March 21, 2013 -- Vancouver, BC-- Northcliff Resources Ltd. ("Northcliff" or the "Company") (TSX:NCF) announces that its Board of Directors has resolved to adopt a customary Shareholder Rights Plan Agreement (the "Rights Plan"). The Rights Plan is being adopted to help ensure the fair treatment of all Northcliff shareholders in connection with any take-over bid for the outstanding common shares of Northcliff. The Rights Plan will provide shareholders with additional time to properly evaluate and assess a take-over bid and gives the Board additional time to consider possible alternative transactions in order to maximize shareholder value.
The Rights Plan is similar to other plans adopted by many Canadian companies. It is not being adopted in response to any proposal to acquire control of Northcliff.
Although the Rights Plan is currently subject to approval by the Toronto Stock Exchange, it will be presented for ratification by the shareholders at the Northcliff annual meeting to be held on April 18, 2013. A copy of the proposed form Rights Plan is attached to the information circular being mailed to shareholders in connection with the April 18, 2013 meeting. It will be filed at www.SEDAR.com in the next few days along and a detailed description of its terms and conditions will also be included in the information circular. If ratified by shareholders, the Rights Plan will have a term of three years.
Northcliff is a mineral resource company associated with Hunter Dickinson Inc. (HDI), and focused on progressing the Sisson Tungsten-Molybdenum Project located in New Brunswick, Canada, to production.
No regulatory authority assumes any responsibility for the adequacy or accuracy of this release.
For further information, investors should review the Company's filings that are available at www.sedar.com.