The Miller Holders

November 04, 2015 12:30 ET

Lloyd I. Miller III and Related Senior Gold-Linked Noteholders Oppose Restructuring Proposal by Gran Columbia Gold Corp. Which Significantly Undervalues the Gold-Linked Notes

TORONTO, ONTARIO--(Marketwired - Nov. 4, 2015) -

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN.

Lloyd I. Miller and entities related to him (the "Miller Holders") announced today their opposition to the debt restructure proposal under the Business Corporations Act (British Columbia) for the senior Gold-Linked Notes issued by Gran Columbia Gold Corp. (the "Company"), which they believe significantly undervalues the Gold-Linked Notes.

On September 29, 2015, the Company announced its restructuring proposal for both its senior Gold-Linked Notes and its junior Silver-Linked Notes (the "Restructure Proposal"). The Company has set a meeting concerning the Restructure Proposal for November 27, 2015. The Miller Holders (owners of approximately 18% of the $100 Million Gold-Linked Notes) believe that the Company's Restructure Proposal fails to honor the senior, secured status of the Gold-Linked Notes. Among other things, the Miller Holders are concerned that the Restructure Proposal:

  • Significantly undervalues the Gold-Linked Notes.
  • Improperly favors the junior Silver-Linked Notes and equity interests.
  • Ignores the collateral rights covering the Gold-Linked Notes.
  • Provides for interest on the Gold-Linked Notes to be "paid in kind" at the Company's election rather than cash despite the Company's financial performance.
  • Provides for conversion of the Gold-Linked Notes into common equity and the Company's election (the same securities into which the junior Silver-Linked Notes may be converted).
  • Establishes an inferior conversion price for the senior Gold-Linked Notes in comparison to the junior Silver-Linked Notes.
  • Was proposed without significant involvement of the major holders of Gold-Linked Notes.

The Miller Holders have concluded that the foregoing and other features of the Restructure Proposal are not in the best interests of the holders of the Gold-Linked Notes. As such, the Miller Holders intend to oppose the current Restructure Proposal, whether pursued under the Business Corporations Act or the Companies' Creditors Arrangement Act (CCAA). The Miller Holders are forming an ad hoc group to address the Restructure Proposal and may be contacted by other non-insider holders of the Gold-Linked Notes at the number below.

Source: The Miller Holders
Eric W. Fangmann
3300 S. Dixie Highway, Suite 1-365
(888) 758-7557 or (561) 287-5399
info@limadvisory.com

FORWARD LOOKING STATEMENTS

This news release may contain forward-looking statements or forward looking information under securities legislation including the intention of the Miller Holders to oppose the restructure proposal and their formation of an ad hoc group.

Contact Information

  • The Miller Holders
    Eric W. Fangmann
    3300 S. Dixie Highway, Suite 1-365
    (888) 758-7557 or (561) 287-5399
    info@limadvisory.com