Iron Creek Capital Corp.
TSX VENTURE : IRN

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

Polar Star Mining Corporation

December 10, 2014 16:29 ET

Iron Creek and Polar Star Announce Respective Shareholder Approval of the Arrangement

VANCOUVER, BRITISH COLUMBIA and TORONTO, ONTARIO--(Marketwired - Dec. 10, 2014) -

NOT FOR DISTRIBUTION TO US NEWSWIRE SERVICES NOR FOR DISSEMINATION IN THE UNITED STATES OF AMERICA

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 that their requisite shareholder approvals have been obtained in connection with the plan of arrangement (the "Arrangement") pursuant to the arrangement agreement among Iron Creek, Polar Star and 9057404 Canada Inc. dated October 28, 2014 (the "Arrangement Agreement"). At their respective special meetings of shareholders held on December 10, 2014, (a) Polar Star received 99.91% approval of the shareholders who voted on the arrangement resolution, and (b) Iron Creek received 100.00% approval of the shareholders who voted on the issuance of common shares of Iron Creek pursuant to the Arrangement, 100.00% approval of the shareholders who voted on the change of Iron Creek's name to "Revelo Resources Corp." and 99.99% approval of the shareholders who voted on the amendments to the option terms of certain departing directors of Iron Creek. Polar Star intends to seek the approval of the Supreme Court of British Columbia for the Arrangement and Final Order on December 12, 2014, and the parties intend to proceed to closing the Arrangement on or about December 16, 2014.

Pursuant to the Arrangement, a letter of transmittal (the "Letter of Transmittal") was enclosed with the joint information circular for use by registered Polar Star shareholders for the purpose of surrendering Polar Star shares ("Polar Star Shares") in exchange for Iron Creek Shares. Upon return of a properly completed Letter of Transmittal to Equity Financial Trust Company ("Equity") and completion of the Arrangement, certificates representing the number of Iron Creek Shares with adjustments reflecting the share exchange ratio will be mailed to such registered Polar Star shareholders. Registered Polar Star shareholders should send their completed Letters of Transmittal and Polar Star share certificates to Equity as soon as possible in order to receive the Iron Creek Shares to which they are entitled under the Arrangement. A copy of the Polar Star letter of transmittal is available under Polar Star's profile on SEDAR at www.sedar.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 Newco - Revelo Resources Corp.

Following the Arrangement, the Companies will re-brand under a new name, Revelo Resources Corp. ("Revelo"), subject to shareholder approval, and will list on the TSX-V under the ticker symbol "RVL". Revelo will control approximately 300,000 hectares of highly prospective exploration ground in northern Chile focused on copper, gold and silver. Revelo will have existing option and joint venture agreements with Kinross Gold (Las Pampas option agreement), Newmont Mining (Montezuma joint venture agreement), and BHP Billiton (Blocks 2, 3 & 4 joint venture agreements). The focus of exploration is on major discoveries for copper, gold and silver, with all exploration tenements being strategically located along some of the world's most productive mineral belts in northern Chile.

Revelo will have a strong institutional shareholder base in the US, Canada and the UK; a strong treasury of approximately $3M; a small office and technical team based in Santiago, Chile; and a corporate presence based in Vancouver.

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
    Colin Bird
    President & CEO
    +44 77 178 94394

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