Horizonte Minerals HZM Falcao Transaction

  Horizonte Minerals (HZM) - Falcao Transaction

RNS Number : 4660Q
Horizonte Minerals PLC
06 November 2012






   Horizonte Minerals plc / Index: AIM and TSX / Epic: HZM / Sector: Mining



NEWS RELEASE

6 NOVEMBER, 2012

                                      

  FALCAO GOLD PROJECT TRANSACTION AND PRIVATE PLACEMENT INTO GUYANA FRONTIER
                                 MINING CORP.

    _____________________________________________________________________



6 November 2012 - Horizonte Mineraals  Plc, (AIM: HZM, TSX: HZM)  ('Horizonte' 
or 'the Company') the exploration  and development company focused in  Brazil, 
is pleased to  announce that it  has entered into  a share purchase  agreement 
('the  Purchase  Agreement')  with  Guyana  Frontier  Mining  Corp.   ('Guyana 
Frontier') (TSX-V:GYG) for the sale (the 'Sale') of HM Brazil (IOM) LTD  which 
holds Horizonte's interest in the  Falcao gold project ('Falcao') in  northern 
Brazil to Guyana Frontier,  currently under option  to AngloGold Ashanti  Ltd. 
('AngloGold').

                                      

Overview

· This  transaction  is in  line  with Horizonte's  corporate  strategy  of 
divesting and monetising its  gold assets to focus  on the development of  the 
advanced Araguaia nickel project in northern Brazil

· On  completion  of  the  transaction, Horizonte  will  be  a  significant 
shareholder of  Guyana  Frontier  providing  exposure  to  Falcao  and  Guyana 
Frontier's gold project portfolio

· Under the terms  of the transaction,  two Horizonte representatives  will 
join Guyana Frontier's board of directors



Horizonte's CEO Jeremy Martin said, "This is an important step for the Company
and forms part of our development plan to monetise our gold projects and allow
us to focus on developing our  100% owned Araguaia nickel project in  Brazil. 
There is currently an 8,000 metre  infill drill programme underway to  upgrade 
the resource at Araguaia as we  work towards the award of the  Pre-Feasibility 
contract in H1 2013.



"Upon completion  of  the transaction,  Horizonte  will become  a  significant 
shareholder in Guyana Frontier, maintaining  exposure to Falcao and  providing 
an entry point into a  new country that is  highly prospective for gold.  The 
geology and gold  mineralisation of the  Guiana Shield is  similar to that  of 
northern Brazil and  represents an  excellent corporate  and exploration  fit. 
The combined team  has experience and  knowledge of the  region that will  be 
utilised to  fast-track  exploration  on the  advanced  Marudi  Mountain  Gold 
Project with continued development  of Falcao with  its joint venture  partner 
AngloGold. With this in mind, I look forward to updating shareholders on  the 
developments of  this  transaction  and working  with  Guyana  Frontier  going 
forward as it focuses on building a new South American gold company."



Further Information



Falcao, which  is located  in  the southern  Carajás mining  region,  northern 
Brazil, is a  joint venture  project between Horizonte  and AngloGold  whereby 
AngloGold can earn a 51% interest  in Falcao by expending US$4.5 million  over 
three years with  the right to  earn a  further 19% interest  by completing  a 
pre-feasibility study. 



To date, a total of 3,663 metres of drilling has been completed in 15  diamond 
drill holes  in the  first  phase of  drilling.  Initial drill  results  were 
reported on  16 November  2011 (drill  holes  1 to  7) with  encouraging  gold 
mineralisation reported  in drill  holes 1,  2 and  3, specifically.  DDH-001 
returned 11.1m grading 1.21  g/t Au from 59m,  DDH-002 returned 48.9m  grading 
0.93g/t Au  from  172m including  15.76  m  grading 1.65g/t  Au,  and  DDH-003 
returned a high grade interval of 1.67m grading 27.70 g/t Au. Please refer to
the press release of  Horizonte on RNS  and SEDAR dated  16 November 2011  and 
entitled "Horizonte Minerals Reports Positive Initial Drill Results at  Falcao 
Gold Project,  Brazil" for  complete drill  results. Potential  quantity  and 
grade is conceptual  in nature.  There has been  insufficient exploration  to 
define a mineral resource at Falcao and it is uncertain if further exploration
will result in the target being delineated as a mineral resource.



