Celsius Resources to Divest Opuwo Project to Chinalco for US$15m

Celsius Resources (ASX: CLA) has entered a binding share sale agreement to divest its 95% interest in the Opuwo cobalt-copper project in Namibia to Chinalco (Xiong’an) Mining Corporation.

The transaction covers Celsius’ 95% stake in Opuwo Cobalt Holdings and an intercompany loan held through wholly owned subsidiary Opuwo Cobalt.

Chinalco will pay total consideration of US$15 million, equivalent to approximately A$21.7m at the exchange rate cited in the announcement.

Celsius expects the sale to provide near-term funding and allow it to sharpen its focus on its Philippine copper-gold portfolio.

Philippines MCB Focus

Celsius intends to use the net proceeds from the proposed sale to progress development of the MCB copper-gold project in the Philippines.

That deployment remains subject to resolving the company’s current arbitration dispute concerning Makilala Mining Company.

The sale aligns with Celsius’ stated plan to increase its focus on Philippine copper-gold projects rather than retain Opuwo as a longer-term African development asset.

The transaction remains subject to several conditions precedent including Celsius shareholder approval, and the parties must also secure renewal of Opuwo’s exclusive prospecting licence and environmental clearance certificate, along with approval from the Namibian Competition Commission and Bank of Namibia.

Chinese regulatory clearances are required from the National Development and Reform Commission, Ministry of Commerce, and Bureau of Foreign Exchange Administration.

Namibian Development Project

Opuwo is a large-scale, advanced cobalt-copper exploration and development project in the Kunene region of north-western Namibia.

The project hosts a mineral resource estimate of 225.5 million tonnes at 0.12% cobalt, 0.43% copper, and 0.54% zinc.

The estimate contains 259,000t of cobalt and 970,000t of copper, including 45.3Mt in the Indicated category and 180.2Mt in the Inferred category.

Celsius held Opuwo at a carrying value of approximately $3m in its consolidated accounts, while the project incurred an operational loss of about N$421,738, or $37,157, for the year to 30 June 2025.

Chinalco has committed to spend at least US$750,000 on exploration and US$250,000 on metallurgical test work while the conditions are being satisfied, with those results to support the licence renewal process.

Project Development Path

Celsius managing director Bardin Davis said the agreement placed Opuwo with a group capable of advancing the asset.

“Celsius is delighted to have concluded an agreement with an entity of Chinalco (Xiong’an) Mining’s international standing and reputation,” he said.

“We believe that Chinalco (Xiong’an) Mining is well positioned to progress Opuwo, which will deliver substantial benefits to Namibia and the local community.”

“Subject to the conclusion of our MMCI arbitration proceedings, we intend to deploy transaction proceeds to support the development of the MCB copper-gold project.”

A senior Chinalco (Xiong’an) Mining representative described Opuwo as a significant greenfield cobalt-copper asset with substantial exploration and development potential.

“We highly commend the efforts of Celsius Resources in advancing the Opuwo project, and look forward to collaborating with all stakeholders to responsibly progress the project from exploration through to development.”