REG - Horizonte Minerals - APPOINTMENT OF BOARD MEMBERS

Horizonte MineralsAnnouncement

18/12/2023 18:00

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RNS Number : 2129X  Horizonte Minerals PLC  18 December 2023

NEWS
RELEASE

18 December 2023

 

HORIZONTE STRENGTHENS ITS BOARD WITH THE APPOINTMENT OF TWO INDUSTRY LEADERS

 

Horizonte Minerals Plc (AIM/TSX: HZM) ("Horizonte" or the "Company"), the
nickel development company, is pleased to confirm the appointments of Paul
Smith as Non-Executive Director and Chair of the Board of the Company and of
Karim Nasr as an Executive Director of the Company.

 

As previously announced on 27 November 2023, the Board proposed the
appointment of Paul Smith as Non-Executive Director and Chair, succeeding
Vincent Benoit who had agreed to act as interim Chair and who will now
continue his role as a Non-Executive Director, in addition to the appointed Mr
Nasr as an Executive Director. Mr Smith and Mr Nasr's appointments were
subject to receipt of the usual director certifications in accordance with the
AIM Rules. The Company's Nominated Advisor, Peel Hunt, have now completed the
due diligence processes, and Mr Smith's and Mr Nasr's appointments have been
confirmed by the Board, effective immediately.

 

Following this announcement, Horizonte's Board will be comprised of five
members, of which the following three members are considered independent under
the QCA Corporate Governance Code: Paul Smith, Gillian Davidson and John
MacKenzie.

 

Mr Nasr has also been appointed as interim CEO (as announced on 27 November
2023) to lead the financing and restructuring process for the Company and to
work with the Board to appoint a new senior leadership team. In the process,
Mr Nasr temporarily stepped down from his day-to-day executive role within La
Mancha Resource Capital LLP to devote himself to Horizonte, agreeing to a
Conflict of Interest Protocol, a summary of which is set out below.

 

About Paul Smith

Mr Smith is a corporate finance professional and senior board member with
extensive experience of driving industry-leading performance at natural
resource focused companies. He worked for Glencore plc ("Glencore") from 2011
to 2020, as Head of Strategy.  During this period, Glencore successfully
completed numerous large scale corporate and capital markets transactions.

 

Paul was also the CFO of Katanga Mining Limited, Glencore's TSX-listed and
DRC-based subsidiary from 2019 until its de-listing in 2020.  He represented
Glencore as a non-executive director of Lonmin plc and Glencore Agriculture
Ltd.

 

Prior to Glencore, Mr. Smith was an analyst and fund manager at Marshall Wace
Asset Management. Paul co-founded Voltaire Minerals Partners in 2022.

 

About Karim Nasr

Mr Nasr has over 25 years of experience in corporate finance and investments,
including leading one of Brazil's largest corporate restructurings. Before
joining Horizonte , Mr Nasr was Managing Partner and Co-Chief Investment
Officer of La Mancha Resource Capital LLP, which is the investment adviser to
the La Mancha Resource Fund SCSp, one of the Company's major indirect
shareholders. Previously, Mr Nasr was the CEO and CIO of Digital World Capital
(DWC), an FCA regulated investment manager investing globally and across the
capital structure in Telecom and Media companies. From 2001 to 2011, Mr Nasr
was in charge of Corporate Finance at Wind Telecom s.p.a. & Orascom
Telecom Holding s.a.e., raising US$68bn in capital and closing US$67bn in
M&A transactions. In particular, he led the 2011 US$25bn merger with VEON,
the 2005 US$17bn Wind Telecom Leveraged Buy-Out and managed the 2009 EUR3.8bn
debt restructuring of Wind Hellas in Greece.

 

Mr Nasr also serves on the board of Elemental Altus Royalties Corp (TSX-V:ELE)
(AIM:ALS) and G Mining Ventures Corp. (TSX-V:GMIN).

 

 

For further information, visit www.horizonteminerals.com
(http://www.horizonteminerals.com) or contact:

 

 Horizonte Minerals plc                                                     info@horizonteminerals.com (mailto:info@horizonteminerals.com)

 Patrick Chambers (Head of IR)                                              +44 (0) 203 356 2901

 Peel Hunt LLP (Nominated Adviser & Joint Broker)                           +44 (0)20 7418 8900

 Ross Allister

 Richard Crichton

 David McKeown

 Bhavesh Patel

 BMO (Joint Broker)                                                         +44 (0) 20 7236 1010

 Thomas Rider

 Pascal Lussier Duquette

 Andrew Cameron

 Barclays (Joint Broker)                                                    +44 (0)20 7623 2323

 Philip Lindop

 Richard Bassingthwaighte

 Tavistock (Financial PR)                                                   +44 (0) 20 7920 3150

 Jos Simson

 Cath Drummond

 

 

Regulatory

The following information is disclosed under Rule 17 of the AIM Rules for
Companies ("AIM Rules") and Schedule Two Paragraph (g) of the AIM Rules:

 

Paul Norman Smith, aged 53, is or has been a director of the following
companies in the past five years:

 

 

 Current Directorships            Past Directorships (within the last five years)
 Bunker Hill Mining Corp          Trident Royalties PLC
 Seadrill Ltd                     Glencore Agriculture Ltd
 Echion Technologies Ltd
 Collingwood Capital Partners AG
 Voltaire Minerals GmbH

 

 

There is no further information which is required to be disclosed under
Schedule Two, paragraph (g) of the AIM Rules for Companies in respect of Paul
Smith.

