|By Marketwired .||
|January 27, 2014 02:58 PM EST||
TORONTO, ONTARIO -- (Marketwired) -- 01/27/14 -- 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 7,000,000 common shares (the "Subject Shares") and 7,000,000 share purchase warrants (the "Warrants") of Superior Copper Corporation (TSX VENTURE: SPC) (the "Company") at a cost of $0.05 per unit ("Unit"), with each Unit consisting of one Subject Share and one Warrant. The Subject Shares and Warrants were acquired by Northfield through a private placement on January 24, 2014, and represent approximately 6.9% of the issued and outstanding common shares of the Company as of January 24, 2014 (or approximately 12.9% calculated 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 10,728,000 common shares of the Company (the "Owned Shares") and the Warrants entitling Northfield to acquire an additional 7,000,000 common shares of the Company, representing approximately 10.6% of the issued and outstanding common shares of the Company as of January 24, 2014 (or approximately 16.3% calculated on a partially diluted basis, assuming the exercise of the Warrants only).
Upon completion of the transaction described above, Northfield, together with its joint actor, Mr. Robert Cudney, own and control an aggregate of 11,928,000 common shares of the Company (of which the 10,728,000 Owned Shares are owned by Northfield directly and 1,200,000 common shares are owned by its joint actor), and convertible securities entitling Northfield and its joint actor to acquire an additional 9,000,000 common shares of the Company (of which the 7,000,000 Warrants are owned by Northfield directly and 2,000,000 such convertible securities are owned by its joint actor), representing approximately 11.7% of the issued and outstanding common shares of the Company as of January 24, 2014 (or approximately 18.9% calculated on a partially diluted basis, assuming the exercise of the 9,000,000 convertible securities only).
The Subject Shares and Warrants were acquired in a private placement transaction which did not take place through the facilities of any market for the Company's securities. This transaction was effected for investment purposes and Northfield and its joint actor, Mr. Cudney, could increase or decrease their investments in the Company at any time, or continue to maintain their current investment position, depending on market conditions or any other relevant factor. The Subject Shares and Warrants were acquired for aggregate consideration of $400,000.00, 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.
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
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.
Northfield Capital Corporation
(416) 628-5911 (FAX)
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