Celsius Resources Limited — M&A Activity 2003

Mar 5, 2003

ABN 95 009 162 949

ASX CODE: VRE

VIEW RESOURCES LTD TO ACQUIRE THE CARNILYA HILL MINING TENEM ENTS, WHICH PREVIOUSLY FORMED PART OF THE KAMBALDA MINING OPERATIONS OWNED BY WMC RESOURCES LIMITED.

Carnilya Hill Acquisition

View Resources Ltd ("View") is pleased to announce that it has entered into a conditional agreement with Carey Mining (2002) Pty Ltd ("Carey Mining") and its shareholders to purchase the issued capital of Carey Mining which owns the Carnilya Hill mining tenements near Kambalda ("Carnilya Hill Project"). The Carnilya Hill tenements previously formed part of the Kambalda mining operations owned by WMC Resources Limited.

A media release by Carey Mining Pty Ltd relating to the purchase of Carnilya Hill tenements from WMC Resources Limited is attached and forms part of this announcement.

Carnilya Hill lies just 25km north east of Kambalda. Access is via well established haul roads.

ABN 95 009 162 949

ASX CODE: VRE

The Tenements

The Carnilya Hill Project is located approximately 25km North East of Kambalda. The main access route to the area is via the Kambalda - Carnilya Mine haulage road. The Carnilya Hill Project hosts one mine, the Carnilya Hill Mine, which operated between 1979 and 1998. The Carnilya Hill Project consists of four mining leases, M26/47; M26/48; M26/49 and M26/453, which cover an area of approximately 2,200 hectares forming part of a well established, world class, nickel producing province.

The Carnilya Hill Project has been owned and mined by WMC Resources Limited and BHP Minerals Pty Ltd for some 30 years and contains a significant database of mining and exploration data.

$\triangleright$ Carnilya Hill Mine

Up until its closure in 1998, the Carnilya Hill mine produced 1.4 million tonnes of nickel ore at 3.38% for 47,000 tonnes of nickel metal valued at approximately A\$560 million. At the time of closure the 3 month average nickel price was US\$2.24/lb compared to an average price for February 2003 of US\$3.91/lb. View considers that the resources remaining in the underground mine stood at 87,000t of nickel ore grading 1.95% nickel. Recently improved economic and technical conditions for nickel mining translate into an opportunity for View to convert these resources to reserves relatively quickly and economically. In addition, View believes that there is significant further exploration and development potential in identifying further mine resources/reserves which can be profitably exploited.

$\geqslant$ Zone 29

The Zone 29 opportunity is the initial focus of View in developing the Carnilya Hill tenements. Data available indicates a high grade and shallow depth deposit whereby mining activities are expected to commence by January 2004. As referred below, one of the main conditions precedent for View completing the acquisition of the Carnilya Hill project is the Zone 29 deposit being upgraded to a proven and probable economic reserve according to the guidelines of the JORC Code. The ore reserve must contain a minimum tonnage of 45,000t and minimum ore reserve grade of 4% nickel (subject to a 10% allowable discrepancy) for the transaction, as contemplated, to proceed

$\triangleright$ Dunlop

The Dunlop deposit lies within the eastern limb of an anticline which also hosts the Goodyear deposit. The Goodyear deposit is located within the western limb of an anticline and is owned by Harmony Gold Limited. These deposits are located within close proximity to each other and the joint development of them offers obvious synergistic benefits. It is View's intention to pursue a strategy which would allow the development of the whole deposit.

The Opportunity

This opportunity presents View with an expedient and low-cost entry into the ranks of junior nickel producers. As demonstrated by Mincor and Independence Gold over the last year, there are significant benefits in acquiring a Kambalda nickel project from WMC Resources Limited. These include:

• secure off-take agreements as part of the acquisition;
• ۰ a large database of exploration data;
• low capital requirement; ٠
• no marketing risk: and
• no milling or metallurgical risk.

ABN 95 009 162 949

The junior nickel sector is an exciting sector in the Australian market. The nickel price has strengthened significantly over the past 12 months and is forecast to further strengthen in the short to medium term due to a general shortage of primary nickel.

Major Terms of Carnilva Hill Acquisition

Conditions Precedent

The main conditions to be satisfied in order for View to proceed with the Completion of the acquisition are as follows:

• $(a)$ Completion of the Carnilya Hill Agreement with WMC Resources Limited;
• The Zone 29 deposit to be upgraded to a proven and probable economic reserve according to the $(b)$ guidelines of the JORC Code. The ore reserve must contain a minimum tonnage of 45,000t and minimum ore reserve grade of 4% nickel (subject to a 10% allowable discrepancy):
• The shareholders of View passing all resolutions as are required under the ASX Listing Rules and $(c)$ the Corporations Act to give effect to the transactions contemplated by the Agreement including. but without limitation, any application of Chapter 11 of the ASX Listing Rules;
• $(d)$ View completing a placement of approximately 35,900,000 View Shares at a price of 0.8 cents per share to raise approximately \$287,000 to Carey Mining shareholders and supporters of Carey Mining and a proposed non renounceable entitlement issue to the shareholders of View on the terms and at a price as determined by View, Carey and its advisors having regard to the capital needed to commercially exploit Zone 29. The final Zone 29 reserve block model will provide the basis for determining the appropriate mining method and mining schedule which will influence the amount of capital to be raised under the entitlement issue.

