Celsius Resources Limited
("Celsius" or the
"Company") (ASX, AIM: CLA)
is pleased to provide the following summary of the Company's
activities for the quarter ended 30 September 2024.
Projects
Maalinao-Caigutan-Biyog
Copper-Gold Project ("MCB Project"),
Philippines (40%)
Makilala Mining Company, Inc.
("MMCI"), an affiliate of Celsius in the Philippines, has continued
work streams for the development of its flagship
Maalinao-Caigutan-Biyog Copper-Gold Project ("MCB Project") in the
Cordillera Administrative Region.
During the period, a Certification
Precondition (CP-CAR-2024-504) was secured on 4 September 2024,
confirming that Free, Prior and Informed Consent was obtained from
the MCB Project's host Balatoc Indigenous Cultural Community (ICC)
over their ancestral lands in accordance with Philippine Republic
Act No. 8371, or the Indigenous Peoples' Rights Act of
1997[1].
The Certification was the culmination
of a ~three-year process which entailed extensive stakeholder
engagement, resulting in the signing of a Memorandum of Agreement
("MOA") by and between MMCI, the National Commission of Indigenous
Peoples, and the Balatoc ICC stipulating the benefits, commitments,
and obligations for a period of 25 years and is renewable for a
further 25 years.
In consideration for entering into
the MOA, the Company agreed to issue 4.05 million shares in the
capital of the Company, subject to the achievement of certain
performance milestones ("Performance Shares"), to the members of
the Balatoc ICC through their nominated Indigenous Peoples'
Organisation ("IPO")[2]. The first
milestone to be satisfied for these Performance Shares was the
issuance of the Certification Precondition, and within 30 days of
this date the Company must issue 20% of the Performance Shares, or
810,000 Shares, to the members of the host ICC through their
nominated IPO.
The Company is taking the necessary
steps to gather all pertinent information including but not limited
to, confirming the authorised IPO by the community to receive these
Performance Shares. The issuance of such shares is conditional and
executed only upon the receipt of written certification or
confirmation from the NCIP that a Balatoc IPO has been duly
established and registered with the NCIP.
The Certification Precondition also
fulfills the compliance requirement under the issued Mineral
Production Sharing Agreement with the Philippine
Government[3]. It also allows the Company
to finalise funding arrangements with highly prospective Philippine
and international parties for the development and operations of the
MCB Project. Extensive technical, financial and legal due diligence reviews
have been undertaken to complete the process, with investment
agreements to be announced as soon as they become
binding.
During the period, tendering of
contracts with international and local engineering companies has
commenced for hydrological and geotechnical drilling, and to
support engineering and long-term construction
activities.
BOTILAO COPPER-GOLD PROSPECT
(40%)
Stakeholder engagements continued for
the period to consult and present updates on the Company's plans
and activities, and build relationships with the host community.
This is in preparation for ramping up site-based activities of its
Exploration, Environment, and Community Development
Programs.
Opuwo Cobalt Project, Namibia
(95%)
The Opuwo Cobalt-Copper Project
("Opuwo Project") is held under the Company's Namibian subsidiary
Opuwo Cobalt Holdings (Pty) Ltd. The Opuwo Project lies 730km
north-west of the Namibian capital city, Windhoek.
The Company has initiated the draft
non-binding agreements for a potential transaction with a strategic
partner/s for the disposal of the Company's 95% interest in the
Opuwo Project.
The Company will make an announcement
in due course in accordance with its continuous disclosure
obligations once negotiations have been completed and a binding
agreement is executed (previously it had been indicated that the
agreement would be executed before 31 October).
SAGAY Copper-Gold Project,
Philippines (100%)
Tambuli Mining Company, Inc.
("TMCI"), a wholly owned Philippine subsidiary of Celsius in the
Philippines, has continued to secure approval of the technical,
social and environmental plans and programs in relation to its
application for Declaration of Mining Project Feasibility
("DMPF")[4] for the Sagay Copper-Gold
Project ("Sagay Project") in the Negros
Islands.
In July 2024, TMCI announced it had
secured the approval of its Social Development and Management
Program, a comprehensive five-year plan for the sustained
improvement in the living standards of host and neighboring
communities. The approval indicates that the document has
satisfactorily met the regulatory requirements under the Philippine
Mining Act as a key requirement for the approve of the
DMPF[5].
Cullarin West Project, NSW
(100%)
The Company is continuing to assess
the viability of the opportunity and gauge interest from other
possible partners. No development activities were conducted during
the quarter.
Corporate
AND EXPENDITURE
On 8 July 2024, the Company held a
General Meeting of Shareholder where all resolutions were duly
passed by a poll.
