High North Resources Ltd.
TSX VENTURE : HN

High North Resources Ltd.

July 28, 2014 07:51 ET

High North Resources Announces Proposed $10,000,400 Financing for Expanded Core Area Block A & H Drilling Program

CALGARY, ALBERTA--(Marketwired - July 28, 2014) -

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 it has entered into an agreement with GMP Securities L.P. ("GMP"), National Bank Financial Inc. ("NFB"), and Integral Capital Markets as co-lead agents and Beacon Securities Ltd. (collectively, the "Agents") and with GMP and NBF acting as co-bookrunners (collectively the "Bookrunners") for a private placement on a commercially reasonable efforts basis of: up to 11,112,000 common shares (the "Common Shares") in the capital of the Company, at a price of $0.45 per Common Share, for gross proceeds of up to $5,000,400, and up to 9,091,000 common shares in the capital of the Company, to be issued on a "flow-through" basis under the Income Tax Act (Canada) (the "Flow-Through Common Shares"), at a price of $0.55 per Flow-Through Common Share for additional gross proceeds of $5,000,050. The Offering is for aggregate gross proceeds of up to $10,000,400 (the "Offering").

The completion of the Offering is expected to occur on or about August 20, 2014 and the Common Shares and the Flow-Through Shares issued under the Offering will have a hold period of four months from the date of closing.

The Agents shall be paid a fee equal to 6.0% of the gross proceeds of the Offering.

The Company will initially use the proceeds from the Offering of Common Shares to fund a four well drilling program on the Company's core area found in Block A and Block H. In addition, a portion of the proceeds of the proposed financing will fund the Company's ongoing capital program, inclusive of surface facilities and for general and corporate purposes and, in the case of the Offering of Flow-Through Common Shares, to incur "Canadian Exploration Expenses" (as defined in the Income Tax Act (Canada)) on 08-09-76-21W5M and 05-17-76-215WM, which will be renounced to subscribers for the Flow-Through Shares during the 2014 taxation year.

The Common Shares and the Flow-Through Shares will be sold on a private placement basis pursuant to exemptions from the prospectus requirements to purchasers in Canada and may also be sold in the United States on a private placement basis pursuant to Rule 506 under Regulation D of the United States Securities Act of 1933, as amended, in a manner that does not require the Common Shares and the Flow-Through Shares to be registered in the United States. The Common Shares and the Flow-Through Shares may also be sold outside of Canada and the United States, provided that no prospectus filing or comparable obligation arises.

The completion of the Offering is subject to certain conditions including, but not limited to, receipt of all necessary regulatory approvals including the approval of the TSX Venture Exchange.

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.

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 the Company. 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 or be achieved. This news release contains forward-looking statements, pertaining to, among other things, the following: the amount of, terms and use of proceeds, receipt of regulatory approval from the TSX Venture Exchange and the impact of the Offering on the Company. Statements regarding future production, capital expenditures and development plans are subject to all of the risks and uncertainties normally incident to the exploration for and development and production of oil and gas that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. These risks include, but are not limited to, inflation or lack of availability of goods and services, environmental risks, drilling risks, regulatory changes and certain other known and unknown 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.

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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