ASX

Champion Iron Mines Limited (TSX:CHM)(FRANKFURT:P02) ("Champion" or the
"Company") wishes to announce certain share amendments and provide an update on
certain disclosure contained in its management proxy circular dated February 10,
2014 (the "Circular") relating to the special meeting of Champion
securityholders to be held on March 27, 2014 (the "Special Meeting"). As
previously announced, at the Meeting Champion securityholders will be asked to
consider and, if thought fit, approve a special resolution relating to the
proposed plan of arrangement (the "Arrangement") involving the Company, Mamba
Minerals Limited ("Mamba") and Champion Exchange Limited ("Canco"), a wholly
owned Canadian subsidiary of Mamba.


As disclosed in the Circular, certain eligible Champion shareholders may elect
to receive exchangeable shares of Canco ("Exchangeable Shares") as consideration
for their Champion common shares, in order to defer all or part of the Canadian
income tax on any capital gain that would otherwise arise on an exchange of
their Champion common shares for Mamba ordinary shares under the Arrangement.
The Australian Securities Exchange ("ASX") has subsequently advised the Company
and Mamba that the share provisions relating to the Exchangeable Shares must
contain certain transfer restrictions which would result in the exchangeable
shares being non-transferable except in certain limited circumstances. The
following restriction will be included in the share provisions for the
Exchangeable Shares in order to comply with the ASX requirement:


"The Exchangeable Shares may not be sold, transferred, assigned or otherwise
disposed of to any person by a holder, except (i) to Mamba or to any Mamba
Affiliate, or (ii) as is required under these Articles of the Corporation,
including for greater certainty in order to give effect to a retraction or
redemption hereunder, or (iii) as may be required under the Voting and Exchange
Trust Agreement or Support Agreement, or (iv) to any person (other than an
individual) that is controlled by the holder."


Any disclosure in the Circular regarding the disposition or deemed disposition
of Exchangeable Shares by a Champion shareholder, other than on the redemption,
retraction or exchange of the Exchangeable Shares with Mamba, which is
inconsistent with this transfer restriction will no longer be applicable and is
superseded in its entirety by the disclosure in this press release, including
the last paragraph on page 64 of the Circular which discussed certain Canadian
income tax consequences from a disposition of an Exchangeable Share and which is
no longer applicable.


The Company is making this announcement and mailing this press release today to
all shareholders as of the record date of January 28, 2014 in compliance with
the Interim Order of the Ontario Superior Court of Justice that was made on
February 7, 2014.


The Arrangement is expected to close on March 31, 2014, shortly after receipt of
all securityholder and court approvals. The Exchangeable Shares will not be
listed on any stock exchange. 


About Champion Iron Mines Limited

Champion is an iron exploration and development company with offices in Montreal
and Toronto, and is focused on developing its significant iron resources in the
Labrador Trough in the province of Quebec. Champion holds a 100% interest in the
Fermont Iron Holdings, including its flagship Consolidated Fire Lake North
Project, that is located in Canada's major iron ore producing district, in close
proximity to producing iron mines, existing transportation and power
infrastructure. 


Consolidated Fire Lake North is located immediately north of Arcelor Mittal's
operating Fire Lake Mine and 60 km south of Cliffs Natural Resources Inc.'s
Bloom Lake Mine in northeastern Quebec. Champion's management and advisory board
includes mining and exploration professionals with the mine development and
operations experience to build, commission and operate the future Consolidated
Fire Lake North mine.


The entity resulting from the Arrangement will be a new mining company to be
named "Champion Iron Limited" with cash reserves in excess of $20 million,
sufficient to complete the Feasibility Study for the Consolidated Fire Lake
North Project, The business combination with Mamba will bring a proven team, led
by Michael O'Keeffe, with significant experience and expertise in developing
bulk commodity projects and iron ore projects, comprising former executives of
Riversdale Mining Limited, the Roy Hill Iron Project and Fortescue Metals Group.


This news release includes certain information that may constitute
"forward-looking information" under applicable Canadian securities legislation.
Forward-looking information includes, but is not limited to, statements about
planned operations at the Company's projects, including its joint venture
projects. Forward-looking information is necessarily based upon a number of
estimates and assumptions that, while considered reasonable, are subject to
known and unknown risks, uncertainties, and other factors which may cause the
actual results and future events to differ materially from those expressed or
implied by such forward-looking information, including the risks identified in
Champion's annual information forms, management discussion and analysis and
other securities regulatory filings by Champion on SEDAR (including under the
heading "Risk Factors" therein) and the risk that the Arrangement may not be
completed or, if the Arrangement is completed, uncertainties regarding the
combination of Champion and Mamba and the ability to realize growth
opportunities. There can be no assurance that such information will prove to be
accurate, as actual results and future events could differ materially from those
anticipated in such forward-looking information. Accordingly, readers should not
place undue reliance on forward-looking information. All of Champion's
forward-looking information contained in this press release is given as of the
date hereof and is based upon the opinions and estimates of Champion's
management and information available to management as at the date hereof.
Champion disclaims any intention or obligation to update or revise any of its
forward-looking information, whether as a result of new information, future
events or otherwise, except as required by law.


This press release has been prepared by Champion Iron Mines Limited and no
regulatory authority has approved or disapproved the information contained
herein.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Champion Iron Mines Limited
Thomas G. Larsen, President and CEO
(416) 866-2200


Champion Iron Mines Limited
Jorge Estepa, Vice-President
(416) 866-2200
(416) 361-1333 (FAX)
www.championironmines.com

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