La Mancha Fund SCSp (the “
Fund”), a fund advised
by La Mancha Capital Advisory LLP (“
La Mancha”),
is pleased to announce that, further to the announcement of
December 22, 2021 relating to the subscription (the
“
Private Placement”) by its wholly-owned
subsidiary, La Mancha Investments S.à r.l.
(“
LMI”), for 759,128,764 ordinary shares (the
“
Ordinary Shares”) of Horizonte Minerals PLC
(“
Horizonte”) (London-AIM: HZM; TSX: HZM), its
indirect wholly-owned subsidiary, La Mancha Treasury Limited
(“
LMT”), today acquired a USD15,000,000
(approximately CAD18,705,000 using the daily average rate of
exchange for USD:CAD published by the Bank of Canada on March 30,
2022, being USD1.00=CAD1.247) aggregate principal amount
convertible note (the “
Convertible Note”) from
Horizonte. The acquisition of the Convertible Note (the
“
Second Completion”) was completed by way of
private placement pursuant to the terms of an investment agreement
with Horizonte dated November 23, 2021 (the “
Investment
Agreement”) and a convertible note loan instrument with
Horizonte dated November 23, 2021.
The Convertible Note was issued by Horizonte at
a 5.75% discount and bears a fixed interest rate of 11.75% per
annum, which shall be capitalised until the expected project
completion of Horizonte’s Araguaia Project and payable in cash
thereafter subject to available cashflows. At any time until the
maturity date (being the later of September 30, 2032 and 3 months
after the final maturity date of Tranche A of Horizonte’s senior
debt facility), LMT may, at its option, convert the Convertible
Note, partially or wholly, into Ordinary Shares of Horizonte at a
conversion price (which is subject to customary anti-dilution
rights) equal to 8.75 pence per Ordinary Share.
Immediately prior to the closing of the Second
Completion, the Fund, indirectly through its subsidiary LMI,
beneficially owned and exercised control or direction over
759,128,764 Ordinary Shares, representing approximately 19.96% of
the issued and outstanding Ordinary Shares (on an undiluted
basis).
Assuming the conversion of the Convertible Note
in full as of the date hereof, the Fund (indirectly through its
subsidiaries) would beneficially own an additional 130,372,280
Ordinary Shares, and would beneficially own and exercise control or
direction over, an aggregate of 889,501,044 Ordinary Shares,
representing approximately 22.62% of the outstanding Ordinary
Shares (on a partially diluted basis).
The Fund completed the Private Placement and
acquired the Convertible Note for business and investment purposes.
In the future the Fund may, from time to time, increase or decrease
its investment in Horizonte through market transactions, private
agreements, treasury issuances, the conversion of the Convertible
Note for Ordinary Shares or otherwise at any time subject to the
terms of the Investment Agreement and other applicable
restrictions.
About La Mancha Fund SCSp
La Mancha Fund SCSp (the
“Fund”) is a Luxembourg-based deep value fund
advised by La Mancha Capital Advisory LLP dedicated primarily to
investments in the precious metals and energy transition metals
space. The Fund’s general partner is La Mancha Capital Management
GP S.à r.l. which has delegated investment management over the
Fund’s investments to Notz, Stucki Europe S.A., which has further
delegated the portfolio management of the Fund to G10 Capital
Limited. La Mancha Capital Advisory LLP is an Appointed
Representative of G10 Capital Limited, which is authorised and
regulated by the Financial Conduct Authority (FRN 648953).
About La Mancha Capital Advisory
LLP
La Mancha Capital Advisory LLP (“La
Mancha”) advises on strategic investments made by the Fund
in publicly listed and private gold and energy transition commodity
companies with a global outlook. La Mancha is a long-term minded
investment advisor, with a mandate to support mining companies to
achieve sustained growth by providing long-term equity capital as
well as operational and board level expertise, to further portfolio
company performance and expansion.
Contact
The Fund’s head office is located at 31-33
Avenue Pasteur L-2311 Luxembourg.
Horizonte’s head office is located at Rex House,
4 - 12 Regent Street, London, England, SW1Y 4RG.
The Fund will file an early warning report in
accordance with applicable Canadian securities laws, which will be
available under Horizonte’s profile on the SEDAR website at
www.sedar.com.
Further InformationLa Mancha
Capital Advisory LLPVincent Benoit,
Vincent.benoit@lamancha.comKarim Nasr, karim.nasr@lamancha.com
Horizonte Minerals (TSX:HZM)
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