Celsius Resources Limited - Capital/Financing Update 2012

MEDIA RELEASE/ASX ANNOUNCEMENT

18 June 2012

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VIEW TO ACQUIRE INTEREST IN THREE HIGH QUALITY COKING AND THERMAL COAL ASSETS LOCATED IN KYRGYZSTAN

HIGHLIGHTS

View to acquire an 80% ownership in three prospective coking and thermal coal assets (TuyukKargasha, Kokkia and Min-Teke) located in the Uzgen coal basin in Kyrgyzstan
In consideration for the acquisition of the 80% ownership interest, the Vendors to be issued 500,000,000 Shares at a deemed issue price of $0.02 each (deemed value of A$10,000,000), 900,000,000 Performance Shares and the commitment by View to spend A$2.5m due and owing on the Tuyuk-Kargasha tenement
Tenements within 100km of existing railway and in close proximity to the proposed Trans-Asia Railway (which is planned to link China – Kyrgyzstan – Uzbekistan)
Tenements cover a total land area of 9,763Ha (97.63km2)
Exploration Target of 500 to 700 million tonnes of coal based on historical exploration[1]
The Company to immediately undertake legal and technical due diligence on the Tenements
The Company remains well funded with approximately A$5.47m as at March 2012
Tenements will complement the Company’s existing Kyrgyzstan assets (Sary Mogol and Bel Alma) and strengthen the Company’s prominence in the region

The Board of View Resources Limited ( View or the Company ) is pleased to advise that the Company has entered into a conditional agreement (the Agreement ) to acquire interests in three prospective coking and thermal coal tenements (Tuyuk-Kargasha, Kokkia and Min-Teke), (collectively the Tenements ) located in the Uzgen coal basin in Kyrgyzstan ( Project ).

1 Note, the potential quantity is conceptual in nature, there has been insufficient exploration to define a Mineral Resource and it is uncertain if further exploration will result in the determination of a Mineral Resource.

The Agreement sets out the terms and conditions upon which View agrees to acquire 80% of the issued shares of Kokkia Coal Limited (an entity incorporated in Hong Kong) ( Kokkia ) from Kokkia’s respective shareholders (the Vendors ). Kokkia in turn holds a 100% interest in the Tenements (through two Kyrgyzstan incorporated wholly owned subsidiaries).

The Company will, subject to completion of satisfactory legal and technical due diligence and the receipt of shareholder approval from the Company’s shareholders, pay consideration to the value of A$10,000,000 by issuing to the Vendors 500,000,000 fully paid ordinary shares in the Company ( Shares ) at a deemed issue price of $0.02 per Share together with 900,000,000 performance shares ( Performance Shares ) and the commitment to spend US$2.5m due and owing to complete the acquisition of the Kargasha-Tuyuk tenement.

View is pleased to announce this acquisition as it represents an important step in achieving its key objectives:

1) To identify and acquire coal projects that have the potential to host internationally significant deposits with exposure to both metallurgical and thermal coal.
2) Rapidly transition projects through exploration into development, defining resources that can underpin medium to large scale modern production.
3) Establish and maintain strong relationships with the Kyrgyzstan government, community, industry and other stakeholders, as well as with government and industry in neighbouring countries, to facilitate View becoming a major supplier of coal to central Asian countries and north/western China.

Mr Grant Thomas, Executive Director, View Resources Limited, commented:

“This is an exceptionally exciting transaction for View. Not only does it complement the Company’s existing interests in Kyrgyzstan, it further strengthens Views prominence in the region and provides potential access to a commodity that has experienced strong demand as a direct result of the industrialisation of China and India. This bodes well for a very exciting future for the Company.”

