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RNS Number : 2928N
Horizonte Minerals PLC
25 July 2014
NEWS RELEASE
HORIZONTE ANNOUNCES FILING OF FINAL SHORT FORM PROSPECTUS
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR PUBLICATION, RELEASE OR
DISSEMINATION DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART,
IN THE UNITED STATES, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION
IN WHICH IT COULD BE UNLAWFUL TO DO SO.
July 25, 2014 - Further to the announcements of July 15, July 16 and July 21,
2014, Horizonte Minerals Plc (TSX:HZM, AIM:HZM) ("Horizonte" or the
"Corporation") announces that it has filed a final short form prospectus in
the Province of Ontario, pursuant to National Instrument 44-101 - Short Form
Prospectus Distributions, in connection with the "best efforts" Canadian
public offering (the "Offering").
The final short form prospectus is available on SEDAR.
Closing of the Offering is anticipated to occur on or about July 31, 2014, and
the concurrent private placement offering in the United Kingdom(the
"Concurrent Private Placement")is expected to close immediately thereafter.
Each of the Offering and Concurrent Private Placement is subject to certain
conditions including, but not limited to, customary conditions and the
admission of the ordinary shares of the Corporation issuable pursuant to the
Offering and the Concurrent Private Placement to trading on AIM, a market
operated by the London Stock Exchange ("AIM"), and the listing and posting for
trading of such shares on the Toronto Stock Exchange (the "TSX").
The securities offered have not been, and will not be, registered under the
U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or any
U.S. state securities laws, and may not be offered or sold in the United
States or to, or for the account or benefit of, U.S. persons absent
registration or any applicable exemption from the registration requirements of
the U.S. Securities Act and applicable U.S. state securities laws. This press
release is for information purposes only and shall not constitute an offer to
sell or the solicitation of an offer to buy securities, nor shall there be any
sale of these securities, in the United States or any jurisdiction in which
such offer, solicitation or sale would be unlawful.
**ENDS**
For further information visit www.horizonteminerals.com or contact:
Jeremy Martin Horizonte Minerals plc Tel: +44 (0) 20 7763 7157
David Hall Horizonte Minerals plc Tel: +44 (0) 20 7763 7157
Joanna Weaving Matthew RobinsonScott Mathieson finnCap Ltd (Corporate Broking)finnCap Ltd (Corporate Finance)finnCap Ltd (Corporate Finance) Tel: +44 (0) 20 7220 0500Tel: +44 (0) 20 7220 0500Tel: +44 (0) 20 7220 0500
Felicity Edwards Lottie Brocklehurst St Brides Media & Finance Ltd (PR)St Brides Media & Finance Ltd Tel: +44 (0) 20 7236 1177Tel: +44 (0) 20 7236 1177
About Horizonte Minerals:
Horizonte Minerals Plc is an AIM and TSX-listed nickel development company
focused in Brazil, which wholly owns the advanced Araguaia Project located to
the south of the Carajas mineral district of northern Brazil.
The Corporation is developing the Araguaia Project as the next major nickel
mine in Brazil, with targeted production by 2017.
The Araguaia Project, which has excellent infrastructure in place including
rail, road, water and power, has a current Mineral Resource estimate of
71.98Mt grading 1.33% Ni (Indicated) and 25.4Mt at 1.21% Ni (Inferred),
prepared in accordance with National Instrument 43-101 ("NI 43-101"). Included
in the Mineral Resources is a Probable Mineral Reserve base of 21.2Mt at 1.66%
Ni at a 0.95% Ni cut-off.
A Prefeasibility 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 Araguaia Project has a post-tax NPV of US$519 million at
a discount rate of 8% and an IRR of 20%, with a capital cost of US$582
million.
Horizonte has a strong shareholder structure, including Teck Resources Limited
(42.5%), Henderson Global Investors (15.1%) and Anglo Pacific Group (9.2%).
The scientific and technical information contained in this news release has
been reviewed and approved by David Hall, BSc, MSc, Fellow SEG PGeo, Chairman
of Horizonte, a qualified person within the meaning of NI 43-101.
For further details on the Araguaia Project, please refer to the technical
report entitled "NI 43-101 Technical Report, Prefeasibility Study (PFS) for
the Araguaia Nickel Project, Pará State, Brazil", dated March 25, 2014, which
is available on the Corporation's website at horizonteminerals.com and on
SEDAR at www.sedar.com.
