redemption Date.
In addition, the Company provided notice today to the Trustee that,
as a result of the redemption contemplated by the Redemption
Notice, holders of the issued and outstanding Senior Debentures
will not be able to convert their Senior Debentures after 4:00 p.m.
(Toronto time) on May 11, 2018.
Early Settlement of 2018
Debentures
The Company also announced today that it
completed the early redemption of US$7,260,659 aggregate principal
amount of its Senior Unsecured Convertible Debentures due August
2018 (the “2018 Debentures”) from holders who elected to exchange
their 2018 Debentures at the closing of the Offering for a cash
payment equal to 19% of the principal amount of their 2018
Debentures, representing a total payment of US$1,379,525 funded by
cash held in the sinking fund for the 2018 Debentures, and the
remaining 81% of the principal amount settled with Common Shares,
representing the issuance of a total of approximately 3,015,966
Common Shares, based on the conversion price of US$1.95 per Common
Share. As of the date hereof, there are US$34,399,642 aggregate
principal amount of 2018 Debentures and 28,115,533 Common Shares
issued and outstanding. Furthermore, the annual interest rate on
the issued and outstanding 2018 Debentures will increase from 1% to
5%, effective April 30, 2018.
About Gran Colombia Gold
Corp.
Gran Colombia is a Canadian-based gold and
silver exploration, development and production company with its
primary focus in Colombia. Gran Colombia is currently the largest
underground gold and silver producer in Colombia with several
underground mines in operation at its Segovia and Marmato
Operations. Gran Colombia is continuing to focus on exploration,
expansion and modernization activities at its high-grade Segovia
Operations.
Additional information on Gran Colombia can be
found on its website at www.grancolombiagold.com and by reviewing
its profile on SEDAR at www.sedar.com.
Cautionary Statement on Forward-Looking
Information:
This news release contains "forward-looking
information", which may include, but is not limited to, statements
with respect to the Offering, the expected use of proceeds
from the Offering, the redemption of the Senior Debentures, the
anticipated impact of the Offering on the Company’s balance sheet
and anticipated business plans or strategies. Often, but not
always, forward-looking statements can be identified by the use of
words such as "plans", "expects", "is expected", "budget",
"scheduled", "estimates", "forecasts", "intends", "anticipates", or
"believes" or variations (including negative variations) of such
words and phrases, or state that certain actions, events or results
"may", "could", "would", "might" or "will" be taken, occur or be
achieved. Forward-looking statements involve known and unknown
risks, uncertainties and other factors which may cause the actual
results, performance or achievements of Gran Colombia to be
materially different from any future results, performance or
achievements expressed or implied by the forward-looking
statements. Factors that could cause actual results to differ
materially from those anticipated in these forward-looking
statements are described under the caption "Risk Factors" in the
Company's Annual Information Form dated as of March 27, 2018, which
is available for view on SEDAR at www.sedar.com. Forward-looking
statements contained herein are made as of the date of this press
release and Gran Colombia disclaims, other than as required by law,
any obligation to update any forward-looking statements whether as
a result of new information, results, future events, circumstances,
or if management's estimates or opinions should change, or
otherwise. There can be no assurance that forward-looking
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
statements. Accordingly, the reader is cautioned not to place undue
reliance on forward-looking statements.
For Further Information,
Contact:Mike DaviesChief Financial Officer(416)
360-4653investorrelations@grancolombiagold.com
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