Business
Northcliff Resources signs letter agreement with Geodex Minerals to consolidate ownership of the Sisson Project
VANCOUVER, April 18, 2012 /CNW/ - Northcliff Resources Ltd. ("Northcliff") (TSX: NCF) annou...
About this update from Northcliff Resources Ltd.
[{"type":"text","content":"\n\n\n\n\n\nVANCOUVER, April 18, 2012 /CNW/ - Northcliff Resources Ltd.\n (\"Northcliff\") (TSX: NCF) announces that it has signed a letter\n agreement with Geodex Minerals Ltd. (\"Geodex\") (TSX.V: GXM) to acquire\n Geodex's 30% interest in the Sisson Tungsten-Molybdenum Project in New\n Brunswick in consideration for cash, a return of Geodex shares\n Northcliff owns for cancellation and the issuance of common shares of\n Northcliff (the \"Acquisition\").\n\n\nIn October 2010, Northcliff acquired a 70% interest in the Sisson\n Project from Geodex, subject to investing up to $17 million in\n exploration, feasibility and project costs. Northcliff expects to\n complete its $17 million investment in early May 2012.\n\n\nNorthcliff will issue 16,003,700 common shares to Geodex and pay $1\n million in cash to acquire Geodex's 30% interest in the Sisson Project.\n As part of the Acquisition, Northcliff will also return to Geodex for\n cancellation the 3,333,333 common shares of Geodex that Northcliff\n purchased for $0.30 per share. The Acquisition is expected to be\n completed by Geodex using a plan of arrangement which will include the\n authorization for the Geodex Board to establish the terms of any future\n distribution of the Northcliff common shares to Geodex shareholders. \n If Northcliff shares are retained by Geodex, they will be escrowed with\n a mutually agreed third party until the commencement of mine\n construction but in any event, no longer than three years from the\n closing date.\n\n\n\"We believe that consolidating ownership under Northcliff will be a\n positive development for the efficient advancement of the Sisson\n Project in a manner that benefits both sets of shareholders and we\n believe that this transaction will provide Geodex investors, along with\n Northcliff investors, with the opportunity to participate in the\n development of the Sisson Project,\" said Northcliff President & CEO\n Chris Zahovskis. \"With an estimated working capital of $14 million\n after completion of the Acquisition, Northcliff maintains a strong\n financial position to meet the ongoing project development needs in the\n near term. Northcliff's corporate and project teams remain wholly\n focused on advancing the Sisson Project toward the completion of a\n Feasibility Study and initiating permitting later this year, includin...