Completion of Sale of President Steyn Gold Mine



    TORONTO, Feb. 25 /CNW/ - Thistle Mining Inc. ("Thistle" or the "Company")
(AIM: TMG) announced today that the sale of Thistle's direct and indirect
interests in President Steyn Gold Mines (Free State) (Pty) Ltd to Pamodzi Gold
Limited ("Pamodzi") (JSE:PZG) under the terms of a Sale of Shares and Claims
Agreement dated October 29, 2007, as amended ("SSCA") and previously announced
by the Company, has been completed.
    The consideration payable by Pamodzi after adjustments is ZAR232.8
million (approximately US$ 29.8 million at an exchange rate of ZAR 7.80 to the
US$) (the "Purchase Consideration"). The Purchase Consideration will be
satisfied through the payment of (i) ZAR 3.5 million in cash; (ii) ZAR92.9
million in the form of 9,767,558 Pamodzi shares issued at a ZAR9.51 per share
(a 10% discount to the volume weighted average traded price over the 30
trading days prior to February 21, 2008); and (iii) ZAR 136.4 million as a
loan receivable ("Loan") from Clidet No 776 (Pty) Ltd ("Clidet"), a wholly
owned subsidiary of Pamodzi Resources Limited, and a "B" ordinary share of
Clidet.
    Under the terms of the Subscription Agreement dated October 29, 2007, as
amended, between Pamodzi Resources Limited and Clidet, Clidet will acquire
9,259,927 ordinary shares in Pamodzi ("Underlying Pamodzi Gold Shares") for an
aggregate amount of ZAR 136.4 million at a subscription price of ZAR14.729 per
share. The Pamodzi share price closed at ZAR10.40 per share on 22 February
2008. In terms of the Loan and Subscription Agreement dated February 04, 2008,
as amended, between Thistle, Pamodzi Resources Limited and Clidet (the "Loan
and Subscription Agreement"), on or after May 31, 2009 (or in limited
circumstances, prior thereto), Thistle will be entitled to repayment of the
Loan including interest calculated at 12% per annum ("Loan Settlement
Amount"); provided, however, that in circumstances where the Loan Settlement
Amount is greater than the value of the Underlying Pamodzi Gold Shares,
Thistle's entitlement to such repayment will be limited to the value of (or
proceeds of) the Underlying Pamodzi Gold Shares. Thistle is entitled, as the
holder of a "B" ordinary share of Clidet, to a distribution of 80% of the
amount by which the value (or proceeds) of the Underlying Pamodzi Gold Shares
exceeds the Loan Settlement Amount.
    As security for the performance by Thistle of its, and certain of its
subsidiaries', obligations under the SSCA, including in respect of the
warranties provided by it, Thistle has entered into a cession agreement dated
October 29, 2007 under which it has ceded and assigned to Pamodzi, by way of a
security cession, all of Thistle's rights and interests under the Loan and
Subscription Agreement. Similarly, as security for the performance by Clidet
of its obligations under the Loan and Subscription Agreement and the other
transaction agreements (as applicable), Clidet has entered into a pledge
agreement dated October 29, 2007 under which it has ceded and pledged to
Thistle, by way of a security pledge, all of its rights, title and interest in
and to the Underlying Pamodzi Gold Shares.

    Forward Looking Information: This press release may contain or refer to
forward-looking information based on current expectations. Forward-looking
statements are subject to significant risks and uncertainties, and other
factors that could cause actual results to differ materially from expected
results. These forward-looking statements are made as of the date hereof and
the Company assumes no responsibility to update or revise them to reflect new
events or circumstances.




For further information:

For further information: Anton Kakavelakis, Chief Financial Officer, +
27 57 391 9026 or email to info@disselgroup.com; Gerry Beaney or Troy
MacDonald, Grant Thornton Corporate Finance at +44 (0) 207 383 5100

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THISTLE MINING INC.

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