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News Releases

Northcliff Announces: Sisson Project Engineering Contract Awarded to Jacobs



June 4, 2014 Fredericton, New Brunswick - Northcliff Resources Ltd. ("Northcliff" or the "Company") (TSX: NCF) is pleased to announce that Sisson Mines Ltd., as general partner of the Sisson Project Limited Partnership (the "Limited Partnership") has awarded Jacobs Minerals Canada Inc. ("Jacobs") the Value and Basic Engineering contract for the Sisson Tungsten-Molybdenum Project located in central New Brunswick, Canada. Under the terms of the contract, Jacobs will further define the engineering plans for the Sisson Project plant site and associated infrastructure in order to refine capital expenditure and operating costs of the proposed mine.

Christopher Zahovskis, Director of Sisson Mines said, "Jacobs is one of the world's largest and most diverse full service engineering companies. They have significant experience transitioning mining projects from feasibility phase through to construction. In addition, they have a large presence in New Brunswick with more than 600 employees engaged in a number of contracts. This award of the Value and Basic Engineering contract marks an important milestone and moves the Sisson Project closer to a final construction decision."

The Value and Basic Engineering contract with Jacobs includes requesting bids for long lead time mineral processing equipment. In addition, Jacobs will solicit indicative pricing from New Brunswick vendors, suppliers and contractors for certain services and equipment that are locally available. To support this work, Jacobs and Northcliff expect to hold a Contractor Information Session in Fredericton before the end of 2014.

Sisson Mines Ltd. expects to move from value and basic engineering into detailed engineering toward the end of the year. In the meantime, the provincial and federal Environmental Impact Assessment review process continues and the Company is simultaneously progressing with offtake and project finance discussions.

About Northcliff

Northcliff, associated with Hunter Dickinson Inc. (HDI), is a mineral resource company focused on advancing the Sisson Tungsten-Molybdenum Project located in New Brunswick, Canada, to production. The results of the Feasibility Study, completed in January 2013, confirm that the Sisson Project is technically and economically feasible and can now move on to the next stage of development. The Sisson Project is being advanced through a Limited Partnership between Northcliff and Todd Minerals Ltd. For further details on Northcliff and the Sisson Tungsten-Molybdenum Project please visit Northcliff's website: www.northcliffresources.com.

Christopher Zahovskis
President & CEO

For more information:

Greg Davidson, Community Relations Manager
506-455-0530 |

Dan Gibbons, Investor Relations
778-373-6908

This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address permitting, exploration drilling, exploitation activities and events or developments that the Northcliff expects, are forward-looking statements. Although Northcliff believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Assumptions used by Northcliff to develop forward-looking statements include the following: the Sisson Project will obtain all required environmental and other permits for construction of the mine, the Sisson Project will achieve targeted production levels; study and development of the Sisson Project will continue to be positive; contracted parties provide goods and/or services on the agreed timeframes; equipment necessary for construction and development is available and does not incur unforeseen breakdowns; no material labour slowdowns or strikes are incurred; plant and equipment functions as specified; geological or financial parameters do not necessitate future mine plan changes; and no geological or technical problems occur. Factors that could cause actual results to differ materially from those in forward-looking statements include uncertainty of shareholder support, the need for judicial and regulatory approvals, fluctuations in market prices, exploitation and exploration successes, continuity of mineralization, potential environmental issues and liabilities associated with exploration, development and mining activities, uncertainties related to the ability to obtain necessary environmental, land use and other permits, approvals, licenses and title on a timely basis and delays due to third party opposition, changes in government policies regarding mining and natural resource exploration and exploitation, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. For more information on Northcliff, investors should review the Northcliff's continuous disclosure filings that are available at www.sedar.com.
 
 

News Releases

Northcliff Resources achieves First Milestone for additional Funding from Todd



April 15, 2014 Fredericton, New Brunswick - Northcliff Resources Ltd. ("Northcliff") (TSX: NCF) is pleased to announce that Todd Minerals Ltd. ("Todd") has advanced the second tranche of $5 million in funding as part of the consideration for its initial 11.5% project interest.

