Horizon Minerals Limited: Richmond Vanadium Project IPO Update
The 1.8Bt Project is located in central north Queensland and has a completed Pre-Feasibility Study which demonstrated a technically viable and financially attractive development project. Work towards a Bankable Feasibility Study is currently being progressed.
As announced to the ASX on 24 November 2021, Horizon executed a Process Deed with its joint venture partner Richmond Vanadium Technology Pty Ltd ("RVT") under which both companies agreed to work together to progress a transaction anticipated to include:
- The restructuring of the respective project ownership interests into a dedicated incorporated vehicle holding 100% of the project ("IPO Vehicle") with shares initially held by Horizon (25%) and the existing shareholders of RVT (75%);
- Establishment of a high-quality Board and executive team for the IPO Vehicle;
- An in-specie distribution of a portion of Horizon's shares in the IPO Vehicle to Horizon shareholders; and
- An IPO of new shares in the IPO Vehicle and application to list on the ASX with a priority entitlement to existing Horizon shareholders.
Both RVT and Horizon have agreed that RVT will be the dedicated IPO Vehicle. A Sale and Purchase Agreement ("SPA") has now been executed by both parties and the Shareholders Agreement which will come into effect at Completion will govern the operation of RVT until the planned IPO is executed.
On Completion RVT shall own 100% of the Project with RVT shares held by Horizon (25%) and existing RVT shareholders (75%).
Completion of the sale is expected to occur in the current June Quarter, subject to Horizon completing confirmatory due diligence on RVT to its satisfaction, and the receipt of required regulatory approvals for the transfer of Horizon's Project interest to the IPO Vehicle.
On Completion, the new Board of RVT will comprise (full biographies on Page 3* in link below):
- Former Western Australian MP, senior WA cabinet minister and corporate strategist Mr Brendon Grylls as Independent Non-Executive Chair;
- Current RVT CEO and critical minerals specialist Dr Shaun Ren as Managing Director; and
- Metallurgist, mineral economist and Horizon Managing Director Mr Jon Price as Non-Executive Director.
Horizon understands that RVT, as the IPO vehicle, has engaged Bell Potter Securities Ltd and Euroz Hartleys Ltd as Joint Lead Managers to the IPO. Completion of the sale will enable RVT to progress the proposed IPO process.
Commenting on the progress of the RVT IPO, Horizon Managing Director Jon Price said:
"The Horizon team and our JV partners have done an excellent job progressing the internal restructure so we can now advance the IPO and ASX listing process for this world class project."
"This comes at a time when the critical minerals sector is clearly in the global frame giving Horizon shareholders excellent exposure to the emerging green energy revolution through a free in-specie distribution of shares in RVT and a priority offering in the IPO."
Transaction details and next steps
Following consultation between Horizon and the ASX, the ASX has advised that based solely on the information provided to it, ASX Listing Rules 11.4, 11.1.2 and 11.1.3 do not apply to the proposed sale of Horizon's interest in the Project to the IPO Vehicle.
As consideration for the sale of Horizon interest in the Project, Horizon will be issued new ordinary shares in RVT constituting 25% of RVT's share capital following the issue. Consequently, the disposal is not expected to have any material effect on Horizon's operations or financial information.
The Company will provide further updates as appropriate in accordance with its continuous disclosure obligations including the amount of funds to be raised under the proposed IPO, the use of funds and the record date for the in-specie distribution for eligible Horizon shareholders. An indicative timetable which includes the Completion of the SPA, proposed IPO, in-specie distribution and priority offering is provided in the link* below.
*To view the timetable, please visit:
About Horizon Minerals Limited:
Horizon Minerals Ltd. (ASX:HRZ) is a gold exploration and mining company focussed on the Kalgoorlie and Menzies areas of Western Australia which are host to some of Australia's richest gold deposits. The Company is developing a mining pipeline of projects to generate cash and self-fund aggressive exploration, mine developments and further acquisitions. The Teal gold mine has been recently completed.
Horizon is aiming to significantly grow its JORC-Compliant Mineral Resources, complete definitive feasibility studies on core high grade open cut and underground projects and build a sustainable development pipeline.
Horizon has a number of joint ventures in place across multiple commodities and regions of Australia providing exposure to Vanadium, Copper, PGE's, Gold and Nickel/Cobalt. Our quality joint venture partners are earning in to our project areas by spending over $20 million over 5 years enabling focus on the gold business while maintaining upside leverage.
Horizon Minerals Ltd.
Jon Price Managing Director T: +61 8 9386 9534 E: email@example.com Michael Vaughan Media Relations - Fivemark Partners T: +61 422 602 720 E: firstname.lastname@example.org