Capstock Announces Asset Purchase Agreement with Kimpar

CAPSTOCK FINANCIAL INC.

6975 Balaclava Street Vancouver, B.C. V6N 1M4 Telephone: (604) 689-4733 Fax: (604) 251-1721

CAPSTOCK ANNOUNCES ASSET PURCHASE AGREEMENT WITH KIMPAR

Vancouver, B.C., September 1, 2011 CAPSTOCK FINANCIAL INC. (NEX: CPK.H) (the “Company” or “Capstock”) announces that it has entered into an asset purchase agreement (the “Asset Purchase Agreement”) with Kimpar Resources Inc. (“Kimpar”) dated effective August 30, 2011 with respect to the acquisition by Capstock from Kimpar of certain mineral claims located in the Gaspe region of Quebec (the “Transaction”).

The Transaction, if completed, will constitute Capstock’s Qualifying Transaction under the policies of the TSX Venture Exchange (the “Exchange”). The Transaction is an arm’s length transaction and shareholder approval from Capstock’s shareholders will not be required by the Exchange. Pursuant to Exchange policy, Capstock’s common shares have been halted. Capstock’s common shares will remain halted until such time as all required documentation has been filed with and accepted by the Exchange and permission to resume trading has been obtained from the Exchange. This news release should not be considered a comprehensive summary of the Transaction. Additional information required by the Exchange will be disseminated when such information is available.

Transaction Summary

Pursuant to the terms of the Asset Purchase Agreement, Capstock will acquire Kimpar’s legal and beneficial right, title and interest in and to 284 mining claims comprising approximately 12,000 acres of copper-molybdenum lands, granite aggregate quarries and a deposit of absolute black granite, all located in the Gaspe region of Quebec (collectively, the “Properties”) together with Kimpar’s right, title or interest in all information and all know-how respecting the Properties (the “Information”). As consideration for the acquisition of the Properties and the Information, Capstock will issue Kimpar 17,150,000 common shares in the capital of Capstock (the “Shares”) at a deemed price of $0.35 per Share, assume Kimpar's promissory notes in an aggregate amount of $727,465.84 (for an aggregate purchase price of $6,729,965.84) and assume Kimpar’s obligation to pay under certain underlying agreements entered into by Kimpar with other parties and be bound by such underlying agreements.

In addition to the consideration payable to Kimpar pursuant to the terms of the Asset Purchase Agreement, Capstock has entered into a Net Smelter Returns Royalty Agreement (the “Royalty Agreement”) with 49 North Resources Inc. (“49 North”), the controlling shareholder of Kimpar, with respect to the granting by Capstock to 49 North of a 2% net smelter returns royalty from the sale of all products from the copper-molybdenum lands portion of the Properties (the “Royalty”). Capstock may, at any time, by making a cash payment of $1,000,000 to 49 North to reduce the Royalty from 2% to 0.5%.

Under Exchange policy a sponsor is generally required for a reverse take-over transaction unless an exemption is available or a waiver is granted by the Exchange. The Company expects to apply for an exemption from sponsorship based on closing a private placement of at least $500,000 but there can be no assurance that such exemption will be available.

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The Company’s Shares are listed on the NEX Board of the Exchange under the symbol “CPK.P” and upon completion of the Transaction, the Company expects to be a Tier 2 Mining issuer of the Exchange.

Private Placement

Pursuant to the terms of the Asset Purchase Agreement, concurrent with the closing of the Transaction Capstock is required to complete a private placement (the “Private Placement”) of no less than 6,000,000 Shares or units of Capstock (“Units”) at a price of $0.40 per Share or Unit for gross proceeds of no less than $2,400,000. The Private Placement may be a brokered offering and Capstock will issue a further news release disclosing the terms of the Private Placement when settled. The Company may pay a finder’s fee on the Private Placement in cash, Shares, share purchase warrants or a combination of thereof within the maximum amount permitted by the policies of the Exchange.

