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Northcliff Secures Todd Corporation as Financing Partner for Sisson Tungsten-Molybdenum Project
FREDERICTON, NB , Oct. 3, 2013 /CNW/ - Northcliff Resources Ltd. ("Northcliff" or the ...
About this update from Northcliff Resources Ltd.
[{"type":"text","content":"\n\n\nFREDERICTON, NB, Oct. 3, 2013 /CNW/ - Northcliff Resources Ltd. (\"Northcliff\" or the \"Company\") (TSX: NCF) and\n Todd Minerals Ltd. (\"Todd\") are pleased to announce that they have\n entered into agreements for Todd to provide up to $39 million in\n funding for the Sisson Tungsten-Molybdenum Project (the \"Sisson\n Project\") located in central New Brunswick, Canada, in exchange for a\n direct interest in the Sisson Project and shares in Northcliff. Todd is\n a subsidiary of the family owned Todd Corporation, one of New Zealand's\n most successful companies and which has a growing portfolio of mineral\n investments.\n\n\nDetails of the investment by Todd are:\n\n\nInvestment in Northcliff\n\n\nTodd will complete a private placement and will acquire ownership and\n control of 13,888,889 common shares of Northcliff for $5 million, at a\n share price of $0.36 per share.  The price paid for the private\n placement represents a 20 percent premium to the 30 day volume-weighted\n average price on the Toronto Stock Exchange prior to announcement. Todd\n will become the largest shareholder of the Company with an approximate\n 15% interest in Northcliff and Todd will have the right to nominate a\n board member to the Northcliff board and the right to maintain its 15%\n shareholding in Northcliff by participating pro rata in any future\n common share offering of Northcliff. Todd has agreed that it will not,\n subject to certain exceptions, sell its shares in Northcliff until 24\n months after closing of the investment.\n\n\nSisson Project Interest\n\n\nTodd and Northcliff will enter into a limited partnership agreement\n under the name of the Sisson Project Limited Partnership (the \"Limited\n Partnership\") to advance and operate the Sisson Project.\n\n\nTodd will have the right to acquire an initial 11.5% interest in the\n Limited Partnership by investing $14 million on a staged basis. Failure\n to complete the full $14 million investment will result in Todd\n divesting its entire interest in the Limited Partnership.\n\n\nTodd's initial investment will be made in three tranches with the first\n tranche of $5 million to be made on the execution date of the Limited\n Partnership agreement. The remaining two investment tranches of $5\n million and $4 million are to be made by Todd upon completion of agreed\n project mileston...