Cerillion Regulatory News (CER)

5 Nov 2007 07:01

Celtic Resources Holdings PLC05 November 2007 Celtic Resources Holdings Plc ("Celtic" or "the Company") Agreement to sell stake in Tominskoye Celtic is pleased to announce the proposed sale of its 70 per cent stake in theTominskoye copper project ("Project") to a subsidiary of The Russian CopperCompany ("RCC"). Anime Global Limited ("AGL"), Celtic's joint venture partner inthe Project, is also selling its 30 per cent interest in Tominskoye to RCC aspart of the transaction. The consideration received by Celtic and AGL at completion will be approximatelyUS$25 million in cash (Celtic share US$17.5 million) (the "Disposal"). Thepurchase price may be adjusted after completion, depending on the results of ajoint drilling programme to determine the actual copper tonnage present inTominskoye. The costs of this exploration programme are currently estimated byCeltic to be US$1.9 million, of which Celtic will fund 35 per cent. The possibleadjustment will operate as follows: • If the exploration programme determines that the deposit contains inexcess of 1.3 million tonnes of copper, total additional consideration ofUS$19.03 for each tonne of copper above 1.3 million tonnes will be payable,of which Celtic will receive 70 per cent and AGL 30 per cent. • If the exploration programme demonstrates that there is less than 1.3million tonnes of copper, RCC will have the right to reclaim up to $5million of the initial consideration paid to Celtic and AGL at a rate ofUS$19.03 for each tonne of copper below 1.3 million tonnes. The minimum sum which Celtic will receive for its stake in Tominskoye will beUS$14 million and there is no limit on the maximum amount which Celtic mayreceive. The Disposal is conditional, among other things, on the approval of Celtic'sshareholders. It is expected that a circular setting out the terms of theDisposal and a notice convening an extraordinary general meeting of the Companywill be sent to shareholders in due course. Commenting on the Disposal, Kevin Foo, Managing Director of Celtic, said, "Thistransaction further demonstrates our ability to add value for shareholders. Oncethe Disposal is complete, we will have raised approximately US$44 million incash from the sale of assets which came into the Celtic Group through Eurekawhich cost approximately US$32 million. It also allows us to focus ondevelopment of our core gold and molybdenum assets which includes the highlyattractive Shorskoye molybdenum mine, which was also an asset of Eureka." Enquiries: Celtic Resources Holdings PlcKevin Foo / Jonathan Scott-BarrettTel: + 44 (0)20 7921 8800 Cardew GroupAnthony Cardew / Shan Shan WillenbrockTel: +44 (0)20 7930 0777 / +44 (0)777 072 0389anthony.cardew@cardewgroup.com Conduit PRLeesa Peters / Jane StaceyTel: +44 (0)20 7429 6606 / +44 (0)781 215 9885leesa@conduitpr.com Strand Partners LimitedSimon Raggett / Stuart FaulknerTel: +44 (0)20 7409 3494 Any person who is the holder of 1 per cent. or more of any class of shares inCeltic may be required to make disclosures pursuant to Rule 8.3 of the IrishTakeover Panel Act, 1997, Takeover Rules 2001 to 2006. The Directors of Celtic accept responsibility for the information contained inthis announcement and to the best of their knowledge and belief (having takenall reasonable care to ensure that such is the case), the information containedin this announcement is in accordance with the facts and, where appropriate,does not omit anything likely to affect the import of such information. This information is provided by RNS The company news service from the London Stock Exchange