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Gran Colombia GOLD Announces Shareholders’ Approval of the Consolidation of Its Common Shares and Debt Extension Proposal

Corporate Actions

NEWS RELEASE

GRAN COLOMBIA GOLD ANNOUNCES SHAREHOLDERS’ APPROVAL OF THE CONSOLIDATION OF ITS

COMMON SHARES AND DEBT EXTENSION PROPOSAL

TORONTO, CANADA, Monday, April 24, 2017 – Gran Colombia Gold Corp. (TSX: GCM) announced today that

the proposals to consolidate its common shares and to extend its Senior Secured Convertible Debentures due

2020 (“2020 Debentures”) were both overwhelmingly supported by those who voted at today’s Special Meeting of

Shareholders. The detailed results of the votes for each matter are set out below:

SPECIAL MEETING OF SHAREHOLDERS

Item Description of matter Outcome Voted Voted (%)

1. Approval of a special resolution authorizing a

consolidation of the Corporation’s issued and

outstanding common shares on a one post -

consolidation share for every fifteen pre -consolidation

shares (1:15) basis, subject to approval of the Toronto

Stock Exchange, as more specifically set out in the

Management Information Circular.

Approved 104,968,502 For

13,528,921 Against

88.6%

11.4%

2. Approval of an ordinary resolution, the full text of which

is set forth in Schedule A of the Management

Information Circular, to approve the extension of the

maturity date, and the increase of the interest paid over

the remaining term, of certain of the Corporation’s

issued and outstanding 2020 Debentures, and any

other ancillary changes, at the option of the holders

thereof, all as more particularly described in the

Management Information Circular.

Approved 64,650,827 For

5,201,514 Against

92.6%

7.4%

The Company intends to effect the share consolidation shortly and will provide further details as they become

available.

2020 Debenture Extension Proposal

The Company also announced today that it has received conditional listing approval from the Toronto Stock

Exchange, subject to meeting the required conditions, for the listing of extended 2020 Debentures if the extension

proposal is approved by holders of the 2020 Debentures and be comes effective. As previously disclosed in the

Company press releases dated March 6 and April 11, 2017, t he Company is seeking to amend the Amended and

Restated Indenture dated as of January 20, 2016 relating to the 2020 Debentures through a consent solicitation

process (the “Consent Solicitation”) to voluntarily extend the maturity date of the 2020 Debentures. The extended

2020 Debentures will carry largely the same terms and conditions as the other 2020 Debentures except that the

maturity date will be extended to 2024 and interest will be paid monthly over the remaining term of the extended

2020 Debentures at an annual rate of 8%. If the Consent Solicitation is approved by 2020 Debenture holders and

becomes effective, it is anticip ated that the e xtended debentures will be posted for trading under the symbol

“GCM.DB.X”.

With receipt of the approval of the Company’s shareholders for the Consent Solicitation to proceed, the Company

reminds its 2020 Debenture holders to review t he Cons ent Solicitation materials, which can be found on the

Company’s website at www.grancolombiagold.com and on the Company’s SEDAR profile at www.sedar.com.

Holders may also contact Kingsdale Advisors for additional information or assistance in providing their consent or

election by telephone at 1 -877-659-1819 (North America toll free) or by e -mail at

[email protected].

The Consent Solicitation will expire at 5:00 p.m. (Toronto time) on May 11, 2017, unless extended at the sole

discretion of the Company. Eligible holders who desire to extend the maturity of their 2020 Debentures,

conditional on such amendments becoming effective, can also make their election at or prior to 5:00 p.m. (Toronto

time) on May 11, 2017, unless extended at the sole discretion of the Company.

The Consent Solicitation continues to be subject to certain conditions and approvals including, but not limited to,

the receipt of all necessary regulatory and stock exchange approvals. Terms outlined herein may be amended as

required to receive such approvals.

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 Ma rmato Operations. Gran Colombia is

continuing an expansion and modernization project at its Segovia Operations.

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.

For Further Information, Contact:

Mike Davies

Chief Financial Officer

(416) 360-4653

[email protected]