LONDON, Nov. 25, 2015 /CNW/ - Horizonte Minerals Plc,
(AIM: HZM, TSX: HZM) ('Horizonte' or 'the Company') the nickel
development company focused in Brazil, announces that at the General Meeting
('Meeting') of shareholders in the Company
('Shareholders') held earlier today all resolutions were
duly passed.
Background
On 28 September 2015, the Company
announced (the 'Announcement') that it had signed a
conditional asset purchase agreement ('Asset Purchase
Agreement') to acquire the Glencore Araguaia Project
('GAP') from Xstrata Brasil Exploraçâo Mineral Ltda
('Xstrata'), a wholly owned subsidiary of Glencore for a
total consideration of USD 8 million
to be paid according to the terms of the Asset Purchase Agreement
summarized below (the 'Proposed Transaction').
Unless specified otherwise, capitalised terms in this
announcement shall have the same meaning as defined in the
Announcement.
Resolutions Authorising the Directors to Allot Shares
As noted in the Announcement, following the issue of the Placing
Shares, the Company did not have sufficient authorities to issue
the requisite number of ordinary shares in the Company
('Ordinary Shares') to satisfy the allotment and issue of
the Initial Consideration Shares or the Second Consideration
Shares. As a result, the Company required the approval of the
Shareholders to permit the Board of the Company ('Board') to
allot and issue Ordinary Shares to satisfy the obligations of the
Company under the Asset Purchase Agreement. On 29 October 2015 the Company announced that it had
convened a General Meeting of Shareholders for 25 November 2015 and had sent out to Shareholders
a Notice of Meeting and Management Information Circular.
Shareholders were asked to consider and, if thought appropriate, to
authorise the Board to allot and issue the Initial Consideration
Shares and the Second Consideration Shares ('Share Allotment
Resolutions').
In accordance with section 11.3 of Canadian National Instrument
51-102, the results of the voting at the meeting were as
follows:
Resolution
|
Voting
Result
|
To authorise
Directors
to allot
relevant
securities
|
The resolution was
approved by shareholders on a show of hands.
Votes for (including
proxies): 26 (92.8%)
Votes against
(including proxies): 2 (7.2%)
Proxies received for:
475,284,012 (99.98%)
Proxies received
against: 102,174 (0.02%)
|
To authorise
Directors
to allot
relevant
securities
disapplying
pre-emption
rights
|
The resolution was
approved by shareholders on a show of hands.
Votes for (including
proxies): 25 (89.2%)
Votes against
(including proxies): 3 (10.8%)
Proxies received for:
475,134,012 (99.95%)
Proxies received
against: 252,174 (0.05%)
|
Allotment of Initial Consideration Shares
Further to the approval at the Meeting of the Share Allotment
Resolutions by Shareholders and registration of transfer from
Xstrata to a subsidiary of the Company by the National Department
of Mineral Production of Brazil
('DNPM') of certain of the GAP licences comprising GAP, the
Board has issued allotted 23,777,273 Shares to Xstrata, being a
proportion of the Initial Consideration Shares equivalent in value
to USD 660,000 at a price of
1.84 pence per Initial Consideration
Share (the "Issue Price"). In accordance with the terms of the
Asset Purchase Agreement the Issue Price was equal to the five day
weighted average price per Ordinary Share on AIM taken on the
business day prior to the Meeting and converted at a rate of
exchange as set out in the Asset Purchase Agreement. The remaining
allotment of Initial Consideration Shares will be made in
accordance with the terms of the Asset Purchase Agreement as and
when the transfer from Xstrata to a subsidiary of the Company of
the relevant GAP licences is registered by the DNPM.
Admission and Total Voting Rights
Application has been made for admission of the 23,777,273
Initial Consideration Shares to be admitted to trading on AIM
("Admission"). It is expected that Admission will take place
and dealings in the Initial Consideration Shares will commence on 2
December 2015. The Initial Consideration Shares will rank
pari passu with the existing Ordinary Shares currently in issue.
