Northcliff Shareholders Unanimously Approve Acquisition of Geodex Interest in the Sisson Project
June 4, 2012 Vancouver, BC – Northcliff Resources Ltd. (“Northcliff”) (TSX: NCF) announces that its shareholders have unanimously approved its acquisition (“Acquisition”) of the remaining 30% interest in the Sisson tungsten‐ molybdenum project (“Sisson Project”) from its joint venture partner, Geodex Minerals Ltd. (“Geodex”) (TSX.V: GXM) at its Annual General Meeting held at the Company’s offices on May 30, 2012. A copy of the voting results has been filed at www.sedar.com.
As reported in the Company’s news release issued on April 18, 2012, Geodex agreed to sell its 30% interest in the Sisson Project in New Brunswick in consideration for 16,003,700 common shares of Northcliff, $1 million in cash and the return to Geodex for cancellation of 3,333,333 Geodex common shares that Northcliff purchased in 2010.
Geodex has recently announced that June 28, 2012 and July 4, 2012 have been established as the record and distribution dates, respectively, for the distribution of the 16,003,700 common shares of Northcliff to Geodex common shareholders.
The Acquisition remains subject to approval by special resolution of Geodex shareholders at Geodex's special shareholders' meeting scheduled for June 18, 2012. The Acquisition is also subject to final TSX and TSX Venture Exchange approval.
The incumbent Board of Directors of Northcliff was also re‐elected. In addition, Scott Cousens, Director of Capital Markets at Hunter Dickinson Inc., has been elected to the Board.
About Northcliff
Northcliff is a mineral resource company associated with Hunter Dickinson Inc. (HDI), and focused on progressing the feasibility‐stage Sisson Tungsten‐Molybdenum Project located in New Brunswick, Canada, to production.
For further details on Northcliff and the Sisson Project, please visit www.northcliffresources.com or contact Investor Services at (604) 684‐6365 or within North America at 1‐800‐667‐2114
Christopher Zahovskis President & CEO
No regulatory authority accepts responsibility for the adequacy or accuracy of this release.
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 completion of the Acquisition, 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.