TORONTO, Feb. 6 /CNW/ - Polar Star Mining Corporation ("Polar Star" or the "Company") is pleased to announce that its previously announced financing (the "Offering") received judicial approval on February 5, 2009 to close on or after February 13, 2009. "This is a positive development for all shareholders of Polar Star," stated Stephen Roman, Executive Chairman of Polar Star, following a brief hearing yesterday afternoon before a judge of the Ontario Superior Court of Justice (the "Court").

That hearing had been precipitated by dissident shareholder Douglas Willock's recent activities following his requisition, delivered January 26, 2009, for a shareholder meeting. On January 29, 2009, the Polar Star board of directors met and authorized a Special Committee to take carriage of responding to the requisition. Instead of waiting for a recommendation of the Special Committee, on February 3, 2009, Mr. Willock commenced an application seeking relief in connection with his requisition. On the morning of February 5, 2009, in a Chambers appointment before a judge of the Court, Mr. Willock, through his counsel, indicated that he was also seeking an injunction to prevent the Offering from closing as previously announced. The Chambers Judge ordered the parties to return to the Court later that day to present arguments on that issue.

Shortly before the hearing, the parties reached an agreement that would permit the Offering to proceed on or after February 13, 2009. The agreement confirmed Polar Star's intention to accept the recommendation of the Special Committee with respect to the date of the shareholder meeting and, further, confirmed Polar Star's commitment to ensure that the process would be fair to all shareholders, including Mr. Willock. In turn, Mr. Willock agreed to refrain from interfering with the day-to-day operations of the Company. "This agreement is in the best interests of Polar Star and its shareholders," added Mr. Roman.

The agreement was reached shortly after Polar Star received notice from GMP Securities L.P. that it had exercised its 50% participation right in connection with the Offering, previously granted by the Company on July 8, 2008. In order to give the dealers time to complete the placement, the Company agreed to extend the closing of the Offering to on or after February 13, 2009, as reflected in the parties' agreement.

Contrary to the impression created by the press release issued late yesterday by Mr. Willock, the Court did not make any determination as to the merits of, or any of the allegations raised in, the application and simply approved the parties' agreement. "The suggestion made in Mr. Willock's press release that the Court found Polar Star's action to have been 'precipitous' is regrettable and factually incorrect," stated Mr. Roman.

Not for distribution to United States wire services or dissemination in the United States. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Polar Star Mining Corporation

Polar Star was created to acquire advanced stage exploration properties focusing on gold, copper, and uranium. The Corporation's material assets include 20 projects in Chile, which are 100% owned and cover approximately 146,112 hectares.

Forward-Looking Statements

This press release contains forward-looking statements based on assumptions, uncertainties and management's best estimates of future events. Actual events or results could differ materially from the Company's expectations and projections. Investors are cautioned that forward-looking statements involve risks and uncertainties. Accordingly, readers should not place undue reliance on forward-looking statements. When used herein, words such as "anticipate", "will", "intend" and similar expressions are intended to identify forward-looking statements. For a more detailed discussion of such risks and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements, refer to Polar Star Mining Corporation's filings with Canadian securities regulators available on www.sedar.com or the Company's website at www.polarstarmining.com.

    
Share Capitalization:

Shares Outstanding: 39,241,098 as at February 5, 2009.

The Toronto Stock Exchange Venture has not reviewed and does not accept responsibility for the adequacy or accuracy of this release and the information contained herein.
   

Contacts

Adam Rochacewich
Interim President and Chief Financial Officer
Polar Star Mining Corporation
Telephone: (416) 368-3496
Email: info@polarstarmining.com