Ballyliffin Capital Corp.
TSX VENTURE : BLL.H

July 09, 2015 15:49 ET

Ballyliffin Capital Corp. Completes Private Placement With Ironside Resources Inc.

KELOWNA, BRITISH COLUMBIA--(Marketwired - July 9, 2015) - Ballyliffin Capital Corp. ("Ballyliffin") (TSX VENTURE:BLL.H) is pleased to announce that, subject to the issuance of a Final Exchange Bulletin by the TSX Venture Exchange (the "Exchange"), it has completed the previously announced private placement pursuant to which Ballyliffin has acquired 6,567,600 post-consolidated common shares ("Ironside Share") of Ironside Resources Inc. ("Ironside"), at a price of $0.125 per Ironside Share for an aggregate cost of $820,950 (the "Private Placement"). The final figures were adjusted slightly downward as a result of Ballyliffin having available funds of $820,950 on closing rather than $825,000 as disclosed in the news release dated May 8, 2015 and the information circular dated June 3, 2015. The Ironside Shares will be subject to a hold period of 4 months expiring on November 10, 2015.

The transaction constitutes Ballyliffin's Qualifying Transaction pursuant to the policies of the Exchange.

CST Trust Company, the transfer agent for Ironside, will distribute the Ironside Shares to the Ballyliffin shareholders of record as of July 9, 2015 on a pro-rata basis as a return of capital. Each shareholder of Ballyliffin will receive approximately 0.32 Ironside Shares (on a post-consolidated basis) for every share of Ballyliffin held as of the record date. Of the Ironside Shares to be distributed, 504,960 Ironside Shares have been deposited in escrow with CST Trust Company. These escrowed Ironside Shares replace the Ballyliffin shares held by the Ballyliffin seed investors which were held in escrow pursuant to the policies of the Exchange.

The common shares of Ballyliffin will be delisted from the Exchange and Ballyliffin will complete a voluntary dissolution as soon as practicable.

Further details of the transaction, the return of capital and the subsequent dissolution of Ballyliffin can be found in the management information circular of Ballyliffin dated June 3, 2015 which is available at www.sedar.com.

Statements in this press release regarding Ballyliffin's business which are not historical facts are "forward-looking statements" that involve risks and uncertainties, such as terms and completion of the transaction. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties. Actual results in each case could differ materially from those currently anticipated in such statements.

Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange 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. 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 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 the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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