Figure 1. Location of View and Kokkia Projects, Kyrgyzstan

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THE PROJECT

Kokkia controls 100% of three adjacent coal assets (Tuyuk-Kargasha-, Kokkia and Min-Teke) located in the northwestern portion of the Uzgen coal basin in Kyrgyzstan (Figure 1). Almost all of the license areas are underlain by Jurassic sediments, the principal host of coal mineralisation in Kyrgyzstan (Figure 2). The coal bearing formation (the Tuyuk formation) occurs near the base of the Jurassic sedimentary sequence and outcrops in the north of the Project area. The Jurassic sequence dips to the southwest at between 5 and 30 degrees (based on outcrop mapping compiled by Kokkia), with post-depositional folding creating gentle undulations in the layers (Figure 3).

Key Highlights include:

All three tenements are adjacent; the Tuyuk-Kargasha and Kokkia tenements are contiguous.
Outcropping coal can be found across all licenses, along with several small scale adits and open pits.
The coal bearing formation is up to 250m thick.
The formation contains around 50 layers of coal with individual layers up to 8.7m thick. These layers have been grouped into 4 main groups/seams.
Interbedded waste layers are on the order of 0.1-0.3m thick.
Four prospects (the Prospects ) have been delineated within the Tenements – Kargasha, Tuyuk, Kokkia and Min-Teke (Figure 2).

Insufficient work has been undertaken on the Prospects to define a JORC compliant resource for any of them. However, the first priority of the Company will be to undertake an exploration program including geological mapping and core drilling on the Project which, if successful, may result in the definition of a JORC compliant resource for one or more of the Prospects contained within the Tenements.

The Company anticipates that it will be able to complete its first phase drilling programme on the Tenements during July to September 2012. This drilling programme will also provide important detail on the quality of the coal present at the Project and validate the extensive drilling results from Soviet era exploration programmes.

The Company has derived a global Exploration Target for the Project of between 500 and 700 million tonnes of coal.[2] This Exploration Target is based on Exploration Targets for the Prospects as shown in Table 1 and detailed in Appendix A. The Exploration Target is based on the results of historical exploration (including drilling) carried out between 1947 and 1953 which is reported in Kashirin, Ibraimov and Karabalaev (1975) [ 3] and led to the estimation of non-JORC compliant coal resources within the Project.

While non-JORC compliant resources have been previously estimated at the Prospects it should be noted that there has been insufficient exploration to define a Mineral Resource which complies with the JORC code, and it is uncertain if further exploration will result in the determination of a Mineral Resource. The potential quantity of coal presented in this Exploration Target is conceptual in nature.

2 Note, the potential quantity is conceptual in nature, there has been insufficient exploration to define a Mineral Resource and it is uncertain if further exploration will result in the determination of a Mineral Resource.

3 Kashirin F.T., Ibraimov I.M. Karabalaev K.K., 1975. Uzgen Coal Basin. llim, Frunze, 167 pp.

Table 1. Exploration Targets for the Kargasha, Tuyuk, Kokkia and Min-Teke Prospects

Prospect	Exploration Target (millions oftonnes ofcoal)
Kargasha	115– 140
Tuyuk	267 –335
Kokkia	114 – 198
Min-Teke	5– 27
Total	501 - 700

Tuyuk-Kargasha

The Tuyuk-Kargasha tenement covers 8,000 hectares. The main coal layers are grouped into four groups, but the thickness of the individual coal layers increases from the southern part of the Prospects to the north part of the Prospects. The Tuyuk tenement has 9 main coal seams for a total combined thickness of 8.3m and the Kargasha tenement has 14 main seams for a total combined thickness of 15.3m, while individual seams are up to 8.7m thick in places (based on historical drilling intersections and adit mapping).

Drilling on the Tuyuk-Kargasha tenements was completed in Soviet era period during 1947-1953. A total of 60 cored drillholes for 28,920m were drilled in addition to approximately 15,000 metres of trenching and adits. Based on this exploration, a non-JORC compliant coal resource was estimated on the tenement. The Company intends to access the historical work to both assist in the planning of its drilling programmes but also to incorporate the data (if validated) in the estimation of a JORC Code compliant resource (should exploration be successful).