On 16 September 2024, the Company raised A$1.5
million via a Share Placement Agreement with Patras Capital Pte.
Ltd. (Patras) at an issue price of A$0.0125 per share with 50% of
the placement proceeds paid on completion and the remaining 50%
deferred until the Trading Day immediately after the relevant
Pricing Period ("Placement"). The Company has also executed a
committed equity facility with Patras for up to A$10 million
through placement tranches of shares in the Company over the next
24 months[6].
On 19 September 2024, substantial
shareholder Silvercorp Metals, Inc., ("Silvercorp") exercised their
participation right to participate in the Placement and the
committed equity facility on equivalent terms, through the
execution of a binding Subscription Agreement ("Agreement").
Pursuant to the Agreement, Silvercorp subscribed for 14,693,419 new
Celsius shares at a subscription price of A$0.0125 ("Subscription
Shares") (being the same price at which shares will be issued to
Patras under the Placement), and 918,339 new Celsius shares at a
deemed issue price of A$0.01 per Implementation Fee Share (being
the same deemed price at which shares will be issued to Patras
under the committed equity facility agreement), together with
3,673,355 Options exercisable at A$0.025 each and expiring 3 years
from the date of issue[7].
Cash
Position
At the end of the quarter, the
Company held approximately A$1.053 million in cash
reserves.
ASX
ADDITIONAL INFORMATION
The Company provides the following
information pursuant to ASX Listing Rule requirements:
·
ASX Listing Rule 5.3.1:
Approximately A$109,000 was spent on
exploration expenditure during the quarter, primarily relating to
the development of the MCB, Sagay and Opuwo Projects.
·
ASX Listing Rule 5.3.2:
Approximately A$431,000 was spent on
mine production and development activities during the quarter for
the MCB Project.
·
ASX Listing Rule 5.3.5:
The Company advises that there were
approximately A$299,000 in payments made to related parties of the
Company and their associates during the quarter for Director and
consultancy fees.
Tenement Table: ASX Listing
Rule 5.3.3 Mining tenement interests held at the end of the quarter
and their location
PERMIT
NAME
|
PERMIT
NUMBER
|
REGISTERED
HOLDER / APPLICANT
|
PERMIT
STATUS
|
PERMIT
EXPIRY
|
INTEREST / CONTRACTUAL
RIGHT
|
|
Western
Australia
|
|
Cullarin
West
|
EL
8996
|
Cullarin
Metals Pty Ltd
|
Granted
|
17/08/2026
|
100%
|
|
Namibia
|
|
Opuwo
|
EL
4346
|
Gecko
Cobalt Holdings
|
Granted
|
10/10/2025
|
95%
|
|
Philippines
|
|
Maalinao-Caigutan-Biyog
|
MPSA-356-2024-CAR
|
Makilala
Mining Company Inc.
|
Granted
|
13/03/2049
|
40%
|
|
Botilao
|
EP-011-2023-CAR
|
Makilala
Mining Company Inc.
|
Granted
|
29/09/2025
|
40%
|
|
Panaon
|
EXPA-000127-VIII
|
PDEP,
Inc.
|
Complying
with further requirements
|
TBA
|
100%
|
|
Sagay
|
EP-000003-VI
|
Tambuli
Mining Company Inc.
|
Granted
|
Automatic
extension until the approval of the DMPF/MPSA
|
100%
|
The mining tenement interests
acquired during the quarter and their location:
Nil.
Beneficial percentage interests held
in farm-in or farm-out agreements at the end of the
quarter:
Not applicable.
Beneficial percentage interests in
farm-in or farm-out agreements acquired or disposed of during the
quarter:
Nil.
This announcement has been authorised by the Board of
Directors of Celsius Resources Limited.
Appendix 5B
http://www.rns-pdf.londonstockexchange.com/rns/1262K_1-2024-10-29.pdf
The information contained within this
announcement is deemed by the Company to constitute inside
information as stipulated under the Market Abuse Regulations (EU)
No. 596/2014 as it forms part of UK Domestic Law by virtue of the
European Union (Withdrawal) Act 2018.
For further information
contact:
|
Celsius Resources
Limited
|
|
|
Mark van
Kerkwijk
|
P: +61 8
9324 4516
E:
info@celsiusresources.com.au
W:
www.celsiusresources.com
|
|
Multiplier
Media
(Australian Media
Contact)
|
|
|
Jon
Cuthbert
|
M: +61 402
075 707
E:
jon.cuthbert@multiplier.com.au
|
|
Beaumont Cornish
Limited
(Nominated
Adviser)
Roland
Cornish/Andrew Price
|
P: +44 (0)
207 628 3396
E:
corpfin@b-cornish.co.uk
|
|
Zeus Capital
Limited
|
|
|
Harry
Ansell/James Joyce/Isaac Hooper
|
P:+44 (0)
20 7220 1666
|
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's
Nominated Adviser and is authorised and regulated by the FCA.
