American Consolidated Minerals Corporation
TSX VENTURE : AJC

American Consolidated Minerals Corporation

August 15, 2011 09:38 ET

American Consolidated Closes Sierra Rosario Acquisition

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Aug. 15, 2011) - Further to its press release dated May 11, 2011, and TSX Venture Exchange acceptance, American Consolidated Minerals Corp. (the "Company") (TSX VENTURE:AJC) is pleased to report that it has closed the transaction with Sparton Resources Inc. ("Sparton") for the acquisition of Sparton's 50% interest in the 500-hectare Sierra Rosario Property ("Sierra Rosario"), located in the state of Sinaloa, Mexico (the "Acquisition"). International Northair Mines Ltd (TSX VENTURE:INM) is the owner of the other 50% of Sierra Rosario and the project operator.

The Company and Sparton have agreed to amend the schedule of payments as stipulated in the original agreement, such that the Company will complete the aggregate purchase consideration of $500,000 and 500,000 common shares by March 1, 2012, with terms as follows:

  1. On or before August 4, 2011, a cash payment of $100,000 and the delivery of 250,000 shares of American Consolidated; (paid and shares issued)
  2. on or before September 1, 2011, a further payment of $100,000;
  3. commencing October 1st, 2011 and on or before the first day of every month thereafter, a monthly payment of $50,000 until an aggregate cash payment of $500,000 is completed. For further clarity, the last monthly payment of $50,000 shall be made on or before March 1, 2012.

In consideration of amending the cash payment terms as requested by the Company, Sparton will receive a further cash payment of $30,000 when the Company completes the acquisition of the 50% interest in Sierra Rosario. The Company has also agreed that upon completion of an equity financing of a minimum of $1.5 million before March 1, 2012, the amended payment schedule will be accelerated, such that all unpaid amounts will be due and payable immediately, and the balance of 250,000 shares of American Consolidated will be issued concurrently, subject to regulatory approvals. All securities issued pursuant to this Acquisition will be subject to a four-month hold period.

To complete the initial cash payments required by Sparton and to meet other property payments required, the Company secured a bridge loan financing of $250,000 (the "Loan") with a group of lenders comprised of certain insiders. The unsecured Loan is due and payable in 12 months, with interest payable at 10% per annum. Pursuant to Exchange policies, the Company has agreed to grant an aggregate of 625,000 common shares to the lenders as a bonus for extending the Loan to the Company, subject to Exchange acceptance.

"We are excited about this acquisition as Sierra Rosario represents a drill-ready property with potential for bulk-tonnage mineable silver-gold deposits," said American Consolidated Minerals President, Al Fabbro. "With our joint venture partner's proven and successful exploration experience in Mexico, we are confident we will move this project forward with positive results for our shareholders."

American Consolidated is dedicated to the principles of environmentally sound mining practices and believes that environmental stewardship and mining can co-exist.

For details on the Company and its properties, visit the Company's website at www.americanconsolidatedminerals.com.

ON BEHALF OF THE BOARD

Al Fabbro, President

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.

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