Todd and Northcliff entered into a limited partnership agreement on October 16, 2013 under the name of the Sisson Project Limited Partnership (the "Limited Partnership") to advance and operate the Sisson Project. Todd acquired the right to an initial 11.5% interest in the Limited Partnership by investing $14 million on a staged basis. The initial investment by Todd into the project was agreed to be made in three tranches with the first tranche of $5 million paid on the execution date. This second tranche of $5 million in funding has been paid on achievement of agreed project milestones, including the formal solicitation of tungsten and molybdenum offtake interest in Sisson's product from potential offtake groups and the appointment of Societe Generale as the Project's financial advisor. The final tranche of $4 million will be made by Todd upon completion of additional agreed project milestones, which is targeted to occur later this year.

Northcliff President & CEO Chris Zahovskis said, "Todd is a strategic partner in the Sisson Project and an important investor into New Brunswick's mining potential. With Todd's financial support, we have been able to further advance the Sisson Project on the Environmental Impact Assessment process, initiate key permit applications and begin basic engineering in critical project areas. Most notably, this has included hiring key executives to our team as well as engaging third party consultants during the last 6 months. We are currently preparing to hire an engineering firm to undertake the overall basic engineering of the Project while we work to secure offtake interest in Sisson's products and arrange the remaining financing for development."

Todd Group CEO, Jon Young said, "Todd, through its partnership with Northcliff, is pleased with the progress Northcliff management has made to date on Sisson. Todd is very committed to safety, sustainability and developing resource projects responsibly. Last month, the Todd Board had an orientation at the project site, coupled with a visit to Fredericton, which included introductions to various stakeholder groups and government representatives. We are looking forward to further supporting the Sisson project and making continued investment into the Province of New Brunswick in a mining project that can have lasting benefits for decades to come."

In addition to its interest in the Limited Partnership, Todd also completed a $5 million private placement on October 16, 2013 for 15% of Northcliff common shares. Todd retains the right to participate pro rata in any future common share offering of Northcliff. Todd has agreed that it will not, subject to certain exceptions, sell its shares in Northcliff for a 24-month period. Todd also holds an option to acquire an additional 10% interest in the Limited Partnership (for a total potential interest of 21.5% in the Limited Partnership) by investing $20 million in the Limited Partnership upon a final investment decision to commence construction.

About Northcliff

Northcliff, associated with Hunter Dickinson Inc. (HDI), is a mineral resource company focused on advancing the Sisson Tungsten-Molybdenum Project located in New Brunswick, Canada, to production. The results of the Feasibility Study, completed in January 2013, confirm that the Sisson Project is technically and economically feasible and can now move on to the next stage of development. For further details on Northcliff and the Sisson Tungsten-Molybdenum Project please visit Northcliff's website: www.northcliffresources.com.

About Todd Minerals Ltd. and Todd Corporation

Todd is the subsidiary of Todd Corporation charged with the development of Todd Corporation's mineral and coal investments. Todd Corporation is family owned and is one of New Zealand's largest and most successful companies. The company has interests in oil and gas exploration and production, electricity generation, energy retailing, property development, healthcare, telecommunications and wine. Todd Minerals Ltd. is headquartered at The Todd Building, 95 Customhouse Quay, PO Box 3141, Wellington, New Zealand. Todd has agreed to purchase the Northcliff common shares for investment purposes and may or may not purchase or sell Northcliff securities in the future on the open market or in private transactions, depending on market conditions and other factors. The Northcliff securities were acquired pursuant to the minimum amount investment exemption under applicable securities laws.

Chris Zahovskis, President & CEO
Northcliff Resources Ltd.

Jon Young, Group Chief Executive Officer
The Todd Corporation

For more information:
Dan Gibbons, Investor Relations
Northcliff Resources Ltd.
778-373-6908
Mike Munro, Group Manager Corporate Affairs
The Todd Corporation Limited
+64 4 917 8852

This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address permitting, exploration drilling, exploitation activities and events or developments that the Northcliff expects, are forward-looking statements. Although Northcliff believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Assumptions used by Northcliff to develop forward-looking statements include the following: the Sisson Project will obtain all required environmental and other permits for construction of the mine, the Sisson Project will achieve targeted production levels; study and development of the Sisson Project will continue to be positive; contracted parties provide goods and/or services on the agreed timeframes; equipment necessary for construction and development is available and does not incur unforeseen breakdowns; no material labour slowdowns or strikes are incurred; plant and equipment functions as specified; geological or financial parameters do not necessitate future mine plan changes; and no geological or technical problems occur. Factors that could cause actual results to differ materially from those in forward-looking statements include uncertainty of shareholder support, the need for judicial and regulatory approvals, fluctuations in market prices, exploitation and exploration successes, continuity of mineralization, potential environmental issues and liabilities associated with exploration, development and mining activities, uncertainties related to the ability to obtain necessary environmental, land use and other permits, approvals, licenses and title on a timely basis and delays due to third party opposition, changes in government policies regarding mining and natural resource exploration and exploitation, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. For more information on Northcliff, investors should review the Northcliff's continuous disclosure filings that are available at www.sedar.com.
 
