Posting of Circular and Notice of General Meeting

Weatherly International Plc ("Weatherly" or the "Company")

Signed Agreement for Proposed Disposal of Namibia Custom Smelters

Posting of Circular

and

Notice of General Meeting

HIGHLIGHTS

·; Legally binding sale and purchase agreement entered into for the sale of Namibia Custom Smelters and associated property and assets conditional inter alia upon shareholder approval.

·; Aggregate consideration of approximately US$31.7 million in addition to the assumption of external debt and certain trade creditor and other obligations.

·; Following the disposal Weatherly will be debt free and will have cash resources of approximately US$11 million (approximately 1.6p per Ordinary Share) with further cash receipts of approximately US$2 million (approximately 0.3p per Ordinary Share) expected from agreed sales of non-core assets.

·; Dundee Shares are to be distributed to shareholders by the declaration of two dividends in specie with an aggregate value of approximately 0.8p per Ordinary Share.

·; Company to focus on the reopening of the Matchless and Otjihase mines and the development of the Tschudi open pit project.

On 14 January 2010, the Company announced that it had entered into a conditional, legally binding heads of terms for the sale of the smelter business operated by its wholly owned subsidiary, Namibia Custom Smelters (Pty) Limited ('Namibia Customer Smelters') to Dundee Precious Metals Inc ('Dundee').

The Company is pleased to announce that it has now entered into a sale and purchase agreement (the 'Sale and Purchase Agreement') with Dundee confirming the sale of Namibia Custom Smelters together with the transfer of certain associated assets (the 'Disposal').

The proposed Disposal constitutes a "disposal resulting in a fundamental change of business" under Rule 15 of the AIM Rules for Companies and, accordingly, completion of the Disposal is conditional, inter alia, on approval by shareholders at a General Meeting of the Company.

In addition, the Company is seeking shareholder approval, subject to confirmation by the High Court of Justice in England and Wales ('Court') to complete a reduction of capital process to create sufficient distributable reserves to distribute Dundee common shares ('Dundee Shares') received as consideration for the Disposal to shareholders.

Notice of a General Meeting, to be held at 11.00 a.m. on 11 March 2010 is contained in a circular which has today been sent to shareholders of the Company (the 'Circular'). An electronic copy of the Circular will shortly be available on the Company's website at www.weatherlyplc.com.

CONSIDERATION AND USE OF PROCEEDS

The consideration for the Disposal consists of:

In acquiring Namibia Custom Smelters, Dundee will acquire non-intra group debt and accrued interest of approximately US$11.8 million in addition to any amounts drawn down under the working capital facility of up to US$4 million provided to Namibia Custom Smelters by Dundee (currently US$2 million). Dundee will also acquire the trade creditors and other external obligations of Namibia Custom Smelters of approximately US$18.4 million (unaudited) as at 31 December 2009, mainly related to tolling contract reconciliations.

Immediately upon completion of the Disposal, US$5 million of the cash consideration and 2,678,571 Dundee Shares will be delivered to the holders of the Company's convertible loan notes to redeem those loan notes in full together with accrued interest. The loan notes have a face value of US$12 million and accrued interest stands at approximately US$2.2 million as at 31 January 2010.

As described below, the balance of the share based consideration of 1,767,849 Dundee Shares will be placed in escrow to be released and distributed by Weatherly to its shareholders.

Disposal proceeds will be partly applied to repay the fully drawn down corporate interim working capital facility of US$2 million provided to the Company by Dundee.

The Company intends to apply the balance of the cash component of the Disposal consideration to the development of its mining assets.

FUTURE STRATEGY

Following completion of the Disposal, Weatherly will have cash resources of approximately US$11 million with further cash receipts of approximately US$2 million expected from agreed noncore real estate and equipment sales in Namibia.

The Company has taken steps over the past 18 months to reduce its corporate overheads and even with renewed activity following the completion of the Disposal, this expenditure will be kept to a minimum.

Weatherly has significant copper mining assets in Namibia and its immediate strategy will be to reactivate mining at the Otjihase and Matchless mines followed by the development of an open pit at Tschudi, near the northern town of Tsumeb.

DISTRIBUTION OF DUNDEE SHARES TO SHAREHOLDERS

Subject to a court approved reduction of capital process (as set out below), the Company intends to distribute the 1,767,849 Dundee Shares held by it following the redemption of its convertible loan notes to shareholders in two tranches by way of the declaration of two dividends in specie.

An initial distribution of 883,924 Dundee Shares (the 'Initial Distribution') is to be made on 20 September 2010. Based on the Company's current issued share capital of 445,893,427 Ordinary Shares, the Company intends to pay a dividend of approximately 0.002 Dundee Shares per Ordinary Share on the relevant date, to Shareholders appearing on the register as at the record date ('Qualifying Shareholders'). Based on the closing mid market price of Dundee Shares on the TSX as at 23 February 2010, being the last practicable date prior to this announcement, the value of the Initial Distribution is approximately 0.4p per Ordinary Share.

A second distribution of the remaining 883,925 Dundee Shares (the 'Second Distribution') is to be made on 21 March 2011 following completion of the Disposal. Based on the Company's current issued share capital of 445,893,427 Ordinary Shares, the Company intends to pay a dividend of approximately 0.002 Dundee Shares per Ordinary Share on the relevant date to Qualifying Shareholders. Based on the closing mid market price of Dundee Shares on the TSX as at 23 February 2010, being the last practicable date prior to this announcement, the value of the Second Distribution is approximately 0.4p per Ordinary Share.

