Wheels Group Inc. Announces Completion of Business Combination and Financing

NOT FOR DISSEMINATION IN THE UNITED STATES OF AMERICA

Wheels Group Inc. ("Wheels" or the "Company"), formerly Greenfield Financial
Group Inc. (TSX VENTURE:GRF), a leading North American supplier of logistics
solutions, today announced completion of its previously announced business
combination with Wheels Holdco Inc., Bluenose Holdings (Ontario) Inc., and
Logistics Holdings International Inc. ("LHI") the ("Acquisition"). The Company
has changed its name from "Greenfield Financial Group Inc." to "Wheels Group
Inc." The ticker for trading of the common shares of the Company on the TSX
Venture Exchange will also be changed to "WGI". 


Wheels previously announced that Clarus Securities Inc. ("Clarus") and Stifel
Nicolaus Canada Inc. ("Stifel") led a syndicate of agents (together, the
"Agents") that completed a private placement of subscription receipts by LHI
(the "Offering") for gross proceeds of approximately $15 million at a price of
$1.00 per subscription receipt (the "Issue Price"). The gross proceeds of the
Offering were held in escrow pending completion of the Acquisition. At closing,
the net proceeds of the Offering, less $5 million for the account of certain
current shareholders of Wheels, were released to Wheels. 


In addition, Wheels issued an additional $3 million in common shares
(approximately) pursuant to a brokered and non-brokered private placement at
$1.00 per common share, for gross proceeds of $3 million, to certain employees
and certain investors subscribing through registered accounts (collectively, the
"Follow-On Offering"). The brokered portion of this private placement
represented approximately $700,000 of the gross proceeds. All common shares
issued under this brokered portion of the common share offering will be subject
to a four-month hold period. 


The combined proceeds to Wheels of approximately $13 million, less the
commission payable to the Agents and the offering expenses, will be used by the
Company 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.


"We are very excited to have completed this transaction. It marks another
milestone in the Company's 24 year history," said Mr. Doug Tozer, CEO of Wheels.
"Access to public financing will provide added strength for our organization to
fund the expansion of our service capabilities and as well as strategic
acquisitions that drive greater value for our shareholders, customers,
employees, and business partners."


The Agents received a cash commission equal to 6% of the gross proceeds of the
Offering and the Follow-On Offering, and compensation warrants to purchase that
number of common shares of Wheels equal to (i) 6% of the subscription receipts
issued pursuant to the Offering, and (ii) 6% of the common shares sold pursuant
to the Follow-On Offering. The compensation warrants are exercisable at the
Issue Price for a period of 24 months from the date of the closing of the
Offering.


The Company anticipates its common shares will commence trading shortly on the
TSX Venture Exchange (the "Exchange") as a Tier 2 issuer under its new trading
symbol "WGI".


The Company's board of directors now consists of Mr. Doug Tozer, Dr. Phillip
Tabbiner, Mr. Gordon Feeney, Mr. Kingsley Ward, and Mr. Gregory Cochrane. The
Company's management now consists of Doug Tozer, Chief Executive Officer, Peter
Jamieson, Chief Operating Officer, and Laurie Fox, Chief Financial Officer and
Corporate Secretary. 


Upon issuance of the final bulletin of the Exchange with respect to the
Acquisition (the "Exchange Bulletin"), Wheels share capital will be comprised of
the following:




   87,556,568 common shares outstanding;                                    
   945,660 broker warrants outstanding;                                     
   7,426,590 Series 1A Preference Shares; and                               
   7,977,515 options to acquire 7,977,515 common shares of the Company      
    pursuant to the stock option plan of the Company.                       



Of the outstanding share capital, an aggregate of 67,795,933 common shares are
held in escrow pursuant to the terms of an escrow agreement entered into among
the Company, Equity Financial Trust Company (the "Escrow Agent"), as escrow
agent, and certain shareholders. Such common shares shall be released, as to 10%
upon the issue of the Exchange Bulletin with respect to the completion of the
Acquisition, then as to an additional 20% on the date that is 6 months following
the Exchange Bulletin, as to an additional 30% on the date that is 12 months
following the Exchange Bulletin, and as to the remaining 40% on the date that is
18 months following the Exchange Bulletin. The foregoing numbers are percentage
references to the original number of the securities deposited into escrow.


An additional 1,534,055 common shares, held by former insiders of Greenfield
Financial Group Inc., are also held in escrow in compliance with the Exchange's
escrow requirements. These securities are held in escrow by the Escrow Agent
pursuant to an escrow agreement among Wheels, the Escrow Agent and certain
shareholders. The securities subject to this escrow agreement shall be released
in accordance with the requirements of the Exchange.


Additional information concerning the Acquisition may be found in the management
information circular of Greenfield Financial Group Inc. dated November 8, 2011,
prepared in accordance with the requirements of the Exchange and filed under the
profile of the Company on SEDAR. 


About Wheels

Founded in 1988, Wheels Group is a leading North American provider of third
party logistics, transportation, high value fulfillment, and warehousing
services. As a non-asset provider, the Company develops advanced supply chain
solutions delivered through its qualified partner network of over 5,000 truck,
rail, air, and ocean carriers. Wheels Group serves consumer goods, food and
beverage, manufacturing, and retail clients through 20 offices throughout the
U.S. and Canada. The Company operates three divisions: Wheels International,
Clipper Group, and Synergex Logistics. Wheels International has been named one
of Canada's 50 Best Managed Companies since 1997. Wheels Clipper has been named
one of North America's Top 100 third-party logistics ("3PL"), one of the Top 100
Food 3PL's and one of the Top Five IMC's (intermodal marketing companies). 


Information in this news release that is not current or historical factual
information may constitute forward-looking information within the meaning of
securities laws. Implicit in this information, particularly in respect of the
future outlook of Wheels and anticipated events or results, are assumptions
based on beliefs of Wheels' senior management as well as information currently
available to it. While these assumptions were considered reasonable by Wheels at
the time of preparation, they may prove to be incorrect. Readers are cautioned
that actual results are subject to a number of risks and uncertainties. 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 Wheels 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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