 

News Releases

Todd Minerals Nominates New Director to Northcliff Board



March 28, 2014 Fredericton, New Brunswick - Northcliff Resources Ltd. ("Northcliff" or the "Company") (TSX: NCF) is pleased to announce that Mr. Jacob Roorda, P.Eng, MBA has been nominated by Todd Minerals Limited ("Todd") as its representative on Northcliff's board of directors, replacing Mr. Michael Wolley, Todd's previous board representative. Mr. Michael Wolley will continue to serve as Todd's board representative for Sisson Mines Ltd., the general partner of the Sisson Project Limited Partnership.

Mr. Roorda has over 30 years of experience in the oil and gas industry and is currently a Director for Petroshale Inc. and the Managing Director of Windward Capital Ltd., a private consulting practice focused on providing advisory services on oil and natural gas merger and acquisition, operations strategy and financial services. He was the former Vice Chairman for Canoe Financial Corp., the President and VP Corporate for Harvest Energy Trust, VP Corporate and Director for PrimeWest Energy, Inc., and a Managing Director of Research Capital Corporation.

About Northcliff

Northcliff, associated with Hunter Dickinson Inc. (HDI), is a mineral resource company focused on advancing the Sisson Tungsten-Molybdenum Project, located in New Brunswick, Canada, to production. The results of the Feasibility Study, completed in January 2013, confirm that the Sisson Project is technically and economically feasible and can now move on to the next stage of development. For further details on Northcliff and the Sisson Tungsten-Molybdenum Project please visit Northcliff's website: www.northcliffresources.com.

Chris Zahovskis
President & CEO

For more information:

Dan Gibbons, Investor Relations
Northcliff Resources Ltd.
778-373-6908

This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address permitting, exploration drilling, exploitation activities and events or developments that the Company expects, are forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Assumptions used by the Company to develop forward-looking statements include the following: the Sisson Project will obtain all required environmental and other permits for construction of the mine, the Sisson Project will achieve targeted production levels; the Company's study and development of the Sisson Project will continue to be positive; contracted parties provide goods and/or services on the agreed timeframes; equipment necessary for construction and development is available and does not incur unforeseen breakdowns; no material labour slowdowns or strikes are incurred; plant and equipment functions as specified; geological or financial parameters do not necessitate future mine plan changes; and no geological or technical problems occur. Factors that could cause actual results to differ materially from those in forward-looking statements include uncertainty of shareholder support, the need for judicial and regulatory approvals, fluctuations in market prices, exploitation and exploration successes, continuity of mineralization, potential environmental issues and liabilities associated with exploration, development and mining activities, uncertainties related to the ability to obtain necessary environmental, land use and other permits, approvals, licenses and title on a timely basis and delays due to third party opposition, changes in government policies regarding mining and natural resource exploration and exploitation, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. For more information on the Company, investors should review the Company's continuous disclosure filings that are available at www.sedar.com.
 
 

News Releases

Societe Generale appointed as Financial Advisor for the Sisson Project



March 18, 2014 Fredericton, New Brunswick - Northcliff Resources Ltd. ("Northcliff" or the "Company") (TSX: NCF) is pleased to announce that Sisson Mines Ltd., as general partner of the Sisson Project Limited Partnership (the "Limited Partnership"), has appointed Societe Generale Corporate & Investment Banking ("Societe Generale") as its financial advisor to assist with the development and execution of the overall financing structure of the Sisson Tungsten-Molybdenum Project (the "Sisson Project") located in central New Brunswick, Canada.

Mr. Bryce Hamming, Director of Sisson Mines, states "We are pleased to be appointing Societe Generale, a leading international investment bank with highly regarded expertise in the mining sector, to assist the Limited Partnership in its financing of the Sisson Project."

About Northcliff

Northcliff, associated with Hunter Dickinson Inc. (HDI), is a mineral resource company focused on advancing the Sisson Tungsten-Molybdenum Project located in New Brunswick, Canada, to production. The results of the Feasibility Study, completed in January 2013, confirm that the Sisson Project is technically and economically feasible and can now move on to the next stage of development. For further details on Northcliff and the Sisson Tungsten-Molybdenum Project please visit Northcliff's website: www.northcliffresources.com.

