Celeste Copper Corporation is Pleased to Announce the Closing of $2.1 Million in its Previously Anno


Celeste Copper Corporation is Pleased to Announce the Closing of $2.1 Million in its Previously Announced Financing.

Calgary, Alberta CANADA, June 11, 2012 /FSC/ - Celeste Copper Corporation  (C - TSX Venture), ("Celeste" or the "Company") is pleased to announce, further to its news release dated May 7th, 2012 that it has closed on $2.1 million worth of units for aggregate gross proceeds of $2,100,000.

Liberty Metals & Mining Holdings, LLC ("LMM") 175 Berkeley Street, 18th Floor, Boston, MA 02116, a wholly-owned subsidiary of Boston-based Liberty Mutual Insurance, acquired ownership and control over 23,333,333 million units at a price of $0.09 per unit, for gross proceeds of $2,100,000 pursuant to the non-brokered placement. Each unit consists of one common share and one half of a common share purchase warrant and each whole common share purchase warrant ("Warrant") entitles the holder to acquire one common share of the Company at a price of $0.125 per share for a period of 30 months following the closing date.

After giving effect to the closing of the private placement LMM beneficially owns 45,555,555 common shares and 22,777,778 Warrants representing 47.97% of the outstanding Common Shares on a non-diluted basis after giving effect to the subscription by LMM (or 43.33% on a fully diluted basis).

LMM has informed the Company that it acquired the Common Shares and Warrants for investment purposes.  Subject to the terms and conditions of the Subscription Agreement and the Investor Rights Agreement entered into between LMM and the Company, and depending on market conditions and other factors, LMM has advised the Company that it may from time to time acquire additional securities of Celeste or dispose of securities of Celeste in the open market, by private agreement or otherwise, or continue to hold its then current position.

In conjunction with the closing of this financing the Investor Rights Agreement was amended to among other things provide LMM with an additional nominee to the board of directors of Celeste (for a total of two nominees).  Celeste Chairman Farhad Abasov is pleased to welcome Mr. Donald Tucker, Investment Analyst with Liberty Metals & Mining Holdings, LLC to the board of directors of Celeste.

Mr. Abasov stated "I am very pleased that Donald has joined Celeste board. Donald brings significant financial expertise to Celeste. We are also pleased that Liberty continues to strongly support our project which is entering an accelerated development stage. The company will use the proceeds from this financing to purchase an additional drill rig and expedite the current drill program. The funds will also be used to conduct all the required test work including metallurgical testing."

As previously announced, Celeste is party to an earn-in agreement to acquire a 60% equity interest (with the ability to increase to 100% based on a valuation after having earned the 60% interest) in Cornish Minerals Limited (together with all amendments, the "Earn-In Agreement") which controls certain tin and copper mineral rights in Cornwall, England, including the assets known as the South Crofty Mine.  The proceeds from this financing are being used to fund an increase of Celeste's interest in Cornish Minerals Limited from the current 19% to 25%, which is the maximum interest position available to Celeste at this time under the Earn-in Agreement, and will allow the Company to  further increase its position in the future. Upon acquiring the remaining amount and achieving 25% Celeste is in a position to serve notice of its intention to exercise its option to acquire either an additional 25% in Cornish Minerals Limited  (for a total interest of 50%) or an additional 35% in Cornish Minerals Limited  (for a total interest of 60%) interest upon completion by Celeste of its funding commitments by September 30,  2013.

ABOUT CELESTE

Celeste is a Canadian corporation currently focused on the acquisition of an interest in Cornish Minerals Limited which controls mining rights in the historic Cornish mining region in Cornwall, England, including the South Crofty Mine as announced in a news release dated May 25, 2011. In addition, Celeste continues to assess other tin, copper and copper-gold properties for exploration and development opportunities.

Celeste shares trades on the TSX Venture Exchange under the symbol C.  Celeste's website can be accessed at www.celestecopper.com
  

For further information, please contact:


Investor Cubed Inc.
Neil Simon
647-258-3311
nsimon@investor3.ca


David B. McQuaig
Chief Financial Officer
403-265-1109
davidmcquaig@shaw.ca



Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Caution Concerning Forward-Looking Information

This news release contains forward-looking statements and information within the meaning of applicable U.S. and Canadian securities laws including with respect to closing of the transaction and the timing of receiving results from Celeste's ground exploration and field program in Chile.  Words such as "may", "will", "should", "anticipate", "plan", "expect", "believe", "estimate" and similar terminology are used to identify forward-looking statements and information.  Such statements and information are based on assumptions, estimates, opinions and analysis made by management of Celeste in light of its experience, current conditions and its expectations of future developments as well as other factors which they believe to be reasonable and relevant.  Forward-looking statements and information involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied in the forward-looking statements and information.  Risks and uncertainties that may cause actual results to vary include but are not limited to: the conditional nature of the transaction, including the requirement for approval of the transaction by the TSX Venture Exchange; uncertainties relating to the availability and costs of financing needed to complete the transaction; exploration costs varying significantly from estimates; delays in the exploration and development of, and/or commercial production from, the properties in which Celeste has an interest; the speculative nature of mineral exploration and development, including the uncertainty of reserve and resource estimates; operational and technical difficulties; success of future exploration and development initiatives; competition; inability to obtain, or delays in obtaining, necessary permits and approvals from government authorities; fluctuations in foreign exchange rates; as well as other risks and uncertainties which are more fully described in Celeste's annual and quarterly Management's Discussion and Analysis and other filings made by Celeste with Canadian securities regulatory authorities and available at www.sedar.com.


Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable laws, Celeste disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise.  Although Celeste believes that the assumptions inherent in the forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein.



Celeste Copper Corporation,
Suite 497, 1811 4th St SW,
Calgary, Alberta, T2S-1W2
Phone: 403-265-1109
Fax: 1-866-452-0280
www.celestecopper.com


To view this press release as a web page, please click on the following link: http://www.usetdas.com/pr/celeste06112012.htm



Source: Celeste Copper Corporation (TSX-V: C) http://www.celestecopper.com
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