Why Celsius Resources (ASX:CLA) Is Updating Investors on Its US$15 Million Opuwo Sale and Philippine Legal Disputes

Sonal Goyal

23 October 2026 05:42 PM AEDT

Why Celsius Resources (ASX:CLA) Is Updating Investors on Its US$15 Million Opuwo Sale and Philippine Legal Disputes

Image Source: Shutterstock

You are reading a free article with opinions that may differ from the recommendation given by Kalkine in its paid research reports. Become a Kalkine member today to get access to our research reports, in-depth technical and fundamental research. Learn more

Start Your Free Trial Now!

Key Highlights

Celsius Resources updated on the sale of its 95 per cent interest in Opuwo Cobalt Holdings, plus an intercompany loan, to Chinalco (Xiong'an) Mining Corporation for US$15 million in cash.
Four conditions have been satisfied, while Namibian and Chinese regulatory approvals remain outstanding and completion has not occurred.
The company reported arbitration and court proceedings in the Philippines involving Sodor, Inc. and Equinaire Holdings, with an arbitration decision target date of 12 July 2027.

Celsius Resources Limited (ASX:CLA), which is listed on the ASX and AIM, has provided a corporate update on the sale of its Opuwo project in Namibia. The buyer is Chinalco (Xiong'an) Mining Corporation Limited, a Subsidiary of Aluminum Corporation of China. It is acquiring Celsius's 95 per cent interest in Opuwo Cobalt Holdings, plus an intercompany loan, for US$15 million in cash. The deal was first announced on 30 June 2026, and a 5 per cent minority Shareholder holds the remaining interest in the company that owns the project.

Celsius says the sale lets it concentrate on its Philippine copper-gold portfolio and provides near-term funding.

Conditions met and outstanding

Four conditions have been satisfied: Celsius shareholder approval under AIM Rule 15, a Waiver of pre-emptive rights by the minority shareholder, renewal of the environmental clearance certificate and renewal of the exclusive prospecting licence.

Completion has not occurred. Still outstanding are approval from the Namibian Competition Commission, approval from the Bank of Namibia under exchange controls, clearances from China's National Development and Reform Commission, Ministry of Commerce and Bureau of Foreign Exchange Administration, and the usual requirements that warranties remain true and there is no material adverse effect.

Philippine proceedings

The update then turns to Makilala Mining Company, Inc. (MMCI) in the Philippines. Celsius Resources (ASX:CLA) and its subsidiary Makilala Holding Limited (MHL) have filed an estafa complaint, with an alternative charge of other deceits, against Erika Chalmers, president of Sodor, Inc., concerning Sodor's Acquisition of MMCI shares from MHL. Preliminary investigation hearings were scheduled for 22 October and 29 October 2026. These are allegations by Celsius, and no finding has been reported. Celsius has also complained to the Securities and Exchange Commission that it is unlawfully restricted from accessing MMCI's corporate records, and a decision is pending.

Sodor and Equinaire disputes

Celsius says Sodor and an affiliate, PMR Holding Corp., failed to complete an aggregate US$43 million payment before the 16 February 2026 expiry and did not relinquish MMCI shares. That dispute is in arbitration, with a target date for a decision and any damages award of 12 July 2027. Separately, Sodor deposited PHP300 million with a Bataan court and asked it to compel MHL to accept payment for a 60 per cent MMCI interest. The court declined to suspend the case pending arbitration, and a motion for reconsideration was dismissed. MHL has petitioned the Court of Appeals.

In a second dispute, Equinaire Holdings Limited, a subsidiary of Kiri Industries, took over rights under MMCI's Loan and security agreement in June 2026 and alleged events of default. Celsius disputes that a default occurred. Equinaire held an auction of MHL's pledged MMCI shares on 8 September 2026 and, with no other bids, won with a Credit bid of US$5,010,000. A court denied MHL's petition for interim measures, and a motion for reconsideration was also denied. The court said it was not finding that a default occurred and that the arbitral tribunal can decide the foreclosure's validity. MHL intends to petition the Court of Appeals and to seek injunctions against a tax clearance certificate and share transfer until arbitration ends.

Risks and next steps

Celsius states that the outcomes of all these matters are uncertain, that earlier refusals of interim relief mean it may be unable to stop foreclosure-related steps before arbitration concludes, and that appeals may fail. The milestones in the update are the 29 October 2026 preliminary investigation date, the pending Securities and Exchange Commission decision, the Court of Appeals petitions, completion of the Opuwo approvals and the arbitration target of July 2027.

Download Free Report – Explore 3 Stock Ideas & Industry Insights

Unlock 3 stock ideas and key industry insights in our free report. This information is general in nature and does not consider your personal objectives, financial situation, or needs. It is not financial advice.

All investments involve risk—consider independent advice before making any investment decisions.

View 3 Research Reports

Disclaimer:

This article (“Article”) has been prepared by Kalkine Pty Limited (ABN 34 154 808 312) (Australian financial services licence number 425376) (“Kalkine”) and its related bodies corporate who are authorised to provide general financial product advice. Kalkine.com.au and its associated pages are published by Kalkine.

Any information/advice provided in this article is general in nature and does not take into account your objectives, financial situation or needs. You should therefore consider whether the information is appropriate for your objectives, financial situation and needs before acting upon it.

There may be a Product Disclosure Statement, Information Memorandum or other offer document (“Offer Document”) for the securities or other financial products referred to in Kalkine articles. You should obtain a copy of the Offer Document and consider it before making any decision about whether to acquire the security or financial product.

Kalkine strongly recommends that you seek advice from a financial adviser, stockbroker or other professional (including taxation and legal advice) before acting on any advice/information in this Article or on the Kalkine website. Not all investments are appropriate for all people.

The information in this Article and on Kalkine website has been prepared from a wide variety of sources, which Kalkine, to the best of its knowledge and belief, considers accurate. Kalkine has made every effort to ensure the reliability of the information contained in its articles (including this Article), newsletters and websites. All information represents our views at the date of publication and may change without notice.

The information in this Article does not constitute an offer to sell securities or other financial products or a solicitation of an offer to buy securities or other financial products.

Kalkine does not issue, sell or deal in any financial products.

This Article may contain information on past performance of particular investments. Please note past performance is neither an indicator nor a guarantee of future performance.

To the extent permitted by law, and excluding any dishonesty or gross negligence by Kalkine, Kalkine disclaims and excludes all liability for any direct, indirect, implied, punitive, special, incidental or other consequential loss or damage arising from the use of or reliance on this Article, the Kalkine website and any information published on the Kalkine website without any warranties or representations by Kalkine to you. To the extent the law prohibits or limits this exclusion, Kalkine limits its liability to the resupply of services.

Please also read our Terms & Conditions and Financial Services Guide for further information.

Employees and/or associates of Kalkine and its related entities may hold interests in the securities or other financial products covered in this Article or on the Kalkine website. Any such employees and associates are required to comply with certain safeguards, procedures and disclosures as required by law.

Some of the images/music that may be used in the Article are copyright to their respective owner(s). Kalkine does not claim ownership of any of the pictures displayed/music used in the Article unless stated otherwise. The images/music that may be used in the Article are taken from various sources on the internet, including paid subscriptions or are believed to be in public domain. We have used reasonable efforts to accredit the source wherever it was indicated or was found to be necessary.

Kalkine Media Pty Ltd, an affiliate of Kalkine Pty Ltd, may have received, or be entitled to receive, financial consideration in connection with providing information about certain entity(s) covered on its website.