TORONTO, ONTARIO — (Marketwire) — 03/26/12 — Robert Cudney of Toronto, Ontario, together with joint actor Northfield Capital Corporation (“Northfield”) (TSX VENTURE: NFDA), announces that it has acquired ownership of an aggregate of 4,545,000 units (the “Units”) and 1,550,000 flow-through shares (the “FT Shares”) of Merc International Minerals Inc. (“Merc” or the “Company”) on March 21, 2012, each such Unit consisting of one common share of Merc (each, an “Acquired Share”) and one-half of one common share purchase warrant (each whole such share purchase warrant, a “Warrant”), with each Warrant entitling the holder thereof to acquire one additional common share of the Company, representing approximately 4.9% of the issued and outstanding common shares of the Company as at March 21, 2012 (or approximately 6.6% on a partially diluted basis assuming exercise of the Warrants only).
Upon completion of the transaction described above, Northfield owns and controls an aggregate of 11,748,000 common shares of the Company and 4,322,500 convertible securities of the Company, inclusive of the Warrants (the “Convertible Securities”), representing approximately 9.5% of the issued and outstanding common shares of the Company immediately following the transaction described above (or approximately 12.5% calculated on a partially diluted basis, assuming the exercise of the 4,322,500 Convertible Securities only). Upon completion of the transaction described above, Northfield, together with its joint actors, own and control an aggregate of 12,098,000 common shares of the Company (of which 11,748,000 common shares are owned by Northfield directly and 350,000 common shares are owned by its joint actors) and 4,597,500 Convertible Securities (of which 4,322,500 Convertible Securities are owned by Northfield directly and 275,000 Convertible Securities are owned by its joint actors), representing approximately 9.8% of the issued and outstanding common shares of the Company immediately following the transaction described above (or approximately 13.0% calculated on a partially diluted basis, assuming the exercise of the 4,597,500 Convertible Securities only).
The Units and FT Shares were acquired in a private placement transaction which did not take place through the facilities of any market for Merc-s securities. This transaction was effected for investment purposes and Northfield and its joint actors could increase or decrease their investments in Merc at any time, or continue to maintain their current investment position, depending on market conditions or any other relevant factor. The Units were acquired for a purchase price of Cdn$0.33 per Unit for aggregate consideration of $1,499,850 and the FT Shares were acquired for a purchase price of Cdn$0.40 per FT Shares for aggregate consideration of $620,000, all pursuant to the exemption contained in Section 2.3 of National Instrument 45-106 on the basis that Northfield and its joint actors are 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:
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.
Contacts:
Northfield Capital Corporation
Brent Peters
(416) 628-5901
(416) 628-5911 (FAX)