As consideration for  the Sale,  Guyana Frontier  will issue  to Horizonte  at 
closing an aggregate  of 84,000,000  common shares  in the  capital of  Guyana 
Frontier (the 'Shares') at  a deemed price of  CDN$0.05 per Share. Upon  the 
completion of the Sale, Horizonte will  have the right to nominate two  people 
to join the five person board  of directors of Guyana Frontier.  Additionally 
in connection with  the Sale, Guyana  Frontier will effect  a name change  and 
consolidation of its Shares upon terms to be agreed upon between Horizonte and
Guyana Frontier.



Horizonte has  also  purchased  an  aggregate of  8,000,000  units  of  Guyana 
Frontier ('Units') at a price of  CDN$0.05 per Unit for an aggregate  purchase 
price of CDN$400,000 by way  of private placement (the 'Private  Placement'). 
Each Unit consists of  one Share (each, a  'Private Placement Share') and  one 
common share  purchase warrant  (each, a  'Warrant') entitling  the holder  to 
acquire one additional Share at an exercise price of $0.10 for a period of  24 
months from the date of issuance  in accordance with the terms and  conditions 
thereof. The Private Placement remains subject  to the final approval of  the 
TSX Venture Exchange (the 'TSXV').



Pursuant to the  above noted  private transactions,  as of  November 6,  2012, 
Horizonte has indirectly (i) acquired ownership and control of an aggregate of
8,000,000 Private  Placement  Shares and  8,000,000  Warrants; and  (ii)  been 
indirectly granted the right to acquire ownership and control of an additional
84,000,000  Shares  pursuant  to  the  Purchase  Agreement  (the  'Acquisition 
Shares'). As a  result of  this transaction, Horizonte  indirectly owns  and 
controls an  aggregate of  8,000,000 Private  Placement Shares  and  8,000,000 
Warrants and  the  right  to  acquire  an  additional  84,000,000  Acquisition 
Shares, representing approximately  (i) 7.2%  of the  issued and  outstanding 
Shares as  at November  6, 2012;  (ii) 49.2%  of the  issued and  outstanding 
Shares as  at  November  6,  2012 calculated  on  a  partially-diluted  basis, 
assuming the exercise of the Warrants  and issuance of the Acquisition  Shares 
only; and (iii) 43.2% of the issued  and outstanding Shares as at November  6, 
2012 calculated  on  a fully  diluted  basis. These  transactions  are  being 
effected by Horizonte for investment purposes, and Horizonte could increase or
decrease its  investments in  Guyana  Frontier at  any  time, or  continue  to 
maintain its investment position, depending on market conditions or any  other 
relevant factor.



Completion of the  Sale is subject  to a number  of conditions, including  the 
approval of the TSXV  and the requisite majority  approval of shareholders  of 
Guyana Frontier. The Sale cannot close until the approval of shareholders  of 
Guyana Frontier and all required regulatory approvals are obtained. There can
be no  assurance that  the  Sale will  be completed  as  proposed or  at  all. 
Investors  are  cautioned  that,  except  as  disclosed  in  any   management 
information circular or filing statement to be prepared in connection with the
Sale, any information released or received  with respect to the proposed  Sale 
may not be accurate or complete and should not be relied upon.



About Guyana Frontier



Guyana Frontier is a TSXV-listed public mineral exploration company focused on
the exploration,  discovery and  development of  precious metals  deposits  in 
Guyana and Brazil in South America. Guyana Frontier began acquiring interests
in Guyanese exploration properties  in 2007, and now  holds various rights  to 
obtain working interests in approximately  246,460 acres (99,740 hectares)  of 
prospective lands in Guyana.



Guyana Frontier's  flagship  property  is the  Marudi  Mountain  Gold  Project 
('Marudi Mountain') which covers  an area of  54.67 square kilometers  (13,502 
acres) in the historic  Marudi Mining District of  southwestern Guyana. On  6 
June 2012 Guyana Frontier announced a review of a historical resource estimate
for the  Mazoa  Hill deposit  at  Marudi Mountain.  The  historical  resource 
estimate was first published in 1995, prior to the implementation of  National 
Instrument  43-101   ('N.I.  43-101').   Guyana  Frontier   engaged   Reserva 
International LLC, of Reno, Nevada for the review.



