28 March 2024
HORIZONTE CORPORATE
UPDATE
Horizonte Minerals Plc (AIM/TSX: HZM) ("Horizonte" or the
"Company") provides an update of
progress on the refinancing efforts of its 100%-owned Araguaia
Nickel Project ("Araguaia" or the "Project"). Further to the
Company update on 19 February 2024 in which Horizonte announced
the Cost to Complete ("CTC") capital
expenditures required to complete the construction of Araguaia,
commission the Project, and deliver first metal (together, "Project
Completion"), the Company is providing a further update in relation
to the refinancing amount required to fully fund the Project,
progress on discussions with relevant financial stakeholders and
deferral of interest payments.
FULL FINANCING UPDATE
The CTC estimate of US$454 million
announced on 19 February 2024 is the capital required for Project
Completion. As explained in that announcement, a higher amount
would be required to fully fund the Project when including ramp-up
and contingencies.
Horizonte estimates the full funding
required to complete construction and bring the operation to
positive cashflow is US$567 - 592 million. This consists of the
Project CTC of US$454 million, as announced on 19 February 2024,
plus US$89 million of pre-production costs, ramp up costs, general
& administration and working capital required to bring the
operation to positive cash flow, and US$25 - 50 million that
relates to transaction costs and a minimum cash
contingency.
In addition to these costs, the
Company will need to reach a restructuring solution for the group's
existing liabilities which as of 15 March 2024 were ~US$418
million, comprised of US$241 million in senior debt, a US$27
million cost over-run facility ("COF"), US$68 million to trade
creditors and US$82 million of convertible loan notes, and a
restructuring solution for its existing royalties arrangements.
Reaching a potential restructuring solution with existing creditors
may increase the full funding requirements.
The Company continues to hold
discussions to restructure the group's debt in conjunction with
seeking a fully funded solution and is actively engaging existing
and new potential investors. In connection with such discussions,
the Company is continuing to provide information to senior lenders,
and existing and new potential investors (under confidentiality
agreements), including the full financing amount. As previously
announced, the Company expects that it will require additional
interim funding around mid-April to implement such full funding
solution.
Existing shareholders should note
that whilst the Company continues to work closely with its major
shareholders and senior creditors on a full funding solution, there
can be no guarantee that a refinancing and restructuring solution
will complete (including any interim funding). Even if it does, the
conclusion of any such solution is unlikely to lead to a positive
outcome for existing shareholders, noteholders and creditors of the
Company. Further, if it becomes apparent that an interim and/or a
fully funded solution is unlikely to be found, the Company will
have to look at all potential options which could include putting
the group's projects in care and maintenance, liquidation of
assets, and or starting formal administration procedures in the UK
in relation to the Company.
By way of background and further
information, the Company informs that in November 2023, Araguaia
Níquel Metais Ltda ("ANML"), the Company's Brazilian
subsidiary, engaged Moelis & Company Assessoria Ltda in Brazil
to act as financial advisors to ANML in connection with the
restructuring of its debt and the Company has also recently engaged
FRP Advisory Trading Limited in the UK to act as advisors to the
Company and its board of directors in connection with restructuring
options and contingency planning.
DEFERRAL OF INTEREST PAYMENTS
As announced on 1 March 2024, the
existing senior lenders agreed to extend waivers including the
deferral of interest originally due 31 December 2023 to the 29
March 2024 (subject to certain conditions). The Company is in
discussions with senior lenders and has requested that they extend
such waivers until the end of April 2024. Whilst the Company
expects that it will reach an agreement with senior lenders on the
request for extension, there can be no guarantee that senior
lenders will consent to further extend the current
waivers.
If no extension is agreed, deferred
interest originally payable at the end of December 2023 will become
immediately due and payable on 30 March 2024 and interest payable
at the end of Q1 2024 will become due and payable on 1 April 2024.
If these amounts remain unpaid after becoming due and payable, the
senior lenders will be entitled to: (a) immediately cancel the
undrawn portion of the senior debt facility; (b) declare all
outstanding senior debt amounts (including interest) immediately
due and payable; and/or (c) seek to enforce the senior lenders'
security, which encompasses all or essentially all of the group's
assets.
As announced on 14 March 2024, ANML
has been granted an injunction (Brazilian Precautionary Measure)
giving it a 60-day stay period against the enforcement of debt and
certain security held by senior lenders and creditors,
in order to negotiate and work on a
restructuring plan to be approved by its
creditors.
As a guarantor of ANML's debt under
the senior loan facilities, if claims are made in relation to the
guarantee given by the Company, the Company may also need to
consider applying for protective measures that may be available to
it, or alternatively appoint administrators for the Company in the
UK.
The disclosures contained in this
announcement should not be regarded as an indication that the
Company or its representatives consider the forecasts or
projections contained herein to be a reliable prediction of future
events, and such forecasts and projections should not be relied
upon as such.
Further updates will be provided in
due course.
For
further information, visit www.horizonteminerals.com
or
contact:
Horizonte Minerals plc
Patrick Chambers (Head of
IR)
|
info@horizonteminerals.com
+44 (0) 203 356 2901
|
Peel
Hunt LLP (Nominated Adviser & Joint Broker)
Ross Allister
David McKeown
Bhavesh Patel
|
+44 (0)20 7418 8900
|
BMO
(Joint Broker)
Thomas Rider
Pascal Lussier Duquette
Andrew Cameron
|
+44 (0) 20 7236 1010
|
Barclays (Joint Broker)
Philip Lindop
Richard Bassingthwaighte
|
+44 (0)20 7623 2323
|
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 and is expected to supply nickel to
the critical metals market. 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 S.à r.l., Glencore Plc and
Orion Resource Partners LLP.
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.sedar.com, 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.