Conditions Precedent to Completing the Transaction

In addition to completion of the Private Placement, the Transaction is subject to completion of:

(i) satisfactory due diligence reviews; (ii) approval of the Transaction by the shareholders of Kimpar; (iii) preparation and filing of a Capstock Filing Statement; (iv) cancellation of all of Capstock’s outstanding stock options; (v) resignation of all the directors of Capstock except for R.A. Bruce McDonald and resignation of all the officers of Capstock; (vi) transfer of 5,000,000 Shares currently held under an Exchange escrow agreement to Kimpar for an aggregate purchase price of $500,000; (vii) the receipt of all necessary consents, approvals, authorizations (including Exchange and shareholder approval) for the Transaction; (viii) the confirmation of the representations and warranties of each party to the Asset Purchase Agreement; (ix) the absence of any material adverse changes in relation to the Properties or the Information and (x) other conditions which are customary or appropriate for a transaction of this type.

Directors of Capstock Following the Closing of the Transaction

Pursuant to the terms of the Asset Purchase Agreement, concurrent with the closing of the Transaction Marcus J. Arnold will resign as a director and Dora Antulov-Sanvido will resign as a director and officer of Capstock. R.A. Bruce McDonald will resign as an officer of Capstock but will remain as a director of Capstock after closing of the Transaction and take on the position of Non-Executive Chairman.

Upon closing of the Transaction, Victor Goncalves, Andrew Davidson, Tim Termuende and Denis Clement will be appointed directors of Capstock and Victor Goncalves will be appointed as the President and Chief Executive Officer and Andrew Davidson will be appointed as the Chief Financial Officer and Secretary of Capstock.

The following sets out backgrounds of all the directors and officers of Capstock upon completion of the Transaction:

Victor Goncalves – President, Chief Executive Officer and a director

Victor Goncalves earned a B.A. in Economics from the Faculty of Business and Economics at the University of Winnipeg, where he completed a thesis on the energy efficiency of uranium.

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He has a strong economic background, with nearly ten years as a successful market analyst and a consultant for several funds, including The Harvard Management Fund. Mr Goncalves was founder and director of The Equities and Economics Report, whose proven track record includes predicting several major inflection points in the markets. He continues to write for publications such as Barron’s Magazine, Resource Magazine, Kitco and other successful internet newsletters. Well-respected for his success as an analyst and his expertise in project valuations, Mr Goncalves makes regular appearances on BNN and Mining Industry TV, and as a speaker at many international investment conferences. Mr. Goncalves is currently the President and CEO of Threegold Resources Inc., an Exchange listed issuer under the stock symbol THG.

Andrew Davidson – Chief Financial Officer, Secretary and a director

A graduate of the University of Calgary (BComm), Mr. Davidson is also a Chartered Accountant with Certification in both Saskatchewan and Alberta. Mr. Davidson's extensive experience in Canadian and international financial reporting standards has been gained through years of experience in public practice accounting in both the Alberta and Saskatchewan markets, focusing specifically on assurance for publicly listed enterprises. Mr. Davidson is currently the Chief Financial Officer and Secretary of 49 North, an Exchange listed issuer under the stock symbol FNR. He also sits as a director of Allstar Energy Limited, Prairie First Energy Inc., Olympic Resources Inc. and Vicarage Capital Ltd.

Tim Termuende – Director

Mr. Termuende is a professional geologist with over 25 years experience in the mineral exploration industry. Since obtaining his degree in Geological Sciences at the University of British Columbia, Tim has worked on exploration projects throughout North, Central and South America, and has inspected mineral deposits in the former Soviet Union. Mr. Termuende is currently the President and CEO of Eagle Plains Resources Ltd., an Exchange listed issuer under the stock symbol EPL, and currently oversees a broad range of ongoing exploration projects located throughout British Columbia, Saskatchewan, the Yukon and Northwest Territories.