Following Admission, there will be 671,204,378 Ordinary Shares in
issue.
About Horizonte Minerals:
Horizonte Minerals plc is an AIM and TSX-listed nickel
development company focused in Brazil, which wholly owns the advanced
Araguaia nickel laterite project located to the south of the
Carajas mineral district of northern Brazil.
The Company is developing Araguaia as the next major nickel mine
in Brazil.
The Project, which has excellent infrastructure in place
including rail, road, water and power, has a current NI 43-101
compliant Mineral Resource of 71.98Mt grading 1.33% Ni (Indicated)
and 25.4Mt at 1.21% Ni (Inferred) at a 0.95% nickel cut-off;
included in Resources is a Probable Reserve base of 21.2Mt at
1.66%Ni.
A Pre-Feasibility Study has been completed which underpins the
robust economics of developing a mine with a targeted 15,000tpa
nickel in ferro-nickel output with a 20% Fe-Ni product over a 25
year mine life utilising the proven pyrometallurgical process of
Rotary Kiln Electric Furnace technology. At these production
rates, the project has a post-tax NPV of US$519M at a discount rate of 8% and an IRR of
20%, with a capital cost of US$582M
which puts this project in the lowest quartile of the cost
curve.
CAUTIONARY STATEMENT REGARDING FORWARD LOOKING
INFORMATION
Except for statements of historical fact relating to the
Company, certain information contained in this press release
constitutes "forward-looking information" under Canadian securities
legislation. Forward-looking information includes, but is not
limited to, statements with respect to the potential of the
Company's current or future property mineral projects; the success
of exploration and mining activities; cost and timing of future
exploration, production and development; the estimation of mineral
resources and reserves and the ability of the Company to achieve
its goals in respect of growing its mineral resources; and the
realization of mineral resource and reserve estimates. Generally,
forward-looking information can be identified by the use of
forward-looking terminology such as "plans", "expects" or "does not
expect", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate", or
"believes", or variations of such words and phrases or statements
that certain actions, events or results "may", "could", "would",
"might" or "will be taken", "occur" or "be achieved".
Forward-looking information is based on the reasonable assumptions,
estimates, analysis and opinions of management made in light of its
experience and its perception of trends, current conditions and
expected developments, as well as other factors that management
believes to be relevant and reasonable in the circumstances at the
date that such statements are made, and are inherently subject to
known and unknown risks, uncertainties and other factors that may
cause the actual results, level of activity, performance or
achievements of the Company to be materially different from those
expressed or implied by such forward-looking information, including
but not limited to risks related to: exploration and mining risks,
competition from competitors with greater capital; the Company's
lack of experience with respect to development-stage mining
operations; fluctuations in metal prices; uninsured risks;
environmental and other regulatory requirements; exploration,
mining and other licences; the Company's future payment
obligations; potential disputes with respect to the Company's title
to, and the area of, its mining concessions; the Company's
dependence on its ability to obtain sufficient financing in the
future; the Company's dependence on its relationships with third
parties; the Company's joint ventures; the potential of currency
fluctuations and political or economic instability in
countries in which the Company operates; currency exchange
fluctuations; the Company's ability to manage its growth
effectively; the trading market for the ordinary shares of the
Company; uncertainty with respect to the Company's plans to
continue to develop its operations and new projects; the Company's
dependence on key personnel; possible conflicts of interest of
directors and officers of the Company, and various risks associated
with the legal and regulatory framework within which the Company
operates.
Although management of the Company has attempted to identify
important factors that could cause actual results to differ
materially from those contained in forward-looking information,
there may be other factors that cause results not to be as
anticipated, estimated or intended. There can be no assurance that
such statements will prove to be accurate, as actual results and
future events could differ materially from those anticipated in
such statements.
SOURCE Horizonte Minerals plc