About Societe Generale

Societe Generale is a leading financial services provider with global reach in the mining sector, providing financing, risk management and advisory services within its natural resources and energy financing group.

Chris Zahovskis, President & CEO
Northcliff Resources Ltd.

For more information:
Dan Gibbons, Investor Relations
Northcliff Resources Ltd.
778-373-6908

This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address permitting, exploration drilling, exploitation activities and events or developments that the Company expects, are forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Assumptions used by the Company to develop forward-looking statements include the following: the Sisson Project will obtain all required environmental and other permits for construction of the mine, the Sisson Project will achieve targeted production levels; the Company's study and development of the Sisson Project will continue to be positive; contracted parties provide goods and/or services on the agreed timeframes; equipment necessary for construction and development is available and does not incur unforeseen breakdowns; no material labour slowdowns or strikes are incurred; plant and equipment functions as specified; geological or financial parameters do not necessitate future mine plan changes; and no geological or technical problems occur. Factors that could cause actual results to differ materially from those in forward-looking statements include uncertainty of shareholder support, the need for judicial and regulatory approvals, fluctuations in market prices, exploitation and exploration successes, continuity of mineralization, potential environmental issues and liabilities associated with exploration, development and mining activities, uncertainties related to the ability to obtain necessary environmental, land use and other permits, approvals, licenses and title on a timely basis and delays due to third party opposition, changes in government policies regarding mining and natural resource exploration and exploitation, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. For more information on the Company, investors should review the Company's continuous disclosure filings that are available at www.sedar.com.

 
 

News Releases

Northcliff Strengthens Sisson Project Team with Key New Brunswick Addition



March 4, 2014 Fredericton, New Brunswick - Northcliff Resources Ltd. ("Northcliff" or the "Company")(TSX: NCF), on behalf of the Sisson Partnership, is pleased to announce that Louise Steward has joined the Company as Vice President, Regulatory & Government Affairs.

Northcliff President & CEO Chris Zahovskis said, "We are extremely pleased to welcome Louise to the Sisson Project team. Louise has experience permitting large projects in New Brunswick and she will oversee all matters dealing with regulatory affairs, stakeholder and First Nations engagement for the Sisson Project. The addition of Louise to the project team represents another key step in the development of this project as we move through permitting towards construction."

Louise will oversee all matters dealing with regulatory affairs and guide the development of the Sisson Project through permitting. Louise brings 25 years of experience in New Brunswick working in regulatory affairs, environmental impact assessment and public and aboriginal consultation. In her role as a Project Manager with the provincial government, Louise's responsibilities and achievements included the review of various capital projects. In the private sector, she has provided project management, developed work plans and environmental permitting strategies for major projects pursuant to the federal and provincial environmental impact assessment legislation. In her roles, she has also been responsible for public and aboriginal consultation, which required building positive and respectful relationships with community leaders, ENGOs and Aboriginal communities as well as various government agencies at the federal, provincial and municipal levels.

Louise has a degree in engineering from the University of New Brunswick. She will work out of our Fredericton office.

About Northcliff Resources Ltd.

Northcliff, associated with Hunter Dickinson Inc. (HDI), is a mineral resource company focused on advancing the Sisson Tungsten-Molybdenum Project located in New Brunswick, Canada, to production. The results of the Feasibility Study, completed in January 2013, confirm that the Sisson Project is technically and economically feasible. The Sisson Project is now in Environmental Impact Assessment review process.

For further details on Northcliff and the Sisson Tungsten-Molybdenum Project please visit Northcliff's website: www.northcliffresources.com.

Chris Zahovskis, President & CEO
Northcliff Resources Ltd.

For more information:

Greg Davidson
Community Relations Manager
506-455-0530

Dan Gibbons
Investor Relations
778-373-6908
 
 

News Releases

Northcliff Strengthens Sisson Project Team: Adds Vice President, Engineering



November 14, 2013 - Vancouver, British Columbia - Northcliff Resources Ltd. ("Northcliff" or the "Company") is pleased to announce that Kelly Boychuk, P.Eng., MBA, has joined the Company as Vice President of Engineering. As part of the Northcliff management team and reporting to the CEO, Mr. Boychuk will focus on the integration of project engineering into the environmental assessment process and development of the engineering strategy for the Sisson Project.

