Gran Colombia Gold Announces Wheaton Precious Metals Participation in Marketed Offering of Subscription Receipts Expected to ...
11 December 2019 - 11:00PM
Gran Colombia Gold Corp. (TSX: GCM; OTCQX: TPRFF) (“Gran Colombia”)
announced today that Wheaton Precious Metals International Ltd.
(“Wheaton Precious Metals”) has agreed to subscribe for CA$2
million in the marketed private placement offering (the “Offering”)
of subscription receipts (the “Subscription Receipts”) being led by
Scotiabank, as sole bookrunner, and including Red Cloud Securities.
The Offering, at a price of CA$2.00 per Subscription Receipt, is
expected to close on or about December 19, 2019. Wheaton Precious
Metals has been granted a right of first refusal on any metal
streaming or similar transaction that may be entered into in
connection with financing the Marmato expansion project.
Gran Colombia has previously announced that it
intends to spin off its Marmato Mining Assets into a special
purpose vehicle, Caldas Finance Corp. (“CFC”), which will in turn
complete a reverse takeover transaction (the “RTO Transaction”)
with Bluenose Gold Corp. (TSXV-BN.H) (“Bluenose”). The
resulting issuer is expected to be renamed Caldas Gold Corp.
(“Caldas Gold”). Through the Offering, CFC is expecting to raise
aggregate gross proceeds of between CA$10 million and CA$15 million
in connection with the RTO Transaction.
Serafino Iacono, Executive Chairman of Gran
Colombia, stated “We are very excited to have Wheaton Precious
Metals, one of the largest precious metals streaming companies in
the world, as an anchor investor in the new Caldas Gold as it
prepares for a major capital program to expand the Marmato mining
operation once it completes the prefeasibility study next
year.”
Upon the satisfaction of certain release
conditions (the “Release Conditions”), each Subscription Receipt
shall entitle the holder to receive one common share (a “CFC
Share”) and one CFC Share purchase warrant (a “CFC Warrant”). Each
CFC Warrant shall entitle the holder thereof to acquire one CFC
Share, subject to standard adjustment provisions, at a price of
CA$3.00 per CFC Share for a period of five years from the date of
closing of the Offering. Upon closing of the RTO Transaction,
all CFC Shares and CFC Warrants will automatically be exchanged for
common shares and common share purchase warrants of Caldas Gold.
Further details on the exchange of securities and the RTO
Transaction will be provided in a subsequent press release once
Bluenose and Gran Colombia enter into a definitive agreement in
respect of the RTO Transaction (the “Definitive Agreement”), which
is anticipated to be completed prior to the closing of the
Offering.
The pricing of the Subscription Receipts
reflects the proposed 10 for 1 share consolidation of Bluenose
common shares which will be completed immediately prior to the
closing of the RTO Transaction.
On closing of the Offering, the gross proceeds
from the Offering, less 50% of the Agents’ commission and all of
the Agents’ expenses (the "Escrowed Proceeds"), will be held in
escrow by an escrow agent satisfactory to Gran Colombia and
Scotiabank pending satisfaction of the Release Conditions, which
include the satisfaction of all conditions precedent to the
completion of the RTO Transaction and the receipt of all required
regulatory and third party approvals to the RTO Transaction.
Provided the Release Conditions have been satisfied on or prior to
5:00 p.m. (Toronto Time) on February 28, 2020, the Escrowed
Proceeds (and accrued interest less an amount on account of the
balance of the commissions and expenses payable to the Agents) will
be released to Caldas.
Gran Colombia also intends to subscribe for a
minimum of $5 million in units that will have the same
characteristics as the Subscription Receipts, immediately prior to
the satisfaction of the Release Conditions.
About Gran Colombia Gold
Corp.
Gran Colombia is a Canadian-based mid-tier gold
producer with its primary focus in Colombia where it is currently
the largest underground gold and silver producer with several 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 and, through a spin
out transaction with Bluenose Gold Corp. announced on October 7,
2019, Gran Colombia is progressing toward a major expansion and
modernization of its underground mining operations at the Marmato
Project.
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 Statements:
This news release contains "forward-looking
information", which may include, but is not limited to, statements
with respect to anticipated business plans or strategies, expected
name of the resulting issuer, anticipated timing of the Definitive
Agreement, and anticipated closing of the Offering. 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, 2019 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.
This news release does not constitute an
offer to sell or a solicitation of an offer to buy any of the
securities in the United States. The securities have not been and
will not be registered under the United States Securities Act of
1933, as amended (the “U.S. Securities Act”) or any state
securities laws and may not be offered or sold within the United
States or to U.S. Persons unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption
from such registration is available.
For Further Information,
Contact:Mike DaviesChief Financial Officer(416)
360-4653investorrelations@grancolombiagold.com
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