High North Resources Ltd.
TSX VENTURE : HN

High North Resources Ltd.

October 31, 2013 18:24 ET

High North Private Placement Oversubscribed

CALGARY, ALBERTA--(Marketwired - Oct. 31, 2013) -

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 report the closing of its previously announced private placement financing for gross proceeds of $5,229,815. The private placement consisted of the issuance of 12,733,756 units at a price of $0.35 per unit for proceeds of $4,456,815 and 1,932,500 flow-through common shares at a price of $0.40 per flow-through common share for proceeds of $773,000. Each unit consisted of one common share and one-half common share purchase warrant, with each whole warrant entitling the holder to acquire one common share for $0.50 within 24 months, subject to acceleration in certain circumstances. All securities issued under the private placement are subject to a statutory hold period expiring on March 1, 2014. The proceeds from the private placement will be used to fund the Corporation's drilling program and for general working capital purposes. In connection with the private placement, the Company paid finder's fees to arm's length parties $217,557.50 and issued finder's warrants totalling 596,364 which are exercisable into common shares at $0.50 within 24 month of closing.

After giving effect to closing this second tranche, and the first tranche for proceeds of $3,379,945 announced on July 29, 2013, the Company has raised gross proceeds of $8,609,760 since completing the acquisition of Valleyview Exploration in July, 2013.

The private placement remains subject to final TSX Venture Exchange approval.

Colin Soares, the Company's President and CEO, stated, "We are very pleased with the level of interest shown in our most recent financing. The funds raised to date will allow us to continue with the development of our Montney lands and move us closer to our previously stated goal of becoming an oil and gas production company."

Director Appointment

The Company also announces the appointment of Duncan Chisholm to the board of directors of the Company.
Mr. Chisholm has over 36 years of oil and gas industry experience and has worked in many capacities within the management and the operational/production departments of several junior and intermediate oil and gas companies. Most recently, Mr. Chisholm held the position of Vice-President of Production and Business Development at Bellatrix Exploration Ltd. He has worked with Bellatrix Exploration Ltd. (previously True Energy Trust) since 2008, holding multiple positions including Chief Operating Officer, Vice President of Engineering and Vice President of Operations. Mr. Chisholm holds a Bachelors of Science degree.

Graham Harris, a founding director of High North, has resigned as a director. The Company thanks Mr. Harris for his contributions to date.

READER ADVISORY

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.

This news release contains certain statements that may be deemed forward-looking statements. 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 that events or conditions "will", "would", "may", "could" or "should" occur. Although High North 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 may differ materially from those in forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of High North's management on the date the statements are made. Except as required by law, High North undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.

The forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law.

THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

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