Kelly Boychuk is a Qualified Professional Engineer (geotechnical) and MBA (finance specialization) with over 20 years of experience in mining and hydroelectric projects in North and South America. His experience spans exploration, development, permitting, engineering, construction and operation phases of precious and base metal projects. With experience in Mexico, Chile, Argentina, Bolivia, Guyana, USA (Nevada) and Canada, he has a diverse knowledge base as an engineer, contractor and project developer. He spent a decade as a design and field engineer with Knight Piésold on multiple mining construction projects throughout the Americas, and another decade as a contractor with Ledcor Mining & Power divisions providing project development expertise, construction estimate management and field supervision for both mining and hydroelectric projects in British Columbia. Recently, with Silver Standard Resources, he was involved with both project development of a greenfield mine in Mexico and on-going operations for an expanded tailings storage facility in Argentina. In project development, Mr. Boychuk has been a key part of project teams that have successfully completed the federal Canadian Environmental Assessment (CEA) process and First Nations impact-benefits agreements.

Northcliff President & CEO Chris Zahovskis said, "We are extremely pleased to have Kelly on the team. He has the experience and expertise to lead the Sisson Project engineering as Northcliff moves through permitting, construction and into operation."

About Northcliff Resources Ltd.

Northcliff, associated with Hunter Dickinson Inc. (HDI), is a mineral resource company focused on advancing the Sisson Tungsten-Molybdenum Project located in New Brunswick, Canada, to production. The results of the Feasibility Study, completed in January 2013, confirm that the Sisson Project is technically and economically feasible and can now move on to the next stage of development.

For further details on Northcliff and the Sisson Tungsten-Molybdenum Project please visit the Company's website: www.northcliffresources.com.

Chris Zahovskis
President & CEO

For more information:
Dan Gibbons, Investor Relations
778-373-6908

This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address permitting, exploration drilling, exploitation activities and events or developments that the company expects, are forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include uncertainty of shareholder support, the need for judicial and regulatory approvals, market prices, potential environmental issues or liabilities associated with exploration, development and mining activities, exploitation and exploration successes, continuity of mineralization, potential environmental issues and liabilities associated with exploration, development and mining activities, uncertainties related to the ability to obtain necessary permits, licenses and title and delays due to third party opposition, changes in government policies regarding mining and natural resource exploration and exploitation, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. For more information on the Company, investors should review the Company's continuous disclosure filings that are available at www.sedar.com.
 
 

News Releases

Northcliff Closes Todd Corporation Financing for Sisson Tungsten-Molybdenum Project and Appoints new Director to the Board



October 16, 2013 Fredericton, New Brunswick - Northcliff Resources Ltd. ("Northcliff" or the "Company") (TSX: NCF) is pleased to announce it has closed its financing with Todd Minerals Ltd. ("Todd") for the Sisson Tungsten-Molybdenum Project (the "Sisson Project") located in central New Brunswick, Canada. Todd is a subsidiary of the family owned Todd Corporation, one of New Zealand's most successful companies and which has a growing portfolio of mineral investments.

As previously announced (see Northcliff news release dated October 3, 2013), Todd completed a private placement of $5 million and acquired ownership and control of 13,888,889 common shares of Northcliff, becoming the largest shareholder of the Company with an approximate 15% interest in Northcliff. In addition, Todd and Northcliff entered into a limited partnership agreement under the name of the Sisson Project Limited Partnership (the "Limited Partnership") in which Todd acquired an initial 11.5% interest for an initial contribution of $14 million in the Sisson Project on a staged basis, with an initial payment of $5 million made on the closing date. In addition, Todd has the option to acquire an additional 10% interest in the Limited Partnership by investing $20 million in the Limited Partnership upon a final investment decision to commence construction.

As part of its investment, Todd was entitled to nominate a director to the board of Northcliff and Mr. Michael Wolley, Vice President Minerals and Coal for the Todd Corporation was nominated and approved on closing.

Mr. Wolley holds a first class honors degree in Chemical and Materials Engineering (University of Auckland) and a Masters of Management (Macquarie Graduate School of Management). Mr. Wolley had a 15 year career with Mobil Oil Australia in a range of roles including engineering, operations, strategic planning and business development in Australia and New Zealand. In 1995, he left Mobil to pursue opportunities in Asia Pacific and worked in a number of senior executive roles in the manufacturing and industrial sectors including a period as President BlueScope Steel China. In 2007, Mr. Wolley returned to the resources sector as Chief Operating Officer for Lynas Corporation, and subsequently into the gold sector where he is a Director of Red Mountain Mining, an ASX-listed gold development business.

