Todd Minerals Ltd.

Todd Minerals Ltd.

October 27, 2016 10:21 ET

Todd Minerals Ltd. Announces Further Investment in Northcliff Resources Ltd.

WELLINGTON, NEW ZEALAND--(Marketwired - Oct. 27, 2016) - Todd Minerals Ltd. ("Todd") announced today that its wholly-owned subsidiary, Todd Sisson (NZ) Limited ("Todd Holdco"), has entered into a subscription agreement with Northcliff Resources Ltd. (the "Company"), pursuant to which Todd Holdco will acquire 27,272,727 common shares of the Company ("Common Shares") at a purchase price per Common Share of $0.11, for an aggregate purchase price of $2,999,999.97. The 27,272,727 Common Shares Todd Holdco will acquire will represent approximately 20.3% of the issued and outstanding Common Shares.

Todd Holdco currently owns 21,268,889 Common Shares, representing approximately 19.99% of the issued and outstanding shares. Todd Holdco also holds Common Share purchase warrants to purchase 399,769 Common Shares. Assuming full exercise of the Common Share purchase warrants, Todd Holdco would hold 21,668,658 Common Shares, representing approximately 20.3% of the then issued and outstanding Common Shares.

Upon completion of the acquisition of additional Common Shares, Todd Holdco will own an aggregate of 48,541,616 Common Shares and Common Share purchase warrants to purchase 399,769 Common Shares. The 48,541,616 Common Shares are expected to represent approximately 36.3% the issued and outstanding Common Shares of the Company. Assuming full exercise of the Common Share purchase warrants, Todd Holdco would hold 48,941,385 Common Shares, representing approximately 36.5% of the then issued and outstanding Common Shares.

The head office of the Company is located at 1040 West Georgia Street, 15th Floor, Vancouver, British Columbia, V6E 4H1.

About Todd Minerals Ltd. and Todd Corporation

Todd is the subsidiary of Todd Corporation, charged with the development of Todd Corporation's mineral and coal investments. Todd Corporation is family owned and is one of New Zealand's largest and most successful companies. The company has interests in oil and gas exploration and production, electricity generation, energy retailing, property development and healthcare. Todd Minerals Ltd. is headquartered at The Todd Building, 95 Customhouse Quay, PO Box 3141, Wellington, New Zealand.

Todd purchased the securities for investment purposes and may or may not purchase or sell securities of the Company, or exercise its warrants to purchase Common Shares, in the future on the open market or in private transactions, depending on market conditions and other factors. Todd currently has no other plans or intentions that relate to its investment in the Company. Depending on market conditions, general economic and industry conditions, the Company's business and financial condition and/or other relevant factors, Todd may develop other plans or intentions in the future relating to one or more of the above items. A copy of the early warning report to be filed by Todd in connection with the investment will be available on the Company's profile on SEDAR at www.sedar.com. Alternatively, you may contact Libby Middlebrook at +64 9 306 8692 in order to obtain a copy of the report.

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