REG - Horizonte Minerals - Notice of AGM

Horizonte MineralsAnnouncement

28/04/2022 07:15

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20220428:nRSb5759Ja&default-theme=true

RNS Number : 5759J  Horizonte Minerals PLC  28 April 2022

NEWS
RELEASE

28 April 2022

 

Horizonte Minerals Plc

("Horizonte" or the "Company")

 

Notice of AGM

 

Horizonte Minerals Plc (AIM: HZM, TSX: HZM), the nickel development company
focused in Brazil, announces that its annual report and accounts for the year
ended 31 December 2021, together with Management's Discussion and Analysis as
at 31 December 2021 and Notice of Meeting and Management Information Circular
have been posted to shareholders and are available to download on the
Company's website at www.horizonteminerals.com and on Sedar at www.sedar.com
(http://www.sedar.com) .

The Company's Annual General Meeting ("AGM") will be held at 2.30pm on 24 May
2022 at Horizonte's offices located at Rex House, 4-12 Regent Street, London,
SW1Y 4RG.

 

Horizonte announced the appointment of Gillian Davidson and Vincent Benoit as
Non-Executive Directors on 24 March 2022, signalling a broader evolution of
the Company's Board as it transitions from an explorer developer through the
construction phase and into production at Araguaia. As part of this
transition, Sepanta Dorri, Allan Walker and David Hall will not be seeking
re-election at this year's AGM. Upon the re-election of the other Directors
taking effect at the conclusion of the meeting, William Fisher will be
appointed Interim Non-Executive Chairman to provide the Company with
continuity through the construction phase of the Araguaia project. In due
course, the Company intends to supplement the Board in line with best
Corporate Governance practice.

 

Proposed Share Consolidation

As further explained in the Notice of the AGM, one of the resolutions being
proposed at the AGM will seek approval to implement a 20:1 share consolidation
resulting in new ordinary shares of £0.20 each ("New Ordinary Shares"). Prior
to the share consolidation, the Company's issued share capital totals over 3.8
billion shares, which has an impact on the trading price per share.
Accordingly, it is the Directors' view that the share consolidation, on the
proposed terms as set out in the Notice of AGM and below (the "Share
Consolidation"), will have a positive impact on the liquidity of the shares in
issue following the Share Consolidation, by reducing the number of shares in
issue and raising the resultant trading price per share.

The effect of the Share Consolidation would be that shareholders holding
ordinary shares of £0.01 each in the capital of the Company ("Existing
Ordinary Shares") on the Company's register of members at 5:30 p.m. BST on 30
May 2022 will, on the implementation of the Share Consolidation, hold:

1 New Ordinary Share of £0.20 each

for every 20 Existing Ordinary Shares of £0.01 each

and in that proportion for any other number of Existing Ordinary Shares then
held.

As further explained in the Notice of AGM, where the Share Consolidation would
result in a shareholder being entitled to a fraction of a share, any such
fractions as a result of the Share Consolidation will be aggregated and, the
Directors will in accordance with the Company's Articles of Association sell
the aggregated shares in the market for the benefit of the relevant
shareholders. The proceeds from the sale of the fractional entitlements shall
be distributed pro rata amongst the relevant shareholders save that where a
Shareholder is entitled to an amount which is less than £3 it will (in
accordance with the Company's Articles of Association) not be distributed to
such shareholder but will be donated to charity by the Company.

Requests will be made to the London Stock Exchange and the TSX for the New
Ordinary Shares to be admitted to trading on the AIM Market and to be listed
for trading on the TSX, respectively. The Share Consolidation is also subject
to acceptance by the TSX. The Company expects that the current ISIN in
relation to the Existing Ordinary Shares will be disabled and marked for
expiry in CREST after market close on 30 May 2022. A new ISIN (GB00BMXLQJ47)
in relation to the New Ordinary Shares is expected to come into effect at 8:00
a.m. BST on 31 May 2022. A new CUSIP (G463B6 149) in relation to the New
Ordinary Shares is also expected to come into effect shortly thereafter.

 

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

 

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

 Jeremy Martin (CEO)                                   +44 (0) 203 356 2901

 Simon Retter (CFO)

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

 Ross Allister

 David McKeown

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

 Thomas Rider

 Pascal Lussier Duquette

 Andrew Cameron

 

 

About Horizonte Minerals:

Horizonte Minerals plc (AIM & TSX: HZM) is developing two 100% owned, tier
one projects in Pará state, Brazil - the Araguaia Nickel Project and the
Vermelho Nickel-Cobalt Project. Both projects are large scale, high-grade,
low-cost, low-carbon and scalable. Araguaia is fully funded and in
construction. The project will produce 29,000 tonnes of nickel per year to
supply the stainless steel market. Vermelho is at feasibility study stage and
will produce 25,000 tonnes of nickel and 1,250 tonnes of cobalt to supply the
EV battery market.  Horizonte's combined near-term production profile of over
50,000 tonnes of nickel per year positions the Company as a globally
significant nickel producer. Horizonte is developing a new nickel district in
Brazil that will benefit from established infrastructure, including
hydroelectric power available in the Carajás Mining District.

 

 

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 the acquisition of equipment as described herein, 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 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 as described herein, 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 the acquisition of equipment contemplated herein, 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, 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.sedar.com (http://www.sedar.com) , including without
limitation, the annual information of the Company for the year ended December
31, 2021, the Araguaia Report and the Vermelho Report. 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.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  NOAUBSORUBUSUAR