Consideration Terms

The acquisition terms payable upon Completion are as follows:

• a. 100,000,000 View shares at 1 cent per View share (minimum 12 month escrow from date of issue):
• b. cash payment of \$250,000 representing part of the actual costs incurred by Carey Mining acquiring the Carnilya Hill Project from WMC Resources Limited; and
• c. incentive based payments of cash and the up front issue of 250,000,000 View Consideration shares (non voting, no dividends - which are then redeemable or convertible into View shares upon the following milestones being achieved):
• on receipt of regulatory approval from the Department of Industry Resources for its i. notice of intention to mine the Zone 29 region of the Carnilya Hill Project, 80,000,000 View shares (subject to a minimum 12 month escrow from the date of issue) and \$150,000 cash payment;
• when activities from the Carnilya Hill Project have generated \$12,000,000 in revenue. ii. 85,000,000 View shares and \$100,000 cash payment; and

ABN 95 009 162 949

iii. when activities from the Carnilya Hill Project have generated a total of \$20,000,000 in revenue, 85,000,000 View shares.

Carey Mining 2002

The two major stakeholders of Carey Mining 2002 are:

• The Carey Mining Group ("Carey Group") a successful wholly owned indigenous enterprise under the control of Mr Daniel Tucker. Carey Group operates in the mining services area throughout Western Australia and has very solid commercial and working relationships with Australia's leading mining houses and mining contracting companies. Carey Group currently operates with a team of approximately 50 people, the majority of which are indigenous. Carey Group is currently, providing mining services to some of Western Australia's major resource projects including Sunrise Dam, Mt Keith, Carosue Dam, Thunderbox and BHP's Mining Area C.
• Derek Lenartowicz is a mining engineer with significant experience in developing and operating large scale resource projects. Until 2002, Derek managed Western Mining's flagship nickel operation, Mt Keith for 5 years. During this time, it was recognised that the Mt Keith project became the world benchmark for mining efficiency, innovation and cost effective investment. Prior to Western Mining, Derek held senior positions at North Limited and Dominion Mining. Mr Lenartowicz will be assisting with co-ordination and development of the Carnilya Hill Project.
• Messis Tucker and Lenartowicz will be appointed directors of View on completion of the Carnilya Hill acquisition by View and current directors, Gary Steinepreis and Hugh Warner will resign.

Proposed Acquisition Timetable

A general indicative timetable of events and activities as contemplated by the Agreement is set out below:

EVENT	TIMING
Complete Placement	Mar $03$
Confirmatory Drilling	Apr 03
Assay / Model Update / Establish Reserve (JORC compliant)	June 03
Despatch Notice of Meeting	June 03
Lodge Entitlement Issue Prospectus with ASX/ASIC	June 03
Hold Shareholder Meeting to Approve Transaction	July 03
Despatch Entitlement Issue Prospectus	July $03$
Complete Entitlement Issue and Shortfall	Aug 03
Complete Carnilya Hill Acquisition	Aug $03$
Statutory Approvals (Notice of Intent to Mine)	Sept 03
Mining Activities commence	Jan 04
Generate Cash Flow from Zone 29	Feb 04

David Steinepreis Chairman

ABN 95 009 162 949

March 2003

Inquiries:

David Steinepreis

David Riekie

Chairman of View Resources Ltd Ph: 08 9481 2407/0411 510 781

Corporate Advisor Grange Consulting Ph: 08 9322 7600

Derek Lenartowicz

Carey Group Ph: 08 9381 6588

Note: In accordance with Australian Stock Exchange Limited listing rules, the geological information supplied in this report has been based on information provided by geologists who have had in excess of five years experience in their field of activity.

MEDIA RELEASE - CARNILYA HILL

CAREY BUY WMCR'S CARNILYA HILL NICKEL TENEMENTS

Carey Mining today announced the completion of the purchase of the Carnilya Hill tenements from WMC Resources Limited. The tenements are situated some 25km north east of Kambalda, cover approximately 2200 hectares.

Carey Mining is an Indigenous owned mining services enterprise operating with a number of key contracts throughout the Goldfields area of Western Australia.

Mr Daniel Tucker, Managing Director said "the completion of this contract with WMCR is a significant milestone for Carey".

"Carey was established 8 years ago and is a wholly owned Indigenous enterprise which is profitable. employs approximately 50 people (mostly Indigenous people) and presently operates five different mining contracts.

We have developed and gathered experience through our association with some of Australia's premier mining houses such as WMC. AngloGold Australia, BHP Billiton, Sons of Gwalia, Lionore International and mining service contractors Roche Mining, MacMahon Contractors and Theiss Contractors.

We are confident that the support shown by WMCR will translate into further employment opportunities for Indigenous people at Carey and further strengthen our company".

WMCR General Manager Operations - Nickel, Seamus French said "the sale of the Carnilya Hill tenements to Carey Mining Pty Ltd provided a further opportunity for this successful Indigenous company and for Indigenous employment in the region."

"It builds on our successful partnership with Carey Mining at our Mount Keith operation."

"The divestment of these tenements is also consistent with the Nickel Business Unit (NBU) strategy to divest mature nickel mines at Kambalda and participate in the benefits that a small, focussed, 'third party' can yield from the remaining resource" Mr French said.

Carey has entered into an agreement with an ASX listed company to assist it with unlocking the potential with these nickel tenements while retaining a substantial interest in the company.

Mr Tucker said "we consider that by teaming up with a public company we can quickly bring the project to fruition, develop the mining opportunities for Carey and deliver the nickel for WMCR's Kambalda smelter."

Daniel Tucker, Managing Director Carey Mining Pty Ltd

For further enquiries, please contact: Mr Daniel Tucker (08) 9381 6588 or Mr Peter Clough (WMC) (08) 9479 8473.