Beaumont Cornish's responsibilities as the Company's Nominated
Adviser, including a responsibility to advise and guide the Company
on its responsibilities under the AIM Rules for Companies and AIM
Rules for Nominated Advisers, are owed solely to the London Stock
Exchange. Beaumont Cornish is not acting for and will not be
responsible to any other persons for providing protections afforded
to customers of Beaumont Cornish nor for advising them in relation
to the proposed arrangements described in this announcement or any
matter referred to in it.
Competent Persons
Statement
Information in this report relating
to Exploration Results and Mineral Resources for the MCB Project
and the Sagay Project is based on information compiled,
reviewed and assessed by Mr. Steven Olsen, who is a Member of the
Australasian Institute of Mining and Metallurgy and the Australian
Institute of Geoscientists. Mr. Olsen is a consultant to Celsius
Resources Limited and has sufficient experience which is relevant
to the style of mineralisation and type of deposit under
consideration and to the activity which he is undertaking to
qualify as a Competent Person as defined by the 2012 Edition of the
Australasian Code for reporting of Exploration Results, Mineral
Resources and Ore Reserves. Mr. Olsen consents to the
inclusion of the data in the form and context in which it
appears.
The information in this Report that
relates to the estimate of Mineral Resources for the Opuwo Project
is based upon, and fairly represents, information and supporting
documentation compiled by Mr Kerry Griffin, a Competent Person, who
is a Member of the Australian Institute of Geoscientists (AIG). Mr
Griffin is a Principal Geology Consultant at Mining Plus Pty Ltd
and an independent consultant engaged by Celsius Resources Pty Ltd
for this work and has sufficient experience that is relevant to the
style of mineralisation and type of deposit under consideration and
to the activity being undertaken to qualify as a Competent Person
as defined in the 2012 edition of the "Australasian Code for
Reporting of Exploration Results, Mineral Resources and Ore
Reserves" (the JORC Code). Mr Griffin consents to the inclusion in
this announcement of matters based on his information in the form
and context in which it appears.
The Company confirms that it is not
aware of any new information or data that materially affects the
Mineral Resource for the MCB[8]
Project, the Sagay[9] Project or the
Opuwo[10] Project.
The Company also confirms that all material assumptions and
parameters underpinning the Mineral Resource estimate continue to
apply and have not materially changed.
Forward Looking
Statements
Some of the statements appearing in
this announcement may be in the nature of forward-looking
statements. You should be aware that such statements are only
predictions and are subject to inherent risks and uncertainties.
Those risks and uncertainties include factors and risks specific to
the industries in which the Company operates and proposes to
operate as well as general economic conditions, prevailing exchange
rates and interest rates and conditions in the financial markets,
among other things. Actual events or results may differ materially
from the events or results expressed or implied in any
forward-looking statement.
No forward-looking statement is a
guarantee or representation as to future performance or any other
future matters, which will be influenced by a number of factors and
subject to various uncertainties and contingencies, many of which
will be outside the Company's control.
The Company does not undertake any
obligation to update publicly or release any revisions to these
forward-looking statements to reflect events or circumstances after
today's date or to reflect the occurrence of unanticipated events.
No representation or warranty, express or implied, is made as to
the fairness, accuracy, completeness or correctness of the
information, opinions or conclusions contained in this
announcement. To the maximum extent permitted by law, none of the
Company's Directors, employees, advisors, or agents, nor any other
person, accepts any liability for any loss arising from the use of
the information contained in this announcement. You are cautioned
not to place undue reliance on any forward-looking statement. The
forward-looking statements in this announcement reflect views held
only as at the date of this announcement.
[1] Refer to
ASX Announcement dated 4 September 2024
[2] Refer to ASX
Announcement dated 15 November 2022
[3] Refer to
ASX Announcement dated 18 March 2024
[4] Refer to
ASX announcement dated 8 January 2024
[5] Refer to
ASX announcement dated 15 July 2024
[6] Refer to
ASX announcement dated 16 September 2024
[7] Refer to
ASX announcement dated 19 September 2024
[8] Refer to
ASX announcement dated 12 December 2022 for an updated JORC
compliant Mineral Resource Estimate.
[9] Refer to
ASX announcement dated 6 February 2024 for the updated Mineral
Resource Estimate for the Sagay Project.
[10] Refer to
ASX announcement dated 1 July 2021 for the updated Mineral Resource
Estimate for the Opuwo Project.