Mr. Wolley is a director of Wolf Minerals Ltd, an ASX-listed company, advancing the Hemerdon tungsten-tin project in the United Kingdom. He is also a director of Montero Mining, a TSX-listed resources business, Rutila Resources, an ASX-listed resources business and also sits on the Board of Strattera, the New Zealand minerals industry body, and is a member of the AICD and the NZICD1.

About Northcliff Resources Ltd.

Northcliff, associated with Hunter Dickinson Inc. (HDI), is a mineral resource company focused on advancing the Sisson Tungsten-Molybdenum Project located in New Brunswick, Canada, to production. The results of the Feasibility Study, completed in January 2013, confirm that the Sisson Project is technically and economically feasible and can now move on to the next stage of development.

For further details on Northcliff and the Sisson Tungsten-Molybdenum Project please visit Northcliff's website: www.northcliffresources.com.

Chris Zahovskis, President & CEO
Northcliff Resources Ltd.
For more information:

Dan Gibbons, Investor Relations
Northcliff Resources Ltd.
778-373-6908

1 Australian Institute of Company Directors and the New Zealand Institute of Company Directors

This release includes certain statements that may be deemed "forward-looking statements".

All statements in this release, other than statements of historical facts, that address permitting, exploration drilling, exploitation activities and events or developments that the Company expects, are forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Assumptions used by the Company to develop forward-looking statements include the following: the transaction with Todd will close on a timely basis, the Sisson Project will achieve targeted production levels; the Company's study and development of the Sisson Project will continue to be positive; contracted parties provide goods and/or services on the agreed timeframes; equipment necessary for construction and development is available and does not incur unforeseen breakdowns; no material labour slowdowns or strikes are incurred; plant and equipment functions as specified; geological or financial parameters do not necessitate future mine plan changes; and no geological or technical problems occur. Factors that could cause actual results to differ materially from those in forward-looking statements include uncertainty of shareholder support, the need for judicial and regulatory approvals, fluctuations in market prices, exploitation and exploration successes, continuity of mineralization, potential environmental issues and liabilities associated with exploration, development and mining activities, uncertainties related to the ability to obtain necessary environmental, land use and other permits, approvals, licenses and title on a timely basis and delays due to third party opposition, changes in government policies regarding mining and natural resource exploration and exploitation, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. For more information on the Company, investors should review the Company's continuous disclosure filings that are available at www.sedar.com.

 
 

News Releases

Northcliff Secures Todd Corporation as Financing Partner for Sisson Tungsten-Molybdenum Project



October 3, 2013 Fredericton, New Brunswick - Northcliff Resources Ltd. ("Northcliff" or the "Company") (TSX: NCF) and Todd Minerals Ltd. ("Todd") are pleased to announce that they have entered into agreements for Todd to provide up to $39 million in funding for the Sisson Tungsten-Molybdenum Project (the "Sisson Project") located in central New Brunswick, Canada, in exchange for a direct interest in the Sisson Project and shares in Northcliff. Todd is a subsidiary of the family owned Todd Corporation, one of New Zealand's most successful companies and which has a growing portfolio of mineral investments.

Details of the investment by Todd are:

Investment in Northcliff

  • Todd will complete a private placement and will acquire ownership and control of 13,888,889 common shares of Northcliff for $5 million, at a share price of $0.36 per share. The price paid for the private placement represents a 20 percent premium to the 30 day volume-weighted average price on the Toronto Stock Exchange prior to announcement. Todd will become the largest shareholder of the Company with an approximate 15% interest in Northcliff and Todd will have the right to nominate a board member to the Northcliff board and the right to maintain its 15% shareholding in Northcliff by participating pro rata in any future common share offering of Northcliff. Todd has agreed that it will not, subject to certain exceptions, sell its shares in Northcliff until 24 months after closing of the investment.