 

Mr Smith does not hold any ordinary shares nor options over ordinary shares in
the Company.

 

 

Karim Michel Nasr, aged 53, is or has been a director of the following
companies in the past five years:

 

 

 Current Directorships                 Past Directorships (within the last five years)
 Elemental Altus Royalties Corp        WIND Telecom Weather II Special Purpose I
 G Mining Ventures Corp.               WIND Telecom Weather II Special Purpose II
 La Mancha Star Investments S.à r.l.   WIND Telecom Venus II
 La Mancha Treasury Ltd                WIND Telecom Venus Investments
 La Mancha Global Holding S.à r.l.     World Capital Services limited
 La Mancha Precious Metals S.A.        Digital World Capital Services limited
 La Mancha Africa S.à r.l.             La Mancha Services UK Ltd
 La Mancha Resource Capital LLP        Altus Strategies Plc
 Digital World Capital LLP             Golden Star Resources Ltd
                                       La Mancha Holdings S.à r.l.

 

Mr Nasr does not hold any ordinary shares nor options over ordinary shares in
the Company.

 

In addition, Mr Nasr was also a director of Weather Finance III S.à r.l.
("Weather") until July 2010. As a result of the economic crisis in Greece
following the Global Financial crisis, Weather ran into financial difficulties
and on 14 December 2010, Weather entered an administration process under
English law. The administration process ended on 5 July 2013. The total
shortfall to the secured creditors of Weather totalled EUR786m.

 

Mr Nasr was also a director of WIND Hellas Telecommunications S.A. ("WIND"), a
subsidiary of Weather, until 16 December 2010. WIND entered an administration
process under English law on 15 December 2010 and was sold on 16 December 2010
as a going concern under a pre-packaged sale arrangement.

 

There is no further information which is required to be disclosed under
Schedule Two, paragraph (g) of the AIM Rules for Companies in respect
of Karim Nasr.

 

Summary of the Conflict of Interest Protocol

 

In relation to the appointment of Mr Nasr as interim CEO and a director of the
Company (the "Executive Director"):

 

1.    The Executive Director shall recuse himself from all decision-making
and deliberations within La Mancha Resource Capital LLP ("LMRC") in relation
to its investment in the Company.

 

2.    The Company shall establish a sub-committee of the Board, comprising
only independent non-executive directors, to oversee conflicts of interest
which may arise in respect of the Executive Director and LMRC.

 

3.    The Executive Director shall recuse himself from any decisions
relating to contracts or arrangements between the Company (or its affiliates)
and LMRC (or its affiliates), which shall be determined by the Board's
sub-committee instead.

 

4.   The Executive Director may work towards securing a comprehensive
funding solution for the Araguaia project (including interim funding
arrangements) notwithstanding that La Mancha Investments S.à r.l. ("LMI") is
a stakeholder (and that LMI or its affiliates may participate in the funding
solution). However, the board sub-committee shall oversee both (i)
decision-making in relation to the funding solution; and (ii) the approach
taken by the Executive Director, to ensure that conflicts of interest are
adequately addressed and the Executive Director is acting in the best
interests of the Company as a whole, taking appropriate account of the
interests of all shareholders and creditors.

 

ABOUT HORIZONTE MINERALS

Horizonte Minerals Plc (AIM/TSX: HZM) is developing two 100%-owned, Tier 1
projects in Pará state, Brazil - the Araguaia Nickel Project and the Vermelho
Nickel-Cobalt Project. Both projects are high-grade, low-cost, with low carbon
emission intensities and are scalable. Araguaia is under construction and when
fully ramped up with both Line 1 and Line 2, is forecast to produce 29,000
tonnes of nickel per year. Vermelho is at feasibility study stage. Horizonte's
combined production profile of over 60,000 tonnes of nickel per year positions
the Company as a globally significant nickel producer. Horizonte's top three
shareholders are La Mancha Investments, Glencore and Orion Mine Finance.

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, the ability of the Company to
complete any planned acquisition of equipment, statements with respect to the
potential of the Company's current or future property mineral projects; the
ability of the Company to complete a positive feasibility study regarding the
second RKEF line at Araguaia on time, or at all, the ability of the Company to
complete a positive feasibility study regarding the Vermelho Project on time,
or at all, the success of exploration and mining activities; cost and timing
of future exploration, production and development; the costs and timing for
delivery of the equipment to be purchased, the estimation of mineral resources
and reserves and the ability of the Company to achieve its goals in respect of
growing its mineral resources; the realization of mineral resource and reserve
estimates and achieving production in accordance with the Company's potential
production profile or at all. 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: the inability of the Company to
complete any planned acquisition of equipment on time or at all, the ability
of the Company to complete a positive feasibility study regarding the
implementation of a second RKEF line at Araguaia on the timeline contemplated
or at all, the ability of the Company to complete a positive feasibility study
regarding the Vermelho Project on the timeline contemplated or at all,
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, together with the risks identified and disclosed in the Company's
disclosure record available on the Company's profile on SEDAR+ at
www.sedarplus.ca, including without limitation, the annual information form of
the Company for the year ended December 31, 2022, and the Araguaia and
Vermelho Technical Reports available on the Company's website
https://horizonteminerals.com/. 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.

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