/NOT FOR DISTRIBUTION TO UNITED
STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES/
TORONTO,
Feb. 26, 2014 /CNW/ - Gran Colombia
Gold Corp. (TSX: GCM) (the "Company" or "Gran Colombia") announced
today that, further to the Company's press release dated
February 25, 2013, Gran Colombia has
entered into an underwriting agreement (the "Underwriting
Agreement") with GMP Securities L.P. (the "Underwriter"). The
Underwriting Agreement provides for the purchase of 6,500,000 units
(the "Units") of Gran Colombia at a price per Unit of C$1.93 for aggregate gross proceeds to the
Company of C$12,545,000.
Each Unit will consist of one common share in
the capital of the Company (each, a "Common Share") and one-half of
one Common Share purchase warrant (each whole Common Share purchase
warrant, a "Warrant"). Each Warrant will entitle the holder thereof
to purchase one Common Share at a price of C$3.25. The Warrants will expire five years
following the closing of the Offering (the "Closing Date") and will
be subject to an accelerated expiration date in certain
circumstances, as more particularly described in the Company's
amended and restated preliminary short form prospectus to be filed
on SEDAR on February 26, 2014 (the
"Amended Prospectus").
The Underwriter will also have the option to
purchase from the Company additional Units up to a number equal to
15 percent of the Units issued under the Offering, exercisable for
additional Common Shares and/or Warrants, in any combination, on
the same terms and conditions at any time and from time to time up
to 30 days from and including the Closing Date to cover
over-allotments, if any, and for market stabilization purposes.
The closing of the Offering is subject to
certain conditions including, but not limited to, receipt of all
necessary regulatory and stock exchange approvals including the
receipt of listing approval by the Toronto Stock Exchange.
The Closing Date will take place in March 2014, or such other date agreed upon by the
Company and the Underwriter. For more information, potential
investors should read the Amended Prospectus, together with the
documents incorporated by reference therein, including the risk
factors. A copy of the Amended Prospectus will be available on the
SEDAR website at www.sedar.com.
The securities offered have not and will not be
registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), or any U.S. State securities
laws and may not be offered or sold, directly or indirectly,
within the United States or its
territories or possessions or to or for the account of any U.S.
person (as defined in Regulation S under the U.S. Securities Act)
other than pursuant to an available exemption from the registration
requirements of the U.S. Securities Act. This news release does not
constitute an offer to sell or a solicitation of an offer to buy
any such securities within the United
States, or its territories or possessions, or to or for the
account of any U.S. person.
Technical Report
The Company has also filed an amended and
restated National Instrument 43-101 technical report on a
preliminary economic assessment on its Segovia and Carla Operations
in Colombia (the "PEA"). The PEA,
which does not alter the mineral resource estimate from the
previous report on the Segovia and Carla Operations filed
September 20, 2013, demonstrates an
estimated life of mine all-in sustaining cost of approximately
$850 per ounce over the approximately
seven-year mine life of the current mineral resources, made
possible by the company's Pampa
Verde expansion project and the recently announced
improvement in its operating cost structure at its Segovia
Operations.
The PEA is available on the Company's website at
www.grancolombiagold.com and under the Company's profile on SEDAR
at www.sedar.com.
Amended Prospectus
The Company will file the Amended Prospectus in
all of the provinces of Canada,
except Quebec, which amends the
amended and restated preliminary prospectus filed on February 18, 2014 (see the Company's press
release filed February 19, 2014).
The Amended Prospectus will be updated to
reflect the PEA and the entering into of the Underwriting
Agreement, as detailed above.
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 currently advancing a project to
develop a modern, large-scale, gold and silver mine at its 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 future financial or operating performance of
the Company and its projects. 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.
Forward-looking statements contained herein are made as of the date
of this press release and Gran Colombia disclaim, 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.
SOURCE Gran Colombia Gold Corp.