Northfield Capital Announces Transaction to Acquire Remaining Minority Interest of Northfield Aviation

Core Viewpoint - Northfield Capital Corporation's subsidiary, Spruce Goose Aviation Inc., is acquiring the remaining 9% of Northfield Aviation Group Inc. shares not already owned, resulting in 100% ownership post-transaction [1][2]. Group 1: Transaction Details - The share purchase agreement involves the issuance of 60,000 Class A restricted voting shares at a deemed price of C$5.23 per share to the vendor, Iain Hayden [1]. - Northfield Aviation consists of 9,357 Class A common shares and 22,303 Class B common shares, which represent the remaining ownership interest [2]. - The completion of the transaction is subject to TSX Venture Exchange approval and other customary closing conditions, expected around May 8, 2025 [3]. Group 2: Related Party Transaction - The vendor, Iain Hayden, is a director of Northfield Aviation, categorizing this transaction as a related party transaction under MI 61-101 [4][5]. - Northfield Capital Corporation is exempt from formal valuation and minority shareholder approval requirements due to the transaction's value being below 25% of the corporation's market capitalization [5]. Group 3: Company Overview - Northfield Capital Corporation is a publicly traded Canadian investment firm with a focus on resources, mining, aviation, and premium alcoholic beverages, established in 1981 [6].