CAUTIONARY STATEMENT REGARDING FORWARD LOOKING INFORMATION
Except for statements of historical fact relating to the Corporation, certain
information contained in this news release constitutes "forward-looking
information" under Canadian securities legislation. Forward-looking
information includes, but is not limited to, statements with respect to the
completion of the Offering and the Concurrent Private Placement; the potential
of the Corporation'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 Corporation 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 of the Corporation
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 Corporation 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
Corporation'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
Corporation's future payment obligations; potential disputes with respect to
the Corporation's title to, and the area of, its mining concessions; the
Corporation's dependence on its ability to obtain sufficient financing in the
future; the Corporation's dependence on its relationships with third parties;
the Corporation's joint ventures; the potential of currency fluctuations and
political or economic instability in countries in which the Corporation
operates; currency exchange fluctuations; the Corporation's ability to manage
its growth effectively; the trading market for the ordinary shares of the
Corporation; uncertainty with respect to the Corporation's plans to continue
to develop its operations and new projects; the Corporation's dependence on
key personnel; possible conflicts of interest of directors and officers of the
Corporation, and various risks associated with the legal and regulatory
framework within which the Corporation operates.
Although management of the Corporation 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. Accordingly, readers should not place undue reliance on
forward-looking information. The Corporation does not undertake to update any
forward-looking information contained in this news release, except in
accordance with applicable securities laws.
The distribution of this news release, the ordinary shares of the Corporation
issuable pursuant to the Offering and the Concurrent Private Placement in
certain jurisdictions may be restricted by law. No action has been taken by
the Corporation, Paradigm Capital Inc. ("Paradigm") or any other person that
would permit the Offering or the Concurrent Private Placement or possession or
distribution of this news release or any other offering or publicity material
relating to the Offering or the Concurrent Private Placement in any
jurisdiction where action for that purpose is required other than in the
Province of Ontario. Persons into whose possession this news release becomes
available are required by the Corporation and Paradigm to inform themselves
about, and to observe, such restrictions.
The price of ordinary shares of the Corporation and the income from them may
go down as well as up and investors may not get back the full amount invested
on disposal of the ordinary shares of the Corporation issuable pursuant to the
Offering and the Concurrent Private Placement.
With respect to the United Kingdom, the Concurrent Private Placement is only
being, and may only be, made to and is, and this press release is, directed
only at persons in the United Kingdom who are either both (a) a "Qualified
Investor" within the meaning of Section 86(7) of the Financial Services and
Markets Act 2000 ("FSMA") and (b) within the categories of persons referred to
in Article 19(5) (Investment professionals) or Article 49(2)(a) to (d) (High
net worth companies, unincorporated associations, etc.) of the Financial
Services and Markets Act 2000 (Financial Promotions) Order 2005, or persons in
the United Kingdom to whom the Concurrent Private Placement may otherwise be
made or to whom the Concurrent Private Placement may otherwise be directed in
the United Kingdom without an approved prospectus having been made available
to the public in the United Kingdom before the Concurrent Private Placement is
made, and without making an unlawful financial promotion, all such persons
together being referred to as "Relevant Persons". The securities being offered
are only available to, and any invitation, offering or agreement to subscribe,
purchase or otherwise acquire such securities will be engaged in only with,
Relevant Persons. Any person who is not a Relevant Person should not act or
rely on this Announcement or any of its contents. This news release is not a
prospectus or an admission document nor does it contain an offer or constitute
any part of an offer to the public within the meaning of Sections 85 and 102B
of the FSMA or otherwise. Neither the preliminary prospectus of the
Corporation dated July 14, 2014 nor the final prospectus of the Corporation
dated July 24, 2014 is a prospectus for the purposes of Section 85(1) of the
FSMA and, accordingly, neither will be examined or approved as a prospectus
by the FCA under Section 87A of the FSMA or by the London Stock Exchange nor
will either be filed with the FCA pursuant to the rules published by the FCA
implementing the Prospectus Directive (2003/71/EC) nor will either be approved
by a person authorized under the FSMA, for the purposes of Section 21 of the
FSMA.
In Canada, in connection with the Offering, Paradigm may over-allot or effect
transactions with a view to supporting the market price of ordinary shares at
a level higher than that which might otherwise prevail in the open market.
However, there may be no obligation on Paradigm to do this. Such stabilizing,
if commenced, may be discontinued at any time, and must be brought to an end
after a limited period. The Corporation has granted Paradigm an over-allotment
option to cover over-allotments and for market stabilization purposes,
exercisable at any time until 30 days following the closing of the Offering.
No market stabilization activities will be carried out in respect of the
Concurrent Private Placement in the United Kingdom.
This information is provided by RNS
The company news service from the London Stock Exchange