Iron Creek Capital Corp.
TSX VENTURE : IRN

Iron Creek Capital Corp.
Polar Star Mining Corporation
TSX : PSR

Polar Star Mining Corporation

December 16, 2014 13:54 ET

Iron Creek Capital Corp. and Polar Star Mining Corporation Announce Completion of Arrangement

VANCOUVER, BRITISH COLUMBIA and TORONTO, ONTARIO--(Marketwired - Dec. 16, 2014) - Iron Creek Capital Corp. (TSX VENTURE:IRN) ("Iron Creek") and Polar Star Mining Corporation (TSX:PSR) ("Polar Star") - jointly the "Companies" - are pleased to announce the completion of the previously announced plan of arrangement (the "Arrangement") involving Iron Creek, 9057404 Canada Inc. ("Acquireco"), a wholly-owned subsidiary of Iron Creek, and Polar Star.

Pursuant to the Arrangement, Iron Creek acquired all of the issued and outstanding common shares of Polar Star ("Polar Star Shares"), Polar Star amalgamated with Acquireco to continue as a wholly-owned subsidiary of Iron Creek, and Polar Star shareholders received 0.26 common shares of Iron Creek (the "Iron Creek Shares") for each Polar Star Share (the "Share Exchange Ratio"). Additionally, outstanding options to purchase Polar Star Shares were converted into options to purchase Iron Creek Shares, with appropriate adjustments to reflect the Share Exchange Ratio, and outstanding warrants to purchase Polar Star Shares, when exercised, will be exchanged into the number of Iron Creek Shares in lieu of each Polar Star Share to which such holder was theretofore entitled, with appropriate adjustments to reflect the Share Exchange Ratio.

Polar Star sought the approval of the Supreme Court of British Columbia for the Arrangement and the Final Order was obtained on December 12, 2014.

In connection with the Arrangement, Polar Star Shares will be de-listed from the Toronto Stock Exchange (the "TSX"), and applications will be made for Polar Star to cease to be a reporting issuer in the applicable jurisdictions.

Following the Arrangement, Iron Creek changed its name to Revelo Resources Corp., and Revelo will continue to list on the TSX-V under a new ticker symbol "RVL".

Further information regarding the Arrangement and the transactions related thereto is available under the profiles of Polar Star and Iron Creek (and then Revelo) on SEDAR at www.sedar.com or on the soon to be launched Revelo website at www.reveloresources.com.

About Polar Star

Polar Star is a TSX-listed exploration company with a focus on building shareholder value in Chile. Polar Star's strategy is to identify large, potential copper/gold systems and carry out initial work to establish strong technical fundamentals and thereafter bring in major joint venture partners.

Polar Star is actively exploring its 45,000 hectare flagship project, Montezuma, through a joint venture with a subsidiary of Newmont Mining. The Montezuma project is located immediately to the south of Codelco's Chuquicamata and Ministro Hales mines, near the town of Calama, in northern Chile.

Additionally, Polar Star has formed a strategic alliance by entering into a joint venture agreement with a subsidiary of BHP Billiton regarding 126,100 hectares of exploration land, divided into three blocks, located south of Polar Star's Montezuma project along approximately 150 kilometres of the Domeyko Fault System in northern Chile.

Located 65 kilometres east of Copiapó in northern Chile, the Los Azules Project, which is 100% owned by Polar Star through its wholly-owned subsidiary, Minera Celeste Chile Limitada, consists of 16 exploitation concessions and 5 exploration concessions totaling 3,818 hectares.

Polar Star also has important passive investments in Kairos Capital Corporation that has exploration properties in Chile, and Xtract Resources Plc that has an operating copper-gold mine in southern Chile.

About Iron Creek

Iron Creek is a Vancouver-based exploration company focused on the acquisition and exploration of world-class mineral systems in Chile and elsewhere. Iron Creek's business model is that of prospect generator, with a view to building wealth by growing its property portfolio and generating income by farming out its properties in exchange for a combination of retained interests, cash payments, advance royalties and production royalties over time.

Iron Creek has assembled a portfolio of high-quality exploration projects prospective for copper, gold and silver mineralization, covering more than 114,000 hectares of exploration tenement along proven mineral belts in northern Chile. All Iron Creek projects have relatively easy access, with several key projects being located close to major road infrastructure.

Iron Creek has optioned its largest property, Las Pampas (approximately 50,000 hectares), prospective for high-grade precious metals veins, to a subsidiary of Kinross Gold Corp. Other key projects are available for option or joint venture. Iron Creek also retains an uncapped 2% NSR royalty over an additional 45,000 hectares of exploration ground highly prospective for copper and precious metals mineralisation at Victoria in northern Chile.

About Revelo Resources Corp.

Revelo is building a sustainable exploration business focused on securing prospective land along the prolific mineral belts of northern Chile. Revelo is implementing effective exploration and capital management strategies to grow, advance and de-risk its portfolio to provide shareholders with multiple opportunities for exploration success.

Revelo is a Canadian company formed from the merger of Iron Creek and Polar Star. Revelo controls approximately 300,000 Ha of 100% owned exploration tenement along proven mineral belts in northern Chile. The portfolio is comprised of 16 high-quality exploration projects prospective for copper, gold and silver including 5 projects already under option/JV agreements with Kinross Gold (Las Pampas Project), Newmont Mining (Montezuma Project), and BHP Billiton (Blocks 2, 3 & 4 Projects). In addition, Revelo retains one royalty interest in the Victoria Project, an important copper-gold-silver exploration project in northern Chile.

Revelo is listed on the TSX Venture Exchange (TSX VENTURE:RVL). For more information please visit Revelo's website at www.reveloresources.com.

ON BEHALF OF THE BOARDS

Colin Bird, President & CEO

Timothy J. Beale, President

Neither the TSX, the TSX Venture Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Statement

This news release contains certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical fact, that address events or developments that Iron Creek and Polar Star expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential", "indicate" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although Iron Creek and Polar Star believe the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward-looking statements. Such forward-looking information includes statements regarding the ability of Iron Creek and Polar Star to execute the terms of the definitive agreement, and the anticipated components and benefits of the Arrangement.

Factors that could cause the actual results to differ materially from those in forward-looking statements include the risk that if the Arrangement was to be completed, the parties will be unable to realize on the anticipated benefits of the Arrangement. Both parties also face continuing risk in their ongoing operations and risks posed by general economic, market or business conditions. Investors are cautioned that any forward-looking statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of Iron Creek's and Polar Star's management on the date the statements are made. Iron Creek and Polar Star undertake no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change, except as required by law.

Contact Information

  • Polar Star Mining Corporation
    Colin Bird
    President & CEO
    +44 77 178 94394

    Iron Creek Capital Corp.
    Chiara Orrigoni
    Investor Relations Manager
    +1 604 687 5544