Mr. Serafino Iacono reports
GRAN COLOMBIA COMPLETES ARRANGEMENT WITH GOLD X FOR THE CREATION OF A NEW MID-TIER LATIN AMERICAN GOLD PRODUCER
Gran Colombia Gold Corp. has completed its acquisition of all of the issued and outstanding common shares of Gold X Mining Corp. not already owned by Gran Colombia by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia). The arrangement became effective at 12:01 a.m. Pacific Time on June 4, 2021. As a result of the arrangement, Gold X became a direct, wholly owned subsidiary of Gran Colombia and Gran Colombia gained control of the Toroparu gold project located in Guyana, South America.
Serafino Iacono, executive chairman of Gran Colombia, commented: "With the closing of the Gold X acquisition today, we have created a new mid-tier Latin-American gold producer with a complementary asset portfolio including the world-class, free cash flow generating Segovia operations located in Colombia and the large, high-growth and substantially derisked Toroparu gold project in Guyana. On a combined basis (1) for Segovia and Toroparu, our measured and indicated gold resources now total 8,778,000 ounces (256.5 million tonnes grading 1.06 g/t Au) and we have another 4,359,000 ounces of gold in the inferred category (132.6 million t grading 1.02 g/t Au). Over the next couple of months, we will be refining our development options at Toroparu, including an update of the mineral resource estimate for the Toroparu project to incorporate the new geologic model and project optimization that includes the discovery of continuous high-grade gold-bearing structures extending for at least three kilometres in strike and at least 450 metres in depth as recently announced by Gold X. With approximately $6-million (U.S.) of cash in Gold X at closing of this acquisition, this next stage of project evaluation that will lead to an updated preliminary economic assessment for Toroparu is fully funded. We are very excited to begin this next chapter, creating value for our shareholders through our diversified growth platform centred on these two cornerstone assets and our equity positions in Aris Gold and Denarius."
Completion of the arrangement
Pursuant to the arrangement, each holder of Gold X shares is entitled to receive 0.6948 of a common share in the capital of Gran Colombia for each Gold X share held immediately prior to the effective time.
As of today, the company now has 98,287,088 common shares issued and outstanding and a total of approximately 132.1 million common shares on a fully diluted basis.
With Gold X now a wholly owned subsidiary of Gran Colombia, Gran Colombia intends to delist the Gold X shares from the TSX Venture Exchange as soon as practicable. Gran Colombia also intends to submit an application to the applicable securities regulators to have Gold X cease to be a reporting issuer and terminate its public reporting obligations. Prior to the completion of the arrangement, Gran Colombia owned, directly or indirectly, or exercised control or direction over, 9,571,158 Gold X shares, representing approximately 15 per cent of the issued and outstanding Gold X shares prior to the completion of the arrangement.
Information for former Gold X shareholders
In order to receive Gran Colombia shares in exchange for Gold X shares at the exchange ratio, registered shareholders of Gold X must complete, sign, date and return the letter of transmittal that was mailed to each Gold X shareholder prior to the effective time. The letter of transmittal is also available under Gold X's profile on SEDAR.
For those shareholders of Gold X whose Gold X shares are registered in the name of a broker, investment dealer, bank, trust company, trust or other intermediary or nominee, they should contact such nominee for assistance in depositing their Gold X shares and should follow the instructions of such intermediary or nominee.
Warrants and options
Pursuant to the arrangement, all stock options of Gold X were accelerated and exercised prior to the effective time, or, if not exercised, were terminated at the effective time without payment of any consideration to the holders of such terminated Gold X options. All share purchase warrants of Gold X outstanding immediately prior to the effective time remain outstanding and each Gold X warrant shall entitle the holder thereof to receive, upon exercise, Gran Colombia shares in accordance with the exchange ratio, on and subject to the terms and conditions of such securities.
Full details of the arrangement are set out in the arrangement agreement between Gran Colombia and Gold X dated March 14, 2021, which has been filed by Gran Colombia and Gold X under their respective profiles on SEDAR. In addition, further information regarding the arrangement is contained in Gold X's management information circular dated April 23, 2021, and in Gran Colombia's management information circular dated April 16, 2021, filed under their respective profiles on SEDAR.
Early warning reporting
By virtue of its acquisition of all the issued and outstanding Gold X shares under the arrangement, Gran Colombia is required to file an early warning report pursuant to National Instrument 62-103 -- the Early Warning System and Related Take-Over Bid and Insider Reporting Issues. A copy of the early warning report will be filed on Gran Colombia's SEDAR profile.
Qualified person's review
The scientific and technical information in this news release has been reviewed and approved by Stewart Redwood, BSc (honours), PhD, FIMMM, FGS, a qualified person as defined under National Instrument 43-101.
About Gran Colombia Gold Corp.
Gran Colombia is a mid-tier gold producer with a proven record of mine building and operating in Latin America. In Colombia, the company is currently the largest underground gold and silver producer with several mines in operation at its high-grade Segovia operations. In Guyana, the company is advancing the Toroparu project, one of the largest undeveloped gold projects in the Americas. Gran Colombia also owns approximately 44 per cent of Aris Gold Corp., a Canadian mining company currently advancing a major expansion and modernization of its underground mining operations at its Marmato project in Colombia. Gran Colombia's project pipeline also includes an approximately 27-per-cent equity interest in Denarius Silver Corp. (Spain -- Lomero-Poyatos; Colombia -- Guia Antigua and Zancudo) and an approximately 26-per-cent equity interest in Western Atlas Resources Inc. (Nunavut -- Meadowbank).
(1) Excluding the pro rata share of resources from equity interests in other companies.
We seek Safe Harbor.
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