Greenfield Provides Update on Previously Announced Private Placement and RTO

NOT FOR DISSEMINATION IN THE UNITED STATES OF AMERICA 

Further to Greenfield Financial Group Inc.'s ("GRF") (TSX VENTURE:GRF)
previously announced non-binding Letter of Intent with three private companies,
Wheels Holdco Inc. and Bluenose Holdings (Ontario) Inc. (together, "Wheels") and
Logistics Holdings International Inc. ("LHI"), pursuant to which the companies
will merge with GRF pursuant to a reverse-takeover transaction (the
"Transaction") subject to, amongst other things, TSX Venture Exchange Inc.
("TSXV") approval, shareholder approval and a concurrent subscription receipt
financing by LHI (the "Offering"), GRF is pleased to provide the following
update. 


The Offering 

As previously announced, Clarus Securities Inc. ("Clarus") and Stifel Nicolaus
Canada Inc. ("Stifel") have been engaged to lead a syndicate of agents
(together, the "Agents") on a private placement offering of subscription
receipts which are ultimately exchangeable for common shares of GRF, or the
resulting issuer (the "Resulting Issuer"). GRF, Wheels and LHI (the "Parties")
are pleased to announce that the Offering has closed raising gross proceeds of
approximately $15 million priced at $1.00 per subscription receipt (the "Issue
Price"). The gross proceeds of the Offering will be held in escrow pending
completion of the Transaction. Upon completion of the Transaction, the gross
proceeds, less $5 million for the account of certain current shareholders of
Wheels, will be released to the Resulting Issuer. If the Transaction is not
completed on or before January 6, 2012, the proceeds of the Offering, plus
interest thereon, will be returned to the subscribers.


In addition, concurrent with or immediately after the completion of the
Transaction, the Resulting Issuer expects to issue approximately an additional
$3 million in common shares pursuant to a brokered and non-brokered private
placement at $1.00 per common share to certain employees and certain investors
subscribing through registered accounts. The brokered portion of this is
expected to be approximately $0.7 million and all common shares issues under
this brokered portion of the common share offering will be subject to a
four-month hold period. As part of the employee purchases, Mr. Doug Tozer
(President and CEO) and family has subscribed for approximately $2 million in
common shares. This would increase his holdings in the Resulting Issuer to 35.7
million (40.8%) of the outstanding common shares.


Assuming completion of the Transaction, the combined gross proceeds to the
Resulting Issuer of approximately $13 million, less commission for the Agents
and offering expenses, will be used by the Resulting Issuer to pursue growth
strategies which may include an expansion of existing service lines, new
services, and/or acquisitions and to provide working capital for marketing and
general operations. 


The Agents, assuming completion of the Transaction, will receive a cash
commission equal to 6% of the gross proceeds of the Offering, and compensation
warrants to purchase that number of common shares of the Resulting Issuer equal
to 6% of the subscription receipts issued pursuant to the Offering. The Agents
will also receive a cash commission equal to 6% of the gross proceeds of the
brokered portion of the Resulting Issuer common share offering and compensation
warrants to purchase that number of common shares of the Resulting Issuer equal
to 6% of the common shares issued pursuant to the brokered portion of the common
share offering. The compensation warrants are exercisable at the Issue Price for
a period of 24 months from the closing of the Offering.


The Resulting Issuer 

The Resulting Issuer will be named Wheels Group Inc. and Doug Tozer, the current
majority owner and CEO of Wheels, will be CEO.


Following completion of the Transaction and the offerings, there will be
approximately 87.6 million common shares of the Resulting Issuer outstanding.


Shareholders of LHI who will hold approximately 18.5 million shares of the
Resulting Issuer have agreed to assign voting rights to such shares to Doug
Tozer for a period to be mutually agreed upon.


GRF Shareholder Approval 

The Transaction has been approved by GRF shareholders, including a majority of
shareholdings with no interest in Wheels or LHI, at its Special and Annual
meeting held on December 15, 2011. A Management Proxy Circular containing full
information on this transaction, excluding this amendment to the terms of the
private placement was sent to GRF shareholders.


Execution of Definitive Merger Agreement 

GRF, LHI and Wheels have entered into a definitive merger agreement dated
December 22, 2011 ("Definitive Merger Agreement") which sets out the terms and
conditions of the Transaction.


The Transaction 

The Transaction is expected to close on or about December 31, 2011. Completion
of the Transaction is subject to a number of conditions, including but not
limited to TSXV acceptance. There can be no assurance that the Transaction will
be completed as proposed or at all.


Investors are cautioned that, except as disclosed in the Management Information
Circular prepared in connection with the transaction, any information released
or received with respect to the Transaction may not be accurate or complete and
should not be relied upon.


The TSX Venture Exchange has in no way passed upon the merits of the proposed
transaction and has neither approved nor disapproved the contents of this press
release.


Notice on forward-looking statements: 

This release includes forward-looking statements regarding GRF, Wheels, LHI and
their respective businesses. Such statements are based on management's current
expectations. The forward-looking events and circumstances discussed in this
release, including completion of the proposed transaction between GRF, Wheels,
LHI and the Offering, may not occur and actual operating results could differ
materially as a result of known and unknown risk factors and uncertainties
affecting the companies. No forward-looking statement can be guaranteed. Except
as required by applicable securities laws, forward-looking statements speak only
as of the date on which they are made and GRF undertakes no obligation to
publicly update or revise any forward-looking statement, whether as a result of
new information, future events, or otherwise.


This news release does not constitute an offer to sell or a solicitation of an
offer to buy any of the securities in the United States. The securities have not
been and will not be registered under the United States Securities Act of 1933,
as amended (the "U.S. Securities Act") or any state securities laws and may not
be offered or sold within the United States or to U.S. Persons unless registered
under the U.S. Securities Act and applicable state securities laws or an
exemption from such registration is available.
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