High North Resources Ltd.
TSX VENTURE : HN

High North Resources Ltd.

June 04, 2015 17:30 ET

Debentureholders of High North Resources Ltd. Approve Plan of Arrangement

CALGARY, ALBERTA--(Marketwired - June 4, 2015) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

High North Resources Ltd. (TSX VENTURE:HN) (the "Company" or "High North") is pleased to announce that the holders ("Debentureholders") of 12.00% convertible unsecured subordinated debentures of High North ("Debentures") have approved the previously announced plan of arrangement (the "Arrangement") at the extraordinary meeting of Debentureholders held earlier today in Calgary, Alberta (the "Meeting").

The Meeting was held in accordance with the interim order of the Supreme Court of British Columbia dated May 4, 2015. Approval of the Arrangement required approval by 75% of the principal amount of Debentures outstanding, present in person or represented by proxy and voted at the Meeting. Debentureholders holding 88.64% of the principal amount of the Debentures outstanding, as of the date of the Meeting, present in person or by proxy at the Meeting voted in favour of the Arrangement.

High North expects to seek a final order approving the Arrangement from the Supreme Court of British Columbia on June 8, 2015. If the final order of the Supreme Court of British Columbia and all necessary regulatory approvals are obtained, it is expected that the closing of the Arrangement will be completed on or about July 15, 2015.

Pursuant to the Arrangement, Debentureholders have the opportunity to elect for certain options in respect of their Debentures, as set out in the information circular of High North dated April 30, 2015 (the "Information Circular"). We encourage all Debentureholders to provide instructions to his, her or its broker, dealer, bank or other financial institution or other person through which his, her or its Debentures are held in sufficient time prior to 3:00 p.m. (Calgary time) on June 9, 2015 (the "Election Deadline") to permit such broker, dealer, bank or other financial institution or other person to complete and submit such Debentureholder's election online with CDSX on or prior to the Election Deadline. Debentureholders who fail to make a proper election prior to the Election Deadline will be deemed to have tendered all of such Debentureholder's Debentures to be converted into common shares of High North, as set out in the Information Circular.

Further information about the Arrangement is set forth in the Information Circular which has been filed under High North's profile on the System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com.

High North is a Calgary-based company that explores, develops and produces oil and natural gas in Western Canada. High North trades on the TSX Venture Exchange under the symbol HN.

Additional information about the Company is available under High North's profile on SEDAR at www.sedar.com.

Forward-looking Statements and Information

This news release contains certain "forward-looking statements" or "forward-looking information" (collectively referred to herein as "forward-looking statements") within the meaning of applicable securities legislation. Such forward-looking statements include, without limitation, forecasts, estimates, expectations and objectives for future operations that are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of High North. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or are events or conditions that "will", "would", "may", "could" or "should" occur or be achieved. This news release contains forward-looking statements pertaining to, among other things, the following: the ability of the Company to obtain the final order of the Supreme Court of British Columbia, including the anticipated date of the order; the ability of the Company to obtain regulatory approval for the Arrangement and the timing and completion of the Arrangement. Forward-looking statements contain significant risks and uncertainties. A number of circumstances could cause results to differ materially from the results discussed in the forward-looking statements including, without limitation: failure to obtain the necessary approvals for the Arrangement, or to otherwise satisfy the conditions of the Arrangement in a timely manner, or at all; regulatory changes and certain other risks detailed from time to time in High North's public disclosure documents, copies of which are available on High North's SEDAR profile at www.sedar.com.

Although High North believes that the material factors, expectations and assumptions expressed in such forward-looking statements are reasonable based on information available to it on the date such statements were made, no assurances can be given as to future results, levels of activity and achievements and such statements are not guarantees of future performance. High North's actual results may differ materially from those expressed or implied in forward-looking statements and readers should not place undue importance or reliance on the forward-looking statements. Statements including forward-looking statements are made as of the date they are given and except as required by applicable securities laws, High North disclaims any intention or obligation to publically update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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