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NHK

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Share Name Share Symbol Market Type
TSXV:NHK TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

Northfield Capital Corporation Acquires Securities of Nighthawk Gold Corp.

08/03/2013 9:40pm

Marketwired Canada


Northfield Capital Corporation ("Northfield") (TSX VENTURE:NFDA) of 141 Adelaide
Street West, Suite 301, Toronto, Ontario announces that it has acquired
ownership and control of an aggregate of 14,307,459 common shares of Nighthawk
Gold Corp. ("Nighthawk") at a cost of $0.12 per share, through a shares for debt
transaction on March 8, 2013, representing approximately 7.7% of the issued and
outstanding common shares of Nighthawk as at March 8, 2013. 


Upon completion of the transaction described above, Northfield owns and controls
an aggregate of 26,737,959 common shares of Nighthawk and 2,839,857 convertible
securities of Nighthawk, representing approximately 14.4% of the issued and
outstanding common shares of Nighthawk immediately following the transaction
described above (or approximately 15.7% calculated on a partially diluted basis,
assuming the exercise of 2,839,857 convertible securities only). Upon completion
of the transaction described above, Northfield, together with its joint actor,
Mr. Robert Cudney, own and control an aggregate of 27,287,959 common shares of
Nighthawk (of which 26,737,959 common shares are owned by Northfield directly
and 550,000 common shares are owned by Mr. Cudney) and 2,914,857 convertible
securities (of which 2,839,857 convertible securities are owned by Northfield
directly and 75,000 convertible securities are owned by Mr. Cudney),
representing approximately 14.7% of the issued and outstanding common shares of
Nighthawk immediately following the transaction described above (or
approximately 16.0% calculated on a partially diluted basis, assuming the
exercise of the 2,914,857 convertible securities only). 


The common shares were acquired in a shares for debt transaction which did not
take place through the facilities of any market for Nighthawk's securities. This
transaction was effected for investment purposes and Northfield and its joint
actor, Mr. Cudney, could increase or decrease their investments in Nighthawk at
any time, or continue to maintain their current investment position, depending
on market conditions or any other relevant factor. The common shares were
acquired for a purchase price of Cdn$0.12 per share for aggregate consideration
of $1,716,895, pursuant to the exemption contained in Section 2.3 of National
Instrument 45-106 on the basis that Northfield is an accredited investor as
defined in such instrument.


Additional Information 

A copy of the applicable securities report filed in connection with the matters
set forth above may be obtained through Northfield's offices by contacting: 




Brent Peters                                                                
Northfield Capital Corporation                                              
141 Adelaide Street West, Suite 301                                         
Toronto, ON M5H 3L5                                                         
                                                                            
Tel: (416) 628-5901                                                         
Fax: (416) 628-5911                                                         



FOR FURTHER INFORMATION PLEASE CONTACT: 
Northfield Capital Corporation
Brent Peters
(416) 628-5901
(416) 628-5911 (FAX)

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