Northcliff Announces $700,000 Private Placement Financing

VANCOUVER, Jan. 23, 2024 - Northcliff Resources Ltd. ("Northcliff" or the "Company") (TSX: NCF) is pleased to announce that it has arranged a non-brokered private placement (the "Private Placement") of 37,333,333 common shares of the Company ("Common Shares") at a price of $0.01875 per Common Share with the Todd Sisson (NZ) Limited ("Todd") for gross proceeds to the Company of $700,000. Todd currently owns a total of 439,058,144 Common Shares in the capital of Northcliff, and after its participation in the Private Placement will hold 476,391,477 Common Shares or an 80.86% interest in the Company. The Common Shares issued are subject to applicable resale restrictions, including a hold period of four months and one day from the closing of the Private Placement under Canadian securities rules. The Private Placement is subject to customary closing conditions including final Toronto Stock Exchange approval. Proceeds of the Private Placement will be used to fund the Company's share of expenditures related to the Sisson Project and for working capital and general corporate purposes.

Northcliff is a mineral resource company focused on advancing the feasibility-stage Sisson Tungsten-Molybdenum Project located in New Brunswick, Canada, to production.

Additional information on Northcliff is available on the website at www.northcliffresources.com.

On behalf of the Board of Directors
Andrew Ing
President & CEO

This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address the in-progress financing, or other events that the Company expects, are forward looking statements. Although the Company 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 or developments may differ materially from those in the forward-looking statements. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. For more information on the Company, investors should review the Company's continuous disclosure filings that are available at www.sedarplus.ca.

SOURCE Northcliff Resources Ltd.