/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES/
TORONTO, Feb. 19, 2014 /CNW/ - Gran Colombia Gold Corp. (TSX: GCM) ("Gran Colombia" or the "Company") announced today the filing of an amended and restated preliminary
short form prospectus in all of the provinces of Canada, except Quebec,
which amends the prospectus filed on November 19, 2013.
The amended and restated preliminary short form prospectus reflects the
Company's recent developments, as described in the press release dated
February 3, 2014. The amendments include a change in management and the
Company's intention to use a portion of the net proceeds of the
Offering to repay the previously announced bridge loan. The balance of
the net proceeds will be used to maintain the financial flexibility of
the Company, including the funding of efforts to improve operating cash
flow, grow production and expand its resources at the Segovia project.
As previously announced in the Company press release dated November 19,
2013, this amended and restated prospectus is filed in connection with
a "best efforts" offering of a minimum of $7,000,000 up to a maximum of
$15,000,000 of units (the "Units") of Gran Colombia (the "Offering") at a price per Unit to be determined in the context of the market.
GMP Securities L.P. (the "Agent") will act as the lead agent in respect of the Offering.
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 to be agreed upon between the Agent and the Company.
Warrants will expire five years following the closing of the Offering
(the "Closing Date"). The Warrants will be subject to an accelerated expiration date in
certain circumstances, as more particularly described in the amended
and restated preliminary short form prospectus.
The Agent 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 during the 30 day period immediately following the
Closing Date.
The closing of the Offering is subject to certain conditions including,
but not limited to, the execution of a definitive agency agreement with
the Agent, 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 within 30 days of the receipt for the
final short form prospectus in respect of the Offering, or such other
date agreed upon by the Company and the Agent. For more information,
potential investors should read the amended and restated preliminary
short form prospectus, together with the documents incorporated by
reference therein, including the risk factors. A copy of the amended
and restated preliminary short form 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.
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 the Company's
website at www.grancolombiagold.com and by reviewing the Company's
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.