Sisson Project Interest

  • Todd and Northcliff will enter into a limited partnership agreement under the name of the Sisson Project Limited Partnership (the "Limited Partnership") to advance and operate the Sisson Project.
  • Todd will have the right to acquire an initial 11.5% interest in the Limited Partnership by investing $14 million on a staged basis. Failure to complete the full $14 million investment will result in Todd divesting its entire interest in the Limited Partnership.
  • Todd's initial investment will be made in three tranches with the first tranche of $5 million to be made on the execution date of the Limited Partnership agreement. The remaining two investment tranches of $5 million and $4 million are to be made by Todd upon completion of agreed project milestones.
  • Todd holds an option to acquire an additional 10% interest in the Limited Partnership (for a total potential interest of 21.5% in the Limited Partnership) by investing $20 million in the Limited Partnership upon a final investment decision to commence construction.
  • To the extent that Todd's investment has, from time to time, been exhausted to fund project expenses, Todd and Northcliff will each be required to fund their pro rata portions of the development capital of the Sisson Project.
  • Todd and Northcliff will have pro rata representation on the board of the General Partner of the Limited Partnership.
  • Northcliff will be the operator of the Sisson Project under the terms of a management services agreement with the General Partner of the Limited Partnership.

Northcliff President & CEO Chris Zahovskis said, "We are extremely pleased to have Todd join us at this important stage of the Sisson Project's advancement. Tungsten market fundamentals remain strong with robust prices and continued supply restrictions out of China. These factors underpin the investment case for advanced tungsten deposits in low risk jurisdictions. Todd is an important strategic investor in the Sisson Project as Northcliff sets out to permit, build and operate the Sisson mine in New Brunswick."

Todd Group CEO, Jon Young said, "Todd is pleased to be associated with the Sisson Project which, once developed, will be a significant new tungsten producer. The investment is consistent with Todd's strategy of partnering with proven operators to develop long-term projects."

Zahovskis also noted "The initial funding from Todd totaling up to $19 million is earmarked for ongoing environmental work to support the harmonized Environmental Impact Assessment process currently being undertaken by the federal and provincial governments, as well as furthering design and engineering studies to advance planning from the feasibility study completed earlier this year, sourcing project financing and off-take arrangements." The positive feasibility study on the Sisson Project (see Northcliff news release dated January 29, 2013) confirmed the technical and economic robustness of the long-life open pit development and its potential to be a strategic near-term tungsten development in a stable jurisdiction. The study, prepared by Samuel Engineering, Inc. estimated annual average production of 557,000 mtu WO3 contained in APT and 4.1 million pounds Mo contained in concentrates over 27 years of operation based on a 30,000 tonne per day mill throughput . The Sisson Project is expected to employ at least 300 people in New Brunswick with up to 500 during the construction phase.

Northcliff Chairman Marchand Snyman said "The investment by Todd, which has an excellent track record of managing and investing in diverse fields for more than a century is a testament to the work done on the Sisson Project by the Northcliff team. We welcome Todd's participation in the Sisson Project as a long term partner."

The transaction is subject to regulatory approvals and is scheduled to close in early October.

About Northcliff Resources Ltd.

Northcliff, associated with Hunter Dickinson Inc. (HDI), is a mineral resource company focused on advancing the Sisson Tungsten-Molybdenum Project located in New Brunswick, Canada, to production. The results of the Feasibility Study, completed in January 2013, confirm that the Sisson Project is technically and economically feasible and can now move on to the next stage of development. For further details on Northcliff and the Sisson Tungsten-Molybdenum Project please visit Northcliff's website: www.northcliffresources.com.

About Todd Minerals Ltd. and Todd Corporation

Todd is the subsidiary of Todd Corporation charged with the development of Todd Corporation's mineral and coal investments. Todd Corporation is family owned and is one of New Zealand's largest and most successful companies. The company has interests in oil and gas exploration and production, electricity generation, energy retailing, property development, healthcare, telecommunications and wine. Todd Minerals Ltd. is headquartered at The Todd Building, 95 Customhouse Quay, PO Box 3141, Wellington, New Zealand. Todd has agreed to purchase the Northcliff common shares for investment purposes and may or may not purchase or sell Northcliff securities in the future on the open market or in private transactions, depending on market conditions and other factors. The Northcliff securities were acquired pursuant to the minimum amount investment exemption under applicable securities laws. A copy of the early warning report to be filed by Todd in connection with the investment will be available on Northcliff's profile on SEDAR at www.sedar.com or contact Mike Munro at +64 4 917 8852.

