Polar Star Mining Corporation - Board to continue its orderly process towards shareholder meeting


    TSX-V: PSR

    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

    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

    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.

For further information:

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

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