Denis Clement – Director

A graduate of Sir George Williams University, the University of Ottawa and the London School of Economics, Mr. Clement has 27 years of experience in corporate finance, law and management. Mr. Clement is currently a director of CGX Energy Inc. (an Exchange listed issuer under the stock symbol OYL), Azabache Energy Inc. (formerly, Argenta Oil & Gas Inc., an Exchange listed issuer under stock symbol AZA), Vena Resources Inc. (a Toronto Stock Exchange listed issuer under stock symbol VEM) Dumont Nickle Inc. as well as a number of private oil and gas and mining companies.

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R. A. Bruce McDonald – Director and Non-executive Chairman

Mr. McDonald has been a director of Capstock since June 2006. Mr. McDonald is a Vancouverbased businessman. He has had involvement with numerous companies, both public and private, since the mid-1980s.

Capstock’s Capitalization Following Closing of the Transaction

As at the date hereof Capstock has 8,350,000 Shares issued and outstanding. Capstock currently has 610,000 stock options outstanding and pursuant to the terms of the Transaction such stock options will be terminated prior to closing of the Transaction. Assuming the completion of the maximum amount of the Private Placement of Shares, Capstock will have on closing of the Transaction 31,500,000 Shares issued and outstanding and nil dilutive securities. Assuming further that neither 49 North nor Kimpar participate in the Private Placement Kimpar will on closing of the Transaction hold approximately 70% of the issued and outstanding Shares.

About 49 North Resources Inc. and Kimpar Resources Inc.

Kimpar is a non-reporting issuer incorporated pursuant to the federal laws of Canada. 49 North is the controlling shareholder of Kimpar and holds 80% of the issued and outstanding common shares of Kimpar. 49 North is a Saskatchewan focused resource investment company with strategic operations in financial, managerial and geological advisory services and merchant banking. 49 North’s portfolio of assets includes direct project involvement in the resource sector, as well as investments in shares and other securities of junior and intermediate mineral and oil and gas exploration companies. 49 North is listed on the Exchange under the symbol FNR and was incorporated pursuant to the laws of the Province of Saskatchewan. Additional information about 49 North is available under 49 North’s SEDAR profile at www.sedar.com.

All information provided in this news release relating to 49 North and Kimpar has been provided by management of 49 North and has not been independently verified by management of Capstock.

About Capstock Financial Inc.

The Company is designated as a Capital Pool Company by the Exchange and currently trades on NEX under the symbol “CPK.H”. The Company has not commenced commercial operations and has no assets other than cash. Any proposed Qualifying Transaction must be approved by the Exchange and, in the case of a non-arm’s length Qualifying Transaction, must also receive majority approval of the minority shareholders. Until the completion of a Qualifying Transaction, the Company will not carry on any business other than the identification and evaluation of businesses or assets with a view to completing a proposed Qualifying Transaction. For further information regarding the Company and the Company’s management team, see the Prospectus filed with the Company’s disclosure documents on SEDAR at www.sedar.com.

For further information, please contact:

Capstock Financial Inc.

R.A. Bruce McDonald, President and Chief Executive Officer Tel: (604) 689-4733

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ON BEHALF OF THE BOARD

“R.A. Bruce McDonald”

R.A. Bruce McDonald President, Chief Executive Officer and a Director

Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange Requirements, majority of the minority shareholder approval. Where applicable, the transaction cannot close until the required shareholder approval is obtained. 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 or filing statement to be 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. Trading in the securities of a capital pool company should be considered highly speculative.

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

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Statement Regarding “Forward-Looking” Information

Some of the statements contained in this news release are forward-looking statements and information within the meaning of applicable securities laws. Forward-looking statements and information can be identified by the use of words such as “expects”, “intends”, “is expected”, “potential”, “suggests” or variations of such words or phrases, or statements that certain actions, events or results “may”, “could”, “should”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking statements and information are not historical facts and are subject to a number of risks and uncertainties beyond Capstock’s control. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this news release. Accordingly, readers should not place undue reliance on forward-looking statements. Capstock undertakes no obligation to update publicly or otherwise revise any forward-looking statements, except as may be required by law.