Raystar Capital Ltd.
TSX VENTURE : RYA.H

June 28, 2013 18:00 ET

Raystar Amends Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - June 28, 2013) -

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION THROUGH U.S. NEWSWIRE SERVICES

Raystar Capital Ltd. (TSX VENTURE:RYA.H) ("Raystar" or the "Company") announces that further to the Company's news release dated June 21, 2013 regarding the purchase of the Point Leamington Zn-Au-Ag-Cu Project (the "Project") in Newfoundland, Raystar has amended the terms of the concurrent non-brokered private placement (the "Private Placement") of 23,333,334 units (the "Units") at a price of $0.15 per Unit for gross proceeds of $3,500,000. Each Unit will now consist of one common share and one transferable share purchase warrant (the "Warrants"). Each Warrant is exercisable for a period of two years at a price of $0.30. There is no finder's fee payable in connection with the Private Placement.

All securities issued in the Private Placement will be subject to a statutory hold period expiring four months and one day after closing of the Private Placement. Completion of the Private Placement is subject to a number of conditions, including, without limitation, receipt of all regulatory approvals, including approval of the Exchange.

The Company intends to use the proceeds of the Private Placement to advance the Point Leamington Project, for general working capital, and for future asset acquisitions.

Upon completion of the Transaction and the Private Placement, Raystar will have 50,190,374 common shares issued and outstanding and a working capital position of approximately $4,000,000.

None of the securities sold in connection with the Private Placement will be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

The purchase of the Project (the "Transaction") will form the basis for the Company's reactivation from the NEX board of the TSX Venture Exchange (the "Exchange") to Tier 2 on the Exchange. Completion of the Transaction is subject to a number of conditions, including, without limitation, completion of the Private Placement (as defined above) and receipt of all regulatory approvals, including approval of the Exchange.

ON BEHALF OF THE BOARD

Edward Farrauto, President, Chief Executive Officer and Chief Financial Officer

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.

Completion of the Transaction is subject to a number of conditions including Exchange acceptance. There can be no assurance that the Transaction will be completed as proposed or at all. Investors are cautioned that 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 Raystar Capital Ltd. should be considered highly speculative.

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

Forward Looking Statements

Certain statements herein may contain forward-looking statements and forward-looking information within the meaning of applicable securities laws. Forward-looking statements or information appear in a number of places and can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate" or "believes" or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements and information include statements regarding the Transaction, the Private Placement, the timing of exploration programs and filing of technical reports and the Company's exploration plans and exploration results with respect to the Project. With respect to forward looking statements and information contained herein, we have made numerous assumptions, including assumptions about mineral prices, cut-off grades, metallurgical recoveries, operating and other costs and technical assumptions used in the estimate. Such forward-looking statements and information are subject to risks, uncertainties and other factors which may cause the Company's actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statement or information. Such risks include discrepancies between actual and estimated mineral resources, subjectivity of estimating mineral resources and the reliance on available data and assumptions and judgments used in the interpretation of such data, speculative and uncertain nature of gold exploration, exploration costs, capital requirements and the ability to obtain financing, volatility of global and local economic climate, share price volatility, estimate gold price volatility, changes in equity markets, increases in costs, exchange rate fluctuations and other risks involved in the mineral exploration industry. There can be no assurance that a forward-looking statement or information referenced herein will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements or information. Also, many of the factors are beyond the control of the Company. We undertake no obligation to reissue or update any forward-looking statements or information except as required by law. All forward-looking statements and information herein are qualified by this cautionary statement.

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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