High North Resources Ltd. Completes Acquisition of Valleyview Exploration Inc.

THIS PRESS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES 


Mr. Colin Soares, President of High North Resources Ltd. (TSX VENTURE:HN) (the
"Company" or "High North") is pleased to report the closing of its previously
announced acquisition of all of the issued and outstanding securities of
Valleyview Exploration Inc. (the "Transaction") on July 24, 2013 ("Closing
Date"). The Company issued 10,000,000 common shares at a deemed price of $0.33
per share to the shareholders of Valleyview, representing an aggregate purchase
price of $3,300,000. The Transaction was conditionally approved by the TSX
Venture Exchange ("TSX-V") on May 3, 2013. In addition, the Company has
previously paid a non-refundable deposit of $100,000 to Valleyview.


Non-Brokered Private Placement

Concurrent with the completion of the Transaction, the Company completed the
first tranche of a non-brokered private placement financing of $3,379,945,
consisting of the issuance of 6,492,700 units at a price of $0.35 per unit for
proceeds of $2,272,445 and 2,768,750 flow-through common shares at a price of
$0.40 per flow-through common share for proceeds of $1,107,500. 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. All securities issued under the private placement are subject
to a statutory hold period expiring on November 25, 2013. The proceeds from the
private placement will be used to drill the first test well the Valleyview lands
and for general working capital purposes. The second tranche of the proposed
financing is scheduled to close by the end of August 2013. In connection with
the private placement, the Company paid three arm's length parties finder's fees
cash in the amount of $59,263.76.


After giving effect to the Transaction and the private placement, the Company
will have 33,426,150 common shares outstanding. 


Upon completion of the Transaction, the Company granted stock options to
directors, officers and employees to purchase 2,000,000 shares of the company
for a period of 5 years at an exercise price of $0.35 per share pursuant to the
Company's stock option plan. The granting of the options is subject to all
necessary regulatory approvals.


About Valleyview

Valleyview is a privately held Alberta oil and gas exploration and development
company whose principal asset is a Farmout Agreement to acquire 111 sections of
prospective oil and gas leases in the Peace River Arch area of north western
Alberta. The oil and gas leases are strategically concentrated into seven blocks
with hydrocarbon potential ranging from the Cretaceous Dunvegan through to the
Devonian Granite Wash formation. Immediately offsetting the northeasterly
leases, an independent unrelated company is developing Montney oil and some
wells adjacent to Valleyview's leases are producing at initial rates of 500
boe/d. Valleyview leases may also be prospective for Duvernay oil with a recent
offset well flowing high gravity oil from this formation. It is anticipated that
drilling and completion costs will be substantially less than in the Kaybob area
as both the Montney and Duvernay formations lie at relatively shallower depths.


Board of Directors and Management

The Company's current board and management will remain with the Company and will
collectively bear management and stewardship of the Company upon completion of
the Transaction. On closing of the transaction, Roger Bethell, a geologist and
founder of Valleyview, will be appointed to the board of directors of the
Company. Mr. Bethell has over 40 years experience in the Western Canadian
Sedimentary Basin with various private and public companies. The Company may
consider adding additional individuals with oil and gas expertise to management
and the board as it sees fit. 


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.


FOR FURTHER INFORMATION PLEASE CONTACT: 
High North Resources Ltd.
Colin Soares
President/Director
(604) 687 1779
csoares@highnorthresources.com
High North Resources Ltd. (TSXV:HN)
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