The Company will also carry out drilling to both validate and confirm the historical drilling intersections as well as to test for extensions to the coal layers outside the area previously drilled. A substantial amount of the KargashaTuyuk tenement has not been drilled, even though the entire tenement is underlain by Jurassic sediments.

Kashirin, Ibraimov and Karabalaev (1975) state that the coal contained in the Tuyuk and Kargasha Prospect is bituminous coking coal with typical coal quality characteristics as follows (based on drilling and adit sampling):

Ash: 3 to 9%;
Water: 0.9 to 5.6%;
Sulphur: 0.4 to 0.9%; and
Calorific value: 8200 to 8700 kCal/kg.

There is insufficient detail in the historical reports to comment on the sampling or analysis methodology and these characteristics may not be representative of the coal quality actually present at the Tuyuk-Kargasha Prospect. View intends to carry out a drilling programme across the Tuyuk-Kargasha Prospect and analyse the drilling samples at an independent accredited laboratory to enable the Company to determine a representative quality for the coal present in this prospect.

Figure 2: Geology Map of the northern Uzgen Basin showing the location of the Kargasha, Tuyuk, Min-Teke and Kokkia Prospects.

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Figure 3. Schematic cross section through the Tuyuk, Kargasha and Min-Teke Prospects showing interpreted geology.

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Kokkia

The Kokkia tenement covers an area of 1,576 hectares and is reportedly suitable, in part, for open cut mining operations, with outcropping coal found throughout the tenement area. From surface mapping and exposures in adits, the Kokkia Prospect has 11 main coal seams for a total combined thickness of 11.2m (Kashirin, Ibraimov, and Karabalaev, 1975).

Extensive exploration was carried out on the tenement during Soviet era in the 1950’s, with over 800 meters of trenching and 200 meters of adits completed. Coal seams start 1m from the surface, with a gentle slope to the southwest.

Kashirin, Ibraimov and Karabalaev (1975) state that the Kokkia Prospect contains bituminous coal with typical coal quality characteristics (based on reported surface and adit sampling) as follows:

Sulfur <0.94%;
Ash 4.5-13.8%;
Water 0.72-2.99%;
Carbon 85.3-87.5%; and
Calorific value 8350-8500 kcal/kg.

There is insufficient detail in the historical reports to comment on the sampling or analysis methodology and these characteristics may not be representative of the coal quality actually present at the Kokkia Prospect. View intends to carry out a drilling programme across the Kokkia Prospect and analyse the drilling samples at an independent, accredited laboratory to enable the Company to determine a representative quality for the coal present at this prospect.

Min-Teke

The Min-Teke tenement covers an area of 187 hectares and is located 35 km south-west of the town of Kazarman. The tenement (and the northern part of the Project) is accessed via a sealed road which leads to the Kazarman Gold Mine. Extensive surface exploration including trenching and adits have been performed to 20m depth, and several small scale open pit mining operations have occurred on the tenement.

Kashirin, Ibraimov and Karabalaev (1975) state that the Min Teke Prospect contains bituminous coal with typical coal quality characteristics (based on reported surface and adit sampling) as follows:

Ash – 19.20%
Water - 6.77%
Sulfur - 0.55%
Calorific value – 6230 to 7680 kcal/kg.

There is insufficient detail in the historical reports to comment on the sampling or analysis methodology and these characteristics may not be representative of the coal quality actually present at the Min-Teke Prospect. View intends to carry out a drilling programme across the Prospect and analyse drilling samples at an independent, accredited laboratory to enable the Company to determine a representative quality for the coal present at this prospect.

At Min Teke coal layers are assigned to 9 groups and outcrop on both sides of a small central ridge. The geomorphology is similar to a mesa with more resistant conglomerates of the Chaartash Formation forming the “spine” of the ridge and overlying the coal bearing Tuyuk Formation. Both sedimentary sequences are essentially flat lying.

