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.
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.