The Loan Funding will be used to fund the 2022 work program at the
- Geotechnical drilling and testing program ("Phase 1 Drilling Program") that is designed to provide information on the site characterization and support additional design detail of the Tailings Storage Facility. The Phase 1 Drilling Program will also support other engineering related activities and respond to certain provincial Environmental Impact Assessment ("EIA") conditions which are to be complied with prior to the start of construction;
- Archeological work program ("Phase 1 Field Program") to undertake mitigation activities in compliance of EIA conditions; and
- Development of an engagement plan addressing EIA conditions of significance to local First Nations.
The Company is currently in the process of shortlisting potential vendors, reviewing bids and finalizing technical services agreements in conjunction with the planned Phase 1 Drilling Program and Phase 1 Field Program.
The proceeds from the Loan Funding will also be used to fund the following 2022 corporate activities:
- Advancing offtake and project finance discussions with interested parties;
- Continued participation and funding outreach in conjunction with the Critical Minerals Joint Action Plan between
Canada andthe United States ; and - General working capital purposes.
Loan 1 is a secured loan facility in the amount of
Loan 2 is a secured loan facility in the amount of
Loan 1 is exempt from the formal valuation and disinterested shareholder approval requirements of MI 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101") pursuant to the di minimis exemption contained therein.
Loan 2 is subject to the formal valuation and disinterested shareholder approval requirements under MI 61-101. As such, the valuation of
The terms of Loan 1 and Loan 2 are also subject to regulatory approval.
The Company has amended the terms of the outstanding
Todd currently holds 47.83% of the issued and outstanding shares of Northcliff and an 11.5% interest in the
Northcliff is a mineral resource company focused on advancing the feasibility-stage
On behalf of the Board of Directors
President & Chief Executive Officer
This news release contains forward-looking information based on current expectations. Forward-looking information is provided for the purpose of presenting information about management's current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. Forward looking information may include, without limitation, the receipt of all Tranches, and the expected use of the Loan Funding, the planned programs under the 2022 work program, potential Offerings, the opinions or beliefs of management, prospects, opportunities, priorities, targets, goals, ongoing objectives, milestones, strategies, and outlook of Northcliff, and includes statements about, among other things, future developments, the future operations, strengths and strategy of Northcliff. Generally, forward looking information can be identified by the use of forward looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". These statements should not be read as guarantees of future performance or results. These statements are based upon certain material factors, assumptions and analyses that were applied in drawing a conclusion or making a forecast or projection, including Northcliff's experience and perceptions of historical trends, the ability of Northcliff to maximize shareholder value, current conditions and expected future developments, as well as other factors that are believed to be reasonable in the circumstances including receipt of all Tranches of the Loan Funding.
Although such statements are based on management's reasonable assumptions at the date such statements are made, there can be no assurance that it will be completed on the terms described above and that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such forward-looking information. Accordingly, readers should not place undue reliance on the forward-looking information. Northcliff assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by applicable law.
For additional information regarding forward-looking statements and their related risks, please refer to the "Risk Factors" section in the Annual Information Form of the Company for the year ended on
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