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Outcropping coal at the Min Teke Prospect

ABOUT KYRGYZSTAN

Kyrgyzstan is a stable democratic country in Central Asia, historically known for its natural resources and ideally placed to supply its closest neighbour, China with mineral commodities such as thermal and coking coal.

During the time of the Soviet era, both Kyrgyzstan and Kazakhstan were designated as the suppliers of raw materials to the rest of the republics due to the wealth of their natural resources. The coal industry rapidly developed in the early 1900s, and by 1913 Kyrgyzstan provided coal to the whole Central Asian CIS region.

Kyrgyzstan has a population of 5.5M, with an average per capita income of $836 (2009). There are other successful explorers and miners operating in Kyrgyzstan, including ASX listed, Manas Resources Limited and Kentor Gold Limited and TSX listed Centerra Gold (the owner of the world class Kumtor mine).

The company profit tax in Kyrgyzstan is 10% and the total royalty rate for coal producers is 4.3%.

INFRASTRUCTURE

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The Tenements are situated approximately 100km from the Chinese border by road. South-east of the border is the major Chinese city Kashgar, the main regional centre which has been designated as a new economic development zone.

Kashgar is anticipated to be a hub for steel mills, Shandong Iron and Steel Group Co Ltd is currently in the process of constructing a steel mill, which is anticipated to be completed by end 2012.

Another potential major customer base is Urumqi, which is the capital city of Xinjiang province, also a considerable centre for steel production. View Resources and Kokkia Coal Limited projects are approximately 1000km closer to Urumqi than the nearest seaborne supply of thermal and coking coal.

Significantly, China and Kyrgyzstan have in principle agreed to construction of the Trans-Asia Railway, which is planned to link China, Kyrgyzstan and Uzbekistan – the railway is estimated to be completed within the next three years. The railway will ultimately connect with the Nanjing line at Kashgar and then connect to the rest of China. Once constructed, the Tenements could be within 6km of this railway.

Importantly, the Ambassador of Iran to Kyrgyzstan recently announced that Iran is ready to fund implementation of the construction of China-Kyrgyzstan-Uzbekistan railway on the territory of Kyrgyzstan.

Economically and logically, the shortest way to the world ocean is through the territory of Iran. Should the ChinaKyrgyzstan railway project proceed with participation by Iran, it may open up the sea bound coal market for View.

TRANSACTION DETAILS

The Company will acquire an 80% interest in Kokkia, which in turn holds a 100% interest in the Project. This interest is held via Kokkia’s 100% ownership of two Kyrgyzstan entities, Panj-Sher Ank Ltd ( PSA ) and Baidamar Ltd ( Baidamar ), which together hold the Tenements.

Completion of the transaction will be subject to the satisfaction (or waiver by View) of a number of conditions precedent, including:

(a) confirmation from ASX that the terms of the Performance Shares (defined below) are appropriate and equitable for the purposes the ASX Listing Rules;
(b) the receipt of shareholder approval for the issue of the Shares and Performance Shares;
(c) the Company completing and being satisfied with due diligence investigations on Kokkia, PSA, Baidamar and the Project, to the absolute discretion of View; and
(d) all necessary regulatory and tax consents or approvals for the proposed transaction, if necessary, being received,

(together, the Conditions Precedent ).

Upon satisfaction of the Conditions Precedent, View will acquire 80% of the issued share capital of Kokkia ( Sale Interest ) in return for the pro-rata issue to the shareholders of Kokkia ( Vendors ), 500,000,000 shares in View ( Consideration Shares ) and the following performance shares:

(a) 200,000,000 Class A Performance Shares;
(b) 200,000,000 Class B Performance Shares;
(c) 200,000,000 Class C Performance Shares;
(d) 150,000,000 Class D Performance Shares; and
(e) 150,000,000 Class E Performance Shares,

(together the Performance Shares ).

A summary of the terms of the Performance Shares is set out in Appendix B.

In addition, View will be required to assume Kokkia’s liability to pay an outstanding amount of US$2.5m in relation to the acquisition of Baidamar (the owner of the Tuyuk Kargasha Tenement) ( Baidamar Liability ).

