Riverside Resources Announces the Acquisition of Sierra Madre Shares
July 27, 2012 – Vancouver, BC: Riverside Resources Inc. ("Riverside" or the "Company") (TSX-V: RRI) announces that it has acquired ownership of and control over 1,550,388 common shares of Sierra Madre Developments Inc. (“Sierra Madre”), representing approximately 2.18% of the issued and outstanding common shares of Sierra Madre. As a result, Riverside now has ownership and control over 8,409,656 common shares of Sierra Madre, representing approximately 11.8% of Sierra Madre’s issued and outstanding shares.
The 1,550,388 common shares were acquired by Riverside pursuant to Sierra Madre’s partial exercise of its option to acquire an interest in a mineral property optioned by Sierra Madre from Riverside under an Option Agreement dated February 14, 2012 (the “Option Agreement”). Accordingly, at this time the consideration offered by Riverside and comprising the purchase price for the 1,550,388 common shares of Sierra Madre was Riverside’s grant of the option under the Option Agreement. If the option is eventually exercised by Sierra Madre, the 1,550,388 common shares will have been issued for a consideration equivalent to the percentage value that they represent of the total value of the payments and expenditures required to exercise the option, as a function of the value of the mineral property interest acquired. The 1,550,388 common shares were issued by Sierra Madre at a deemed price of $0.0645 per share.
Under the Option Agreement, additional common shares of Sierra Madre may be issued to Riverside, in addition to other payments and expenditure requirements, in order to exercise the option therein. The number of additional shares that may be so issued is subject to certain elections that may be made by Sierra Madre and the market value of such shares at the time of issue, and therefore cannot be determined at this time. Otherwise, Riverside may, depending on market and other conditions, increase or decrease its beneficial ownership of Sierra Madre’s securities, whether in the open market, by privately negotiated agreements or otherwise, subject to a number of factors, including general market conditions and other available investment and business opportunities.
There are no agreements with respect to the securities of Sierra Madre entered into by Riverside or any joint actors, other than the Option Agreement. The Option Agreement contains terms and conditions typical in mineral property option agreements. The Option
Agreement does not contain any provisions with respect to the holding, disposition or voting of any securities of Sierra Madre.
This press release is issued pursuant to Multilateral Instrument 62-104, which also requires a report to be filed with the B.C., Alberta and Ontario Securities Commissions containing additional information with respect to the foregoing matters (the “Report”).
To obtain a copy of the Report or for further information concerning this announcement, please contact Jeff Dare at (778) 327-6671.
ON BEHALF OF RIVERSIDE RESOURCES INC.
Dr. John-Mark Staude, President & CEO
For additional information contact:
President & CEO
Manager, Corporate Development
Neither the 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.