For Qualifying Shareholders holding less than 50,000 Ordinary Shares as at the record date and for any Qualifying Shareholders who have registered addresses in the United States of America or Canada (except for Dundee), the Company intends to pay two cash dividends of an equivalent value (net of expenses) to the Initial Distribution and Second Distribution as an alternative to the issue of Dundee Shares. Such dividends will be paid at the same time as the Initial Distribution and Second Distribution.

CAPITAL REDUCTION

The Company currently has negative distributable reserves, and is therefore prohibited from making distributions to Shareholders, including the payment of dividends. In order to facilitate any future payments of dividends, including the distribution of the Dundee Shares by way of an in specie distribution, it is therefore proposed that the Company create distributable reserves by means of a court approved capital reduction (the 'Capital Reduction').

Following the implementation of the Capital Reduction, there will be no change in the number of Ordinary Shares in issue.

The Capital Reduction itself will not involve any distribution or repayment of capital or share premium by the Company and will not reduce the underlying net assets of the Company. Its principal effect will be to create distributable reserves to facilitate the in specie distribution of the Dundee Shares and any future return of value to Shareholders.

The Capital Reduction requires the approval of Shareholders and the subsequent confirmation of the Court.

IRREVOCABLE UNDERTAKINGS

As set out in the Company's announcement of 14 January 2010, Dundee has received irrevocable undertakings from each of the directors of the Company in their capacity as shareholders and certain other shareholders in respect of 195,297,246 Ordinary Shares representing in aggregate approximately 43.8 per cent. of the Company's issued share capital to vote in favour of the Disposal.

In addition, Dundee is currently interested in 40,468,000 Ordinary Shares, representing approximately 9.1 per cent. of the Company's issued share capital. Accordingly, Dundee is either interested in or has received irrevocable undertakings in respect of 235,765,246 Ordinary Shares representing, in aggregate, approximately 52.9 per cent. of the Company's issued share capital.

RECOMMENDATION

The Directors are unanimously in favour of the Proposals, which they consider are in the best interests of Shareholders. Accordingly, the Directors unanimously recommend Shareholders to vote in favour of the resolutions to be proposed at the General Meeting, as they have irrevocably undertaken to do in respect of their own beneficial shareholdings which amount in aggregate to 47,362,800 Ordinary Shares, representing approximately 10.6 per cent. of the Company's issued share capital.

NOTICE OF RESULTS

The Company intends to announce its interim results for the six months ended 31 December 2009 on 11 March 2010.

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

References in this document to time are to UK time. Please note that all dates after 31 March 2010 are estimates and dependent upon the Court timetable.

For further information, please contact:

Rod Webster, Chief Executive Officer Weatherly International Plc

+44 (0) 20 7917 2989

Richard Greenfield, Ambrian Partners Limited

+44 (0) 20 7634 4710

This announcement should be read in conjunction with the further details of the Disposal and the Sale and Purchase Agreement as set out in the Circular. Defined terms used in this announcement shall have the same meaning as defined in the Circular.

NOTES TO EDITORS

About Weatherly International Plc

Weatherly's principal assets are its two operating subsidiaries in Namibia, Namibia Custom Smelters and Weatherly Mining Namibia, which hold the Group's copper mining and processing assets.

The Tsumeb Smelter operated by Namibia Custom Smelters is one of only five commercial scale smelters operating in Africa. Since the completion of the acquisition of Ongopolo Mining and Processing Limited by Weatherly in July 2006, the Tsumeb Smelter has been successfully transformed into a custom smelting facility to treat third party concentrates which treatment attracts premium processing charges. Concentrates are primarily supplied to the smelter under two long term supply arrangements with Dundee and Louis Dreyfus. The recent expansion of the smelter has been principally funded by loans from Dundee and Louis Dreyfus.

Following the closure of its mining operations in late 2008 as a result of significant falls in the copper price, Weatherly Mining Namibia is currently working to recommence mining activities at the Otjihase and Matchless underground mines based on a lower cost operating strategy and to develop an open pit operation at Tschudi.

About Dundee Precious Metals Inc

Dundee is a Canadian-based, international mining company engaged in the acquisition, exploration, development and mining of precious metal properties. Its common shares and share purchase warrants are traded on the TSX under the symbols DPM; DPM.WT and DPM.WT.A. Dundee's business objectives are to identify, acquire, finance, develop and operate low-cost, long-life mining properties.

Dundee's operating interests include its 100% ownership of Chelopech Mining EAD ("Chelopech"), a gold, copper, silver concentrates producer and owner of the Chelopech mine located in Bulgaria; and a 95% interest in Vatrin Investment Limited ("Vatrin"), a private entity which holds 100% of Deno Gold Mining Company CJSC ("Deno Gold"), its principal asset being the Kapan mine, a gold, copper, zinc, silver concentrates producer located in Southern Armenia. Dundee's interests also include a 100% interest in the Krumovgrad development stage gold property located in Bulgaria and numerous exploration properties in one of the larger gold-copper-silver mining regions in Serbia.