Stage 2 Commitment

After acquiring the Sale Interest (and as part consideration the acquisition of the Sale Interest), View will be required to either sole fund a 30,000 metre drilling program on the Project or an equivalent dollar spend on the Project within three years of the satisfaction of the last of the Conditions Precedent ( Stage 2 Period ) ( Stage 2 Commitment ). During the Stage 2 Period, View will be required to sole fund exploration and mining operations on the Project.

If View does not complete the Stage 2 Commitment, View will be required to transfer back to the Vendors that number of shares in Kokkia such that View’s interest in Kokkia will decrease to 30% (and the Vendors increasing their interest in Kokkia to 70%).

Stage 3 Commitment

After View has completed the Stage 2 Commitment (and as part consideration the acquisition of the Sale Interest), View will be required to either sole fund a further 30,000 metre drilling program on the Project or an equivalent dollar spend on the Project within two years and eleven months of completing the Stage 2 Commitment ( Stage 3 Period ) ( Stage 3 Commitment ). During the Stage 3 Period, View will be required to sole fund exploration and mining operations on the Project.

If View does not complete the Stage 3 Commitment, View will be required to transfer back to the Vendors that number of shares in Kokkia such that View’s interest in Kokkia will decrease to 45% (and the Vendors increasing their interest in Kokkia to 55%).

After View has satisfied the Stage 2 and Stage 3 Commitments, it will be required to free carry the remaining 20% shareholding in Kokkia to the commencement of commercial production on the Project.

Furthermore, at any time after acquiring the Sale Interest, the Vendors may exercise a put option requiring the Performance Shares to vest ( Put Option ). If the Vendors exercise the Put Option, the Stage 2 and 3 claw back provisions will no longer apply and View will be required to free carry the remaining 20% shareholding in Kokkia to the later of satisfying the Stage 2 and 3 Commitments and the commencement of commercial production on the Project.

Before completion of the transaction occurs, the Company will also make a loan available to Kokkia of up to US$3,500,000 to be applied towards a budget of expenditure on the Tenements and satisfaction of the Baidamar Liability. Should the Conditions Precedent not be satisfied, Kokkia will be required to repay the loan to View with interest.

Further details will be provided in a Notice of Meeting to be issued to the Company’s shareholders shortly. The Company will continue to provide regular updates to the market with the progress of the transaction and the outcomes of the legal and technical due diligence.

REGULATORY MATTERS

ASX has advised the Company that completion of the transaction will require shareholder approval in accordance with ASX Listing Rule 11.1.2, but the Company will not be required to re-comply with the new listing requirements in Chapters 1 and 2 of the ASX Listing Rules. In this regard, the Company anticipates holding a shareholders’ meeting to approve the transaction sometime in late July 2012 or early August 2012.

-Ends-

ABOUT VIEW RESOURCES

View Resources is an Australian-based exploration company that was initially focused on the exploration, evaluation and exploitation of nickel deposits and other minerals located in Western Australia.

View recently acquired a 90% interest in the Sary Mogol and Bel Alma coal licences located in Southern Kyrgyzstan.

In addition to its existing assets, the Company continues to actively pursue new projects in the resources sector, not only in Australia and Kyrgyzstan, but elsewhere in the world, with the hope of subsequently developing mining operations on those projects.

Details of the Company’s current projects are detailed in its recent March 2012 Quarterly Activities Report located on the Company’s ASX announcements platform (ASX Code: VRE).

For more information, please visit www.viewresources.com.au or contact Mr Ranko Matic, Company Secretary on +61 (08) 9226 4500.

Competent Person’s Statement

The information in this report that relates to Exploration Results, Exploration Targets, Mineral Resources or Ore Reserves is based on information compiled by Mr Grant Thomas, who is a member of the Australasian Institute of Mining and Metallurgy (AusIMM). Mr Thomas is an employee of View Resources Limited and has sufficient experience that 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 in the 2004 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Mr Thomas consents to the inclusion in this announcement of the matters based on this information in the form and context in which it appears.

