Thistle Announces Amendment to Transaction with CGA Mining Limited Regarding Thistle's Masbate Gold Project

    TORONTO, March 13 /CNW/ - Thistle Mining Inc ("Thistle") (AIM:TMG)
announced today that it has agreed with CGA Mining Limited (formerly Central
Asia Gold Limited) ("CGA") (ASX: CGX and TSX:CGA) to amend the terms of the
agreement dated January 31, 2007 (the "Original SPA") pursuant to which CGA,
through a wholly-owned subsidiary of CGA (the "Purchaser"), agreed to purchase
100% of the shares of Philippine Gold Ltd, a wholly-owned subsidiary of
Thistle, and Thistle's other interests in the Masbate gold project (the
"Transaction") subject to the terms and conditions set out in the Original
    Pursuant to the Original SPA, the consideration payable by the Purchaser
is, in aggregate, US$51 million (the "Purchase Consideration") of which
US$21 million is payable in ordinary shares of CGA (the "CGA Shares"). The
issue price of the CGA Shares was to be based on the lesser of A$0.65 per
share and the volume weighted average price at which the CGA Shares were
traded on the Australian Stock Exchange (the "ASX") in the 10 consecutive
trading days ("10 Day VWAP") immediately prior to the completion date of the
Transaction ("Completion Date"). As a result of the recent market volatility,
Thistle and CGA have agreed to amend the Original SPA to provide that the
issue price of the CGA Shares will be fixed at A$0.65 per CGA Share (the
"Revised Formula"), which could be higher or lower than the market price of
the CGA Shares on the ASX at the Completion Date. It is expected that all
other terms and conditions of the Original SPA, including the Purchase
Consideration, will remain unchanged. As at the close of business in Australia
on March 12, 2007, the 10 Day VWAP for the CGA Shares was A$0.6237 which,
under the formula contained in the Original SPA, would have resulted in
Thistle receiving 42,973,878 CGA Shares worth US $21.00 million (based on a
conversion rate for the A$ to the United States dollar of US$0.7835) if the
Completion Date were March 13, 2007. Under the Revised Formula, Thistle would
have received 41,235,089 CGA Shares worth US $20.15 million.
    A meeting of Thistle's shareholders to consider the Transaction is
scheduled for March 16, 2007 (the "Meeting"). Thistle shareholders will be
asked to approve the Original SPA, as amended, which approval will be
conditional upon the 10 Day VWAP of the CGA Shares being not less than A$0.60
per share in the 10 consecutive trading days immediately prior to the
completion date of the Transaction. The Board of Directors of Thistle
continues to recommend that Thistle shareholders vote in favour of the
Transaction. In the event that the VWAP falls below A$0.60 per share the Board
of Directors will review the Company's position and will consider whether or
not it is in the best interests of the Company to proceed with the transaction
in accordance with any approval granted by Thistle shareholders at the Meeting
and all rules and regulations applicable to the Company.
    A notice of the Meeting and a circular containing additional details with
respect to the Transaction were mailed to Thistle shareholders in mid-February
(the "Meeting Materials"). The Meeting Materials noted the proxy cut-off time
for voting at the Meeting as 48 hours prior to the Meeting; however, as a
result of the foregoing amendment to the Original SPA, Thistle has agreed to
extend the cut-off time to 9:00 a.m. (Toronto time) on March 16, 2007, the day
of the Meeting. Thistle shareholders are reminded that, if they have already
submitted a proxy and wish to change the instructions provided therein, a new
proxy can be submitted to CIBC Mellon Trust Company ("CIBC Mellon") in
accordance with the instructions provided in the form of proxy. Blank proxies
are available on Thistle's SEDAR filing page at If submitting a
revised proxy, Thistle shareholders should ensure that they clearly write
their name as it appears on Thistle's registered list of shareholders on the
form of proxy. If Thistle shareholders have already submitted a proxy and do
not wish to change the instructions provided therein, no further action is
required. Thistle shareholders are also reminded that proxies can be submitted
by fax to Thistle's transfer agent, CIBC Mellon, at fax 416-368-2502.
    A meeting of the shareholders of CGA to consider the Transaction is
scheduled for March 16, 2007 in Australia. Assuming the shareholders of each
of CGA and Thistle approve the Transaction and all other conditions to the
completion are satisfied or waived, Thistle expects that the Transaction will
be completed by March 30, 2007.

    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
Thistle assumes no responsibility to update or revise them to reflect new
events or circumstances.

For further information:

For further information: Andy Graetz, Chief Financial Officer at + 27 82
929 5562 or email to; or Gerry Beaney, Grant Thornton
Corporate Finance at +44 (0) 207 383 5100

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