Northcliff Resources Ltd.

News Releases

 April 15, 2014
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.
 
 

You can view the Next News Releases item: Wed Jun 4, 2014, Northcliff Announces: Sisson Project Engineering Contract Awarded to Jacobs

You can view the Previous News Releases item: Fri Mar 28, 2014, Todd Minerals Nominates New Director to Northcliff Board

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