Heatherdale Arranges $3 Million Financing

VANCOUVER, Dec. 13, 2012 /CNW/ - Heatherdale Resources Ltd. ("Heatherdale" or the "Company") (TSXV: HTR) announces that it has entered into an agreement with Sino-Canada Natural Resources Fund I ("Sino-Canada Fund"), pursuant to which Sino-Canada Fund will subscribe for a convertible debenture (the "Debenture") for an aggregate principal amount of $3 million, which will earn interest at a rate of 8% per annum.  The principal amount of the debenture will be convertible into common shares of the Company ("Shares") at a price of $0.20 per Share, and interest thereon will be convertible at the higher of $0.20 per Share and the market price of the Shares on the date of such conversion.  At the end of the two year term of the Debenture, any remaining principal and interest amounts will be redeemed at the option of the Company in cash, by the issuance of Shares, or a combination of both cash and Shares.  The Company may, with Sino-Canada Fund's consent, prepay all or part of the amounts outstanding under the Debenture.

Sino-Canada Fund will have the right to nominate one individual for appointment to the Company's technical advisory committee until it meets certain Share ownership or voting conditions, at which time it will instead have the right to nominate one individual for appointment as a director of the Company.

President and CEO Patrick Smith said, "We welcome the experience of Sino-Canada Fund to Heatherdale's technical advisory committee and look forward to developing a positive working relationship to help advance our projects to the next stage."

Sino-Canada Fund Managing Partner Thomas Lau said, "We believe Heatherdale's projects and management team are world class and fit within our strategic vision to support the growth of high potential resources assets.  We believe our capital will support Heatherdale's future work with positive results and look forward to helping Heatherdale reach new milestones."

Proceeds from the issuance of the Debenture will be used to advance the exploration and development of the Company's projects in Alaska and for general working capital.  A finder's fee is payable in cash to an arm's length party based on the principal amount of the Debenture.  The issuance of the Debenture is subject to final approval by the TSX Venture Exchange.

About Heatherdale Resources Ltd.

Heatherdale Resources Ltd. is a Vancouver-based exploration and development company focused on advancing its 100% owned high-grade mine development opportunity at the Niblack Project. The Company also holds a 60% interest in the mid-stage Delta copper-lead-zinc-gold-silver project. Both projects are located in Alaska.  Heatherdale is associated with the Hunter Dickinson group, which has a track record of successful mineral exploration and development projects around the world.

About Sino-Canada Natural Resources Fund I

Sino-Canada Natural Resources Fund I is a Cayman Islands registered private equity fund focused on investments in Canadian listed and private companies that develop and operate natural resource projects (mining, oil & gas, forestry) worldwide. Sino-Canada Fund is managed in Hong Kong on behalf of private investors from China.

On behalf of the Board of Directors
Patrick Smith
President and CEO

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 release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address exploration drilling, exploitation activities and events or developments 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. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, continuity of mineralization, uncertainties related to the ability to obtain necessary permits, licenses and title and delays due to third party opposition, changes in government policies regarding mining and natural resource exploration and exploitation, and continued availability of capital and financing, and general economic, market or business conditions. 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.sedar.com.


SOURCE: Heatherdale Resources Ltd.

For further information:

For further details on Heatherdale Resources Ltd., please visit the Company's website at www.heatherdaleresources.com or contact Investor Services at (604) 684-6365 or within North America at 1-800-667-2114.

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Heatherdale Resources Ltd.

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