Exploration Targets

It is common practice for a company to comment on and discuss its exploration in terms of target size and type. The information in this announcement relating to Exploration Targets should not be misunderstood or misconstrued as an estimate of Mineral Resources or Ore Reserves. Hence the terms Resource(s) and Reserve(s) have not been used in this context in this announcement. The potential quantity of coal presented in this announcement as Exploration Targets are conceptual in nature. It should be noted that there has been insufficient exploration to define a Mineral Resource which complies with the JORC code, and it is uncertain if further exploration will result in the determination of a Mineral Resource. View Resources intends to carry out an exploration programme to systematically test the Exploration Targets for each of the Prospects.

APPENDIX A – EXPLORATION TARGET

The Company has derived an Exploration Target for the Project of between 500 and 700 million tonnes of coal. [4] This Exploration Target is based on Exploration Targets for the Prospects as shown in Table 1.

Table 1. Exploration Targets for the Kargasha, Tuyuk, Kokkia and Min-Teke Prospects

Tenements	Exploration Target (millions oftonnes ofcoal)
Kargasha	115– 140
Tuyuk	267 –335
Kokkia	114 – 198
Min-Teke	5– 27
Total	501 - 700

The Exploration Target is based on the results of historical exploration carried out between 1947 and 1953 which is summarised in Kashirin, Ibraimov and Karabalaev (1975) and led to the estimation of non-JORC compliant coal resources for each of the Prospects. These resource estimations utilised the Soviet classification system (A, B, C, P) which have no direct analogy to JORC Code classifications and hence are not presented here. While these nonJORC resources have been previously estimated at the project it should be noted that there has been insufficient exploration to define a Mineral Resource which complies with the JORC code, and it is uncertain if further exploration will result in the determination of a Mineral Resource. The potential quantity of coal presented in these Exploration Targets is conceptual in nature.

The Exploration Target for the Kargasha and Tuyuk Prospects is based on coal intersections from 60 cored drillholes drilled during 1947 and 1953. The Competent Person considers that the drilling spacing is not adequate to result in the definition of JORC Code compliant resources, however the drilling has delineated an area where coal is present as well as the thickness. The Exploration Target is estimated based on the “sectional method” which is not considered an appropriate methodology for the estimation of JORC code compliant resources and therefore the quantity presented as an Exploration Target may differ substantially from any Mineral Resource calculated subsequently, assuming that exploration is successful and allows the estimation of a Mineral Resource. At the Kargasha and Tuyuk Prospects drilling will be carried out to both validate and confirm the historical drilling intersections as well as to test for extensions of the coal layers outside the area previously drilled.

At the Kokkia Prospect, the Exploration Target is based on surface mapping and exposures of coal layers in trenching and adits, as well as the interpreted sub-surface geology based on the recorded attitude of the coal layers. While drilling will be carried out to test this interpretation it is important to note that the quantity presented as an Exploration Target is conceptual in nature and may differ substantially from any Mineral Resource calculated subsequently, assuming that exploration is successful and allows the estimation of a Mineral Resource.

At the Min-Teke Prospect, the Exploration Target is based on surface mapping and exposures of coal layers in trenching and adits, as well as the interpreted geology based on the recorded attitude of the coal layers. Since the Min-Teke coal appears on both flanks of a ridge there is a lower proportion of the Exploration Target based solely on interpretation / extrapolation, nevertheless it must be emphasised that the quantity presented as an Exploration Target is conceptual in nature and needs to be tested by drilling. Any Mineral Resource calculated based on drilling may differ substantially from the Exploration Target presented here, assuming that exploration is successful and allows the estimation of a Mineral Resource.

4 Note, the potential quantity is conceptual in nature, there has been insufficient exploration to define a Mineral Resource and it is uncertain if further exploration will result in the determination of a Mineral Resource.