|May 16, 2014|
Ituna Completes Amalgamation Agreement
|Ituna Capital Corporation (the "Company") (TUN:TSX.V), is pleased to announce that it has completed its "three-cornered" amalgamation agreement (the "Amalgamation Agreement") with Clear Creek Resources Ltd. ("Clear Creek"), previously announced on January 17, 2014 and May 2, 2014. Pursuant to the Amalgamation Agreement dated April 25, 2014 amongst the Company, Clear Creek and the Company's wholly-owned subsidiary, Tarku Resources Ltd. ("Tarku Subco"), Clear Creek amalgamated with Tarku Subco (the "Amalgamation") on May 13, 2014, with the amalgamated entity ("Tarku Amalco") adopting Tarku Subco's name "Tarku Resources Ltd.". As consideration for the Amalgamation, each outstanding Clear Creek common share was exchanged for one common share of ITUNA, with ITUNA receiving one common share of Tarku Amalco for every ITUNA common share issued to Clear Creek shareholders. ITUNA will continue to operate under its existing name until shareholders approve the change of name to Tarku Resources Ltd., or such other similar name as may be accepted by the relevant regulatory authorities at the next meeting of the shareholders.|
Pursuant to the Amalgamation Agreement, an aggregate of 11,375,000 ITUNA common shares at a deemed price of $0.10 were issued to Clear Creek shareholders. An additional 200,000 ITUNA common shares will be issued at a deemed price at $0.10 within two business days to Eagle Plains Resources Ltd. pursuant to the option agreement dated January 15, 2014 in respect of the Tarku Property referred to below (the "Option Agreement"). Clear Creek does not have any other securities such as stock options or warrants, issued or outstanding. ITUNA shareholders hold approximately 25.9% of the 15,555,000 issued and outstanding Resulting Issuer common shares, assuming the issuance of shares pursuant to the Option Agreement, and Clear Creek shareholders hold approximately 74.1% of the issued and outstanding Resulting Issuer common shares.
ITUNA was a capital pool company listed on the TSX Venture Exchange (the "Exchange"). The Amalgamation completes the previously announced qualifying transaction as per ITUNA's news release dated May 2, 2014, all in accordance with the rules and policies of the Exchange (the "Qualifying Transaction").
ITUNA's common shares are expected to resume trading on the Exchange on or about May 21, 2014 under the symbol "TUN".
About Clear Creek and the Resulting Issuer
Clear Creek was formed on March 21, 2011 for the purpose of exploring, developing and commercially exploiting precious metal projects in Westerns Canada. Clear Creek's focus is to further explore the Tarku Property (see ITUNA news release dated January 17, 2014) as recommended in the Technical Report dated January 31, 2014 entitled "Clear Creek Resources Ltd. Technical Report on the Tarku Exploration Project Northern Saskatchewan Canada" (also filed April 29, 2014 on SEDAR at www.sedar.com), with the objectives of confirming and expanding the extent of mineralization at target areas on the Tarku Property so that its potential for development can be determined.
On completion of the Qualifying Transaction, the business of Clear Creek will be the business of the Resulting Issuer.
ITUNA obtained an exemption from the sponsorship requirements of the Exchange.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.
On behalf of the Board of Directors,
ITUNA CAPITAL CORPORATION
Per: "Bernie Kennedy"
Bernie Kennedy, CEO
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