Building a Leading Intermediate Gold Producer
New Gold welcomes Richfield Ventures Corp. shareholders. Following the completion of the Business Transaction announced June 1, 2011 and pursuant to the Plan of Arrangement, New Gold has acquired all of the issued and outstanding common shares of Richfield Ventures Corp. Under the terms of the Arrangement, each Richfield shareholder will receive 0.9217 of a New Gold common share and a nominal cash payment of $0.0001 for each Richfield share held. In order to receive the consideration, Richfield shareholders should follow the instructions that are set out in Richfield’s Notice of Special Meeting and Management Information Circular dated April 26, 2011, available at www.sedar.com under Richfield’s SEDAR profile and below as a download.

Richfield Ventures ceased trading on the TSX Venture Exchange on June 1, 2011. New Gold’s transfer agent, Computershare, has issued New Gold shares in exchange for Richfield Ventures shares in connection with the Plan of Arrangement.

Richfield Ventures shareholders should send their completed and executed letters of transmittal and Richfield Ventures share certificates to Computershare as soon as possible in order to receive the shares and the consideration to which they are entitled pursuant to the Plan of Arrangement. A copy of the letter of transmittal is available below, along with additional information you may find useful.

Downloads

Letter of Transmittal
Correction to Letter of Transmittal
Management Information Circular
News Release May 31, 2011: Richfield Securityholders Approve Arrangement Transaction Involving Acquisition by New Gold
News Release April 4, 2011: New Gold Agrees to Acquire Richfield Ventures Corp. - Adds Gold Project in British Columbia
April 4, 2011 Corporate Presentation
News Release June 1, 2011: New Gold Closes Acquisition of Richfield Adds Additional Gold Project to Growth Pipeline

Important tax information for Richfield shareholders

The exchange of Richfield shares for New Gold shares results in a disposition of Richfield shares held by each shareholder for Canadian tax purposes. Accordingly, a Richfield shareholder may realize a gain (or loss) and be subject to tax. It is possible for a Richfield shareholder subject to Canadian income tax to defer some or all of the gain and tax resulting from the disposition by making joint tax election(s) with New Gold under section 85 of the Income Tax Act. Such tax election(s) must be then filled with the Canada Revenue Agency and any applicable provincial taxation authorities in the prescribed form and within the prescribed time. The joint tax election(s) are optional. A Richfield shareholder that is subject to Canadian income tax that does not make the joint tax election(s) with New Gold will not obtain a tax-deferred rollover on any gain realized on the disposition of their Richfield shares and may be subject to Canadian income tax.

Any Richfield shareholder subject to Canadian income tax that would like to make a tax election must provide their name, mailing address and telephone number via voicemail on the Richfield technical assistance hotline at 1-855-464-2031 or via email at newgold.tax.election@ca.pwc.com. New Gold's representatives will contact all Richfield shareholders with instructions on how to make the tax election.

The following Richfield shareholders should NOT file a tax election:

Richfield shareholders that are non-residents of Canada that are not required to file a tax return. Uncertain taxpayers should contact their accountants or tax representatives.
Richfield shareholders that held all of their Richfield shares in an RRSP, RRIF, RRP, TFSA, or other Canadian tax-exempt plan.
Richfield shareholders that realizes a loss on the disposition of their Richfield shares.

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