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Published on 11/14/2014 in the Prospect News PIPE Daily.

Rockcliff Resources conducts C$1.5 million private placement of units

Non-brokered deal expected to fund operating and exploration capital

By Devika Patel

Knoxville, Tenn., Nov. 14 – Rockcliff Resources Inc. said it plans a C$1.5 million non-brokered private placement of units.

The company will sell 12 million units of one common share and one warrant at C$0.05 per unit and 15 million flow-through units of one flow-through common share and one warrant at C$0.06 per unit.

Each unit warrant will be exercisable at C$0.075 for three years. Each flow-through unit warrant will be exercisable at C$0.10 for three years. The strike prices are 50% and 100% premiums to the Nov. 13 closing share price of C$0.05.

Proceeds will be used as operating and exploration capital.

Sudbury, Ont.-based Rockcliff Resources is a resource company that is focused on the acquisition and development of high-quality mineral assets.

Issuer:Rockcliff Resources Inc.
Issue:Units of one common share and one warrant, flow-through units of one flow-through common share and one half-share warrant
Amount:C$1.5 million
Warrants:One warrant per unit
Warrant expiration:Three years
Agent:Non-brokered
Pricing date:Nov. 14
Stock symbol:TSX Venture: RCR
Stock price:C$0.05 at close Nov. 13
Market capitalization:C$1.48 million
Units
Amount:C$600,000
Units:12 million
Price:C$0.05
Warrant strike price:C$0.075
Flow-through units
Amount:C$900,000
Units:15 million
Price:C$0.06
Warrant strike price:C$0.10

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