Celsius Resources (ASCX/AIM: CLA) has noted the release of an announcement from the Philippines’ sovereign wealth fund, Maharlika Investment Corporation (MIC), regarding the transfer of rights, title and interest under the Omnibus Loan and Security Agreement (OLSA) it had with Celsius’ subsidiary, Makilala Mining, to a wholly-owned subsidiary of Indian dye and chemical company, Kiri Industries.
Celsius also notes the following comments by the Chair and Managing Director of Kiri, Mr Manish Kiri, during an earnings conference call on 1 June 2026:
“So, as we announced earlier, the company has already entered by financing and by making arrangements of taking over certain loans pertaining in Philippines at MMCI. And we are in the process of negotiating offtake agreement right now.
“So, the entry of the company has already taken place. We are now involved with MMCI and our objective is to conclude the offtake agreement as soon as possible.”
Celsius said it would welcome direct discussions with Kiri with respect to a potential offtake agreement as part of a broader financing solution for the MCB Project.
However, in the absence of these discussions, Celsius made the following points:
The OLSA bridge loan facility from MIC provided critical financial support to fund early works at the Maalinao-Caigutan-Biyog Copper-Gold Project (MCB Project).
- Celsius is initiating an emergency arbitration process seeking to injunct any offtake agreement executed by Kiri and MMCI, without the written approval of Celsius, until the completion of a broader arbitration process between Sodor, PMR and Celsius;
- Celsius has provided written notice to Kiri that it intends to rescind any transactions or arrangements agreed with MMCI that have not been approved by Celsius; and
- The binding deeds and agreements between Celsius, Sodor and PMR, which expired on 16 February 2026, were predicated on PDEP Inc. (PDEP), currently a wholly owned subsidiary of Celsius, operating the MCB Project processing plant and producing and marketing a copper-gold concentrate.
In other words, PDEP, not MMCI is the relevant entity for an offtake agreement.