In June  1995, Kilborn  Engineering Pacific  Ltd. ('Kilborn'),  of  Vancouver, 
B.C., Canada, prepared an evaluation report entitled "Marudi Mountain Project,
Project 8707-15,  Evaluation  Report"  (the 'Evaluation  Report')  for  Sutton 
Resources Ltd. The  Evaluation Report  included a resource  estimate for  the 
Mazoa Hill target area,  where approximately 13,530 metres  was drilled in  70 
historical holes, based on drill  core data, geological descriptions,  surface 
trenching channel samples,  and adit  channel samples provided  to Kilborn  by 
Sutton. Metallurgical test  data used  for the Evaluation  Report were  taken 
from 1982 and 1991-1993 work programmes.



Historical geological  resources were  classified by  Kilborn as  "Measured  & 
Indicated",  and   "Inferred"  categories   based   on  the   "Principles   of 
Resources/Reserve Classification  for  Minerals"  contained  in  Circular  831 
published by the U.S.  Bureau of Mines and  the U.S. Geological Survey,  which 
was the standard for mineral resources classifications of that era.  Measured 
& Indicated resources defined by Kilborn at  a cut-off grade of 0.50 g/t  were 
4,594,143 tonnes  grading  2.36 g/t  gold  for  348,589 ounces  of  gold,  and 
Inferred resources  defined at  a cut-off  grade of  0.50 g/t  were  1,182,940 
tonnes grading 1.99 g/t gold for 75,686 ounces of gold.



The resource  estimate contained  in the  Evaluation Report  is historical  in 
nature, and is not  based on an existing  technical report prepared under  the 
guidelines of N.I. 43-101. Guyana Frontier considers the historical  resource 
estimate to  be  relevant  to  continuing exploration  and  believes  that  it 
provides a conceptual indication of the  potential of the gold occurrence  but 
does not consider  it to be  reliable at  this time. No  more recent  mineral 
resource estimate  regarding the  Mazoa Hill  deposit is  available to  Guyana 
Frontier. A qualified person,  as defined by the  guidelines of N.I.  43-101, 
has not done sufficient  work to classify the  historical estimate as  current 
mineral resources or mineral reserves, and Guyana Frontier is not treating the
historical estimate as  current mineral  resources or  mineral reserves.  For 
more information please see www.guyanafrontier.com



                                   **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                       finnCap  Ltd   (Corporate Tel: +44 (0) 20
                                     Broking)                  7220 0500
Matthew Robinson
                                     finnCap  Ltd   (Corporate Tel: +44 (0) 20
Ben Thompson                         Finance)                  7220 0500

                                     finnCap  Ltd   (Corporate Tel: +44 (0) 20
                                     Finance)                  7220 0500
Felicity Edwards Lottie Brocklehurst St Brides Media & Finance Tel: +44 (0) 20
                                     Ltd (PR)                  7236 1177

                                     St Brides Media & Finance Tel: +44 (0) 20
                                     Ltd                       7236 1177



About Horizonte Minerals:

Horizonte Minerals plc is  an AIM and TSX  listed exploration and  development 
Company with a portfolio of nickel  and gold projects in the Carajas  District 
of Brazil.  The Company  is  focussed on  creating  value by  generating  and 
rapidly advancing  exploration projects  in tandem  with joint  ventures  with 
major mining companies, providing  mid-term cash flow, which  is then used  to 
develop the business and pipeline projects.



Horizonte has two committed major  mining partners: Teck Resources Limited,  a 
major strategic shareholder in the Company, and AngloGold, a JV partner on the
Falcao gold project.



Horizonte owns 100 per cent of the advanced Araguaia nickel project located to
the south of the Carajas mineral district of northern Brazil. The project  has 
defined a  resource  with size  and  grades comparable  to  other  world-class 
projects in  northern  Brazil and  the  Company has  completed  a  Preliminary 
Economic Assessment on the project which illustrates robust economics based on
low strip ratio, good infrastructure,  large mineral resource with two  viable 
alternatives for processing.



Horizonte is well funded to accelerate the development of its core project.

                                      

          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, statements  with respect to  the 
potential of the Company'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 Company 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 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: 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.

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 company news service from the London Stock Exchange

END


MSCBSBDBXDGBGDL -0- Nov/06/2012 14:30 GMT
 
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