Mr. Jeremy Martin reports

RESULT OF GENERAL MEETING OF SHAREHOLDERS AND ALLOTMENT OF SHARES

At the general meeting of shareholders of Horizonte Minerals PLC held earlier today, all resolutions were duly passed.

Background

On Sept. 28, 2015, the company announced that it had signed a conditional asset purchase agreement to acquire the Glencore Araguaia project (GAP) from Xstrata Brasil Exploracao Mineral Ltda., a wholly owned subsidiary of Glencore, for a total consideration of $8-million (U.S.) to be paid according to the terms of the asset purchase agreement summarized below.

Unless specified otherwise, capitalized terms in this announcement shall have the same meaning as defined in the announcement.

Resolutions authorizing the directors to allot shares

As noted in the announcement, following the issue of the placing shares, the company did not have sufficient authorities to issue the requisite number of ordinary shares in the company to satisfy the allotment and issue of the initial consideration shares or the second consideration shares. As a result, the company required the approval of the shareholders to permit the board of the company to allot and issue ordinary shares to satisfy the obligations of the company under the asset purchase agreement. On Oct. 29, 2015, the company announced that it had convened a general meeting of shareholders for Nov. 25, 2015, and had sent out to shareholders a notice of meeting and management information circular. Shareholders were asked to consider and, if thought appropriate, to authorize the board to allot and issue the initial consideration shares and the second consideration shares.

In accordance with Section 11.3 of National Instrument 51-102, the results of the voting at the meeting were as shown in the table.

Resolution                            Voting result


To authorize directors to allot       The resolution was approved by shareholders
relevant securities                   on a show of hands.
                                      Votes for (including proxies): 26 (92.8 per cent);
                                      votes against (including proxies): two (7.2 per cent);
                                      proxies received for: 475,284,012 (99.98 per cent);
                                      proxies received against: 102,174 (0.02 per cent).
To authorize directors to allot       The resolution was approved by shareholders
relevant securities                   on a show of hands.
disapplying pre-emption rights        Votes for (including proxies): 25 (89.2 per cent);
                                      votes against (including proxies): three (10.8 per cent);
                                      proxies received for: 475,134,012 (99.95 per cent);
                                      proxies received against: 252,174 (0.05 per cent).

Allotment of initial consideration shares

Further to the approval at the meeting of the share allotment resolutions by shareholders and registration of transfer from Xstrata to a subsidiary of the company by the National Department of Mineral Production of Brazil (DNPM) of certain of the GAP licences comprising GAP, the board has issued allotted 23,777,273 shares to Xstrata, being a proportion of the initial consideration shares equivalent in value to $660,000 (U.S.) at a price of 1.84 pence per initial consideration share. In accordance with the terms of the asset purchase agreement, the issue price was equal to the five-day weighted average price per ordinary share on the Alternative Investment Market taken on the business day prior to the meeting and converted at a rate of exchange as set out in the asset purchase agreement. The remaining allotment of initial consideration shares will be made in accordance with the terms of the asset purchase agreement as and when the transfer from Xstrata to a subsidiary of the company of the relevant GAP licences is registered by the DNPM.

Admission and total voting rights

Application has been made for admission of the 23,777,273 initial consideration shares to be admitted to trading on AIM. It is expected that admission will take place and dealings in the initial consideration shares will commence on Dec. 2, 2015. The initial consideration shares will rank pari passu with the existing ordinary shares currently in issue. Following admission, there will be 671,204,378 ordinary shares in issue.

We seek Safe Harbor.