NR - Further acquistion of HDG shares 20% plusTORONTO, November 12, 2008 - Northern Financial Corporation (“Northern”) (TSX: NFC) announced that it acquired today an additional 84,500 common shares of High Desert Gold Corporation (“HDG”; TSX: HDG) representing approximately 0.21% of the total issued common shares of HDG. The HDG shares were acquired on the Toronto Stock Exchange for investment purposes. The highest price paid per HDG share was $0.175 and the average price paid per HDG share was $0.171. Combined with the HDG common shares previously owned, Northern now owns a total of 8,285,400 HDG shares, representing approximately 20.18% of the total issued HDG shares, based on the number of issued and outstanding HDG shares disclosed in HDG’s press release on November 3, 2008.
During the currency of the Offer, Northern has acquired an aggregate of 990,500 HDG shares on the Toronto Stock Exchange at an average price per HDG share of $0.181.
Northern notes HDG’s press release issued today disclosing certain amendments to HDG’s shareholder rights plan (the “Rights Plan”). After submitting an application to the British Columbia Securities Commission (the “BCSC”) for an order cease trading the HDG securities issued, if any, under the Rights Plan, Northern engaged in discussions with HDG and has agreed to the following.
In consideration for Northern withdrawing its application to the BCSC, HDG has amended the Rights Plan to permit Northern to acquire up to an additional 5% of the issued and outstanding HDG shares without triggering the application of the Rights Plan. It is currently Northern’s intention to acquire up to an additional 2.59% of the issued and outstanding HDG shares, subject to applicable law.
Further, if at the expiry time of Northern’s Offer, which is currently December 5, 2008, a sufficient number of HDG shares have been tendered and not withdrawn which, when taken with the HDG shares already owned by Northern, constitute at least 50% plus one HDG share, Northern shall be permitted to take up and pay for such HDG shares without triggering the application of the Rights Plan. In the event that the Offer is open for acceptance for a period of not less than 55 days, the Offer shall constitute a “Permitted Bid” and the Rights Plan will effectively not apply to Northern’s Offer.
Northern confirms that it has withdrawn its application to the British Columbia Securities Commission for an order cease trading the HDG securities issued, if any, under the Rights Plan.