Chris Zahovskis, President & CEO
Northcliff Resources Ltd.
Jon Young, Group Chief Executive Officer
The Todd Corporation Limited

For more information:

Dan Gibbons, Investor Relations
Northcliff Resources Ltd.
778-373-6908
Mike Munro, Group Manager Corporate Affairs
The Todd Corporation Limited
+64 4 917 8852

This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address permitting, exploration drilling, exploitation activities and events or developments that the Company expects, are forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Assumptions used by the Company to develop forward-looking statements include the following: the transaction with Todd will close on a timely basis, the Sisson Project will achieve targeted production levels; the Company's study and development of the Sisson Project will continue to be positive; contracted parties provide goods and/or services on the agreed timeframes; equipment necessary for construction and development is available and does not incur unforeseen breakdowns; no material labour slowdowns or strikes are incurred; plant and equipment functions as specified; geological or financial parameters do not necessitate future mine plan changes; and no geological or technical problems occur. Factors that could cause actual results to differ materially from those in forward-looking statements include uncertainty of shareholder support, the need for judicial and regulatory approvals, inability of the Company and Todd to achieve fulfillment of all conditions under the definitive agreements with respect to the transactions described herein, fluctuations in market prices, exploitation and exploration successes, continuity of mineralization, potential environmental issues and liabilities associated with exploration, development and mining activities, uncertainties related to the ability to obtain necessary environmental, land use and other permits, approvals, licenses and title on a timely basis and delays due to third party opposition, changes in government policies regarding mining and natural resource exploration and exploitation, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. For more information on the Company, investors should review the Company's continuous disclosure filings that are available at www.sedar.com.
 
 

News Releases

Sisson Project Open Houses - October 1-3, 2013



The Sisson Project is holding 3 open houses next week. We hope to see you there.

 
 

News Releases

Northcliff Submits Environmental Impact Assessment for Sisson Tungsten-Molybdenum Project



August 1, 2013 Fredericton, New Brunswick - Northcliff Resources Ltd. ("Northcliff" or the "Company") (TSX: NCF) is pleased to announce it has completed the Environmental Impact Assessment Report ("EIA Report") for the Sisson Tungsten-Molybdenum Project (the "Project") located in central New Brunswick. The EIA Report, submitted to the federal Canadian Environmental Assessment Agency and the New Brunswick Department of Environment and Local Government on July 31, 2013, describes the Project and its potential environmental effects, as well as measures to avoid or minimize environmental effects throughout project construction, operation and closure phases.

Northcliff President & CEO Chris Zahovskis said, "Submission of the Sisson Project EIA Report marks a critical milestone for Northcliff and advances our goal of creating a significant new North American tungsten producer. Northcliff is committed to developing a project that respects the importance New Brunswick residents place on their land, water and other natural resources. This comprehensive EIA Report, prepared by Stantec with input from leading industry engineering consultants, represents the culmination of two years of field work, baseline studies and engineering. The EIA Report demonstrates the prominence Northcliff places on designing, constructing, operating and closing this project in a responsible manner."

The public will have its first opportunity to review and comment on the EIA Report when the document is posted on the Canadian Environmental Assessment Agency website. Information on public comment periods and meetings will be provided by the Canadian Environmental Assessment Agency and the New Brunswick Department of Environment and Local Government. The EIA review, which is a harmonized process involving both the Province of New Brunswick and the federal government, is expected to take approximately one year to complete. Northcliff has a community and First Nations outreach program that will continue through all stages of development and closure.

About Northcliff Resources Ltd.

Northcliff, associated with Hunter Dickinson Inc. (HDI), is a mineral resource company focused on advancing the Sisson Tungsten-Molybdenum Project located in New Brunswick, Canada, to production. The results of the Feasibility Study, completed in January 2013, confirm that the Sisson Project is technically and economically feasible and can now move on to the next stage of development.

For more information on Northcliff and the Sisson Tungsten-Molybdenum Project please visit Northcliff's website: www.northcliffresources.com.

Chris Zahovskis, President & CEO
Northcliff Resources Ltd.


For more information:
Greg Davidson, Community Relations Manager
Northcliff Resources Ltd.
506-455-0530
GregDavidson@northcliffresources.com

This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address permitting, exploration drilling, exploitation activities and events or developments that the company expects, are forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include uncertainty of shareholder support, the need for judicial and regulatory approvals, market prices, exploitation and exploration successes, continuity of mineralization, potential environmental issues and liabilities associated with exploration, development and mining activities, uncertainties related to the ability to obtain necessary permits, licenses and title and delays due to third party opposition, changes in government policies regarding mining and natural resource exploration and exploitation, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. For more information on the Company, investors should review the Company's continuous disclosure filings that are available at www.sedar.com.
 

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