*** NEW ISSUE: Gran Colombia Gold Corp US$300mm (WNG) 5NC2
Notes – IPTs Low 7%s ***
Issuer: Gran Colombia Gold Corp (TSX: GCM)
Expected Rating*: B+ (stable) / B+ (stable) (S&P / Fitch)
Currency: US Dollar
Format: 144A / Reg S
Ranking: Senior Unsecured Notes
Size: US$300 million (WNG)
Tenor: 5NC2
Maturity: August 9th, 2026
IPTs: “Low 7%s”
Optional Redemption: Make-Whole Call; Withholding Tax Par Call; Equity Clawback; High Yield Call Schedule starting on year 2
Use of Proceeds: Fund the development of Guyana operations, prepay the Gold-Linked Notes, and general corporate purposes (see Offering Memorandum)
Denominations: US$200,000 x US$1,000
Expected Listing: Singapore Stock Exchange (“SGX-ST”)
Clearing: Euroclear / Clearstream
Expected Settlement: August 9th, 2021 (T+3)
Marketing: Preliminary Offering Memorandum
URL: https://dealroadshow.com
Deal Roadshow: Entry Code: GCM2021
Direct Link: https://dealroadshow.com/e/GCM2021
Joint Bookrunners: BofA Securities, Canaccord Genuity and Morgan Stanley
Governing Law: State of New York
Expected Timing: Today’s business day (August 4th, 2021)
*A rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, revision or withdrawal at any time. Each rating should be evaluated independent of each other rating.
This announcement is not an offer, solicitation or sale of securities in the United States or any other state or jurisdiction, and there shall not be any offer, solicitation or sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The securities described in this announcement will only be offered to “qualified institutional buyers” as defined in Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), or to non-U.S. persons in offshore transactions outside the United States in accordance with Regulation S thereunder. The securities have not been and will not be registered under the Securities Act, or any state securities laws, and may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from the registration requirements.
This announcement is not an offer, solicitation or sale of securities in any province or territory of Canada, and there shall not be any offer, solicitation or sale of securities in any province or territory in which such offer, solicitation or sale would be unlawful prior to qualification pursuant to a prospectus or an applicable exemption from the prospectus requirement under applicable Canadian securities laws of any such province or territory. The securities described in this announcement will only be offered to “accredited investors” who are also “permitted clients” (as each term is defined under applicable Canadian securities laws) in Canada. The securities have not been and will not be qualified pursuant to a prospectus under applicable Canadian securities laws, and may not be offered or sold in any province or territory of Canada absent qualification by a prospectus or an applicable exemption from the prospectus requirement.
In member states of the European Economic Area ("EEA"), this announcement is directed only at persons who are "qualified investors" within the meaning of Regulation (EU) 2017/1129. In the United Kingdom ("UK"), this announcement is directed only at persons who are "qualified investors" within the meaning of Regulation (EU) 2017/1129. No EU PRIIPS or UK PRIIPs key information document has been prepared as the securities will not be available to retail investors in the EEA or the UK.
This communication is being distributed to, and is directed only at, persons in the UK in circumstances where section 21(1) of the Financial Services and Markets Act 2000, as amended, does not apply.
SFA Product Classification - the Issuer has determined, and hereby notifies all relevant persons (as defined in Section 309A of the SFA) that the Notes are "prescribed capital markets products" (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018)."
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