Rift Basin Resources Corp.
TSX VENTURE : RIF

Rift Basin Resources Corp.

January 02, 2013 13:07 ET

Rift Basin Provides Update on the Acquisition and Trading Halt

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Jan. 2, 2013) -

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATES

Rift Basin Resources Corp. (TSX VENTURE:RIF) (the "Company" or "Rift Basin"), further to its news release of December 21, 2012 (the "December News Release") announcing a definitive farmin agreement for the Chorbane exploration permit (the "Acquisition"), is pleased to announce receipt of approval from ETAP for the Acquisition. ETAP is the Tunisian state-owned entity responsible for the petroleum sector as well as the state's partnerships with foreign exploration and production operators.

The TSX Venture Exchange (the "TSX-V") halted the Company's common shares prior to the dissemination of the December News Release in accordance with TSX-V policy. The Company wishes to provide market participants with details of the TSX-V policy and trading halt which are summarized below.

Trading Halt

The Acquisition is the Company's first acquisition of an oil and gas asset and for that reason the transaction is subject to a heightened level of regulatory approval. Specifically, under TSX-V Policy 5.3 the transaction is defined as a "Fundamental Acquisition" and under such a transaction a trading halt is triggered concurrent with the dissemination of a comprehensive news release disclosing such transaction. In summary, the trading halt was normal course for a transaction of this type and was triggered when the Company disseminated the December News Release.

Under TSX-V Policy 5.3 the Company's common shares will remain halted pending TSX-V review of the following:

  1. the definitive farmin agreement for the Acquisition;
  2. personal information forms or if applicable declarations for any new proposed insiders; and
  3. the geological report for the transaction.

The Company does not expect to create any new insiders in connection with the Acquisition and accordingly the Company does not expect to trigger TSX-V review of item (b) above. Similarly, the Company pre-cleared the geological report for the Acquisition with the TSX-V and the Company does not expect to trigger a further review of item (c) above. The only item left for the TSX-V to review prior to lifting the trading halt is the definitive farmin agreement (item (a) above). Due to delays associated with the holidays the Company expects that TSX-V's review of the definitive farmin agreement will be completed and that the stock halt will be lifted in the week of January 7, 2013.

For details on the Acquisition please see the December News Release (a copy of which is available under the Company's SEDAR profile at www.sedar.com). The Acquisition is subject to a number of conditions, including but not limited to, applicable regulatory approval (including approval of the TSX-V). There can be no assurance that the Acquisition will be completed as proposed or at all.

In the December News Release the Company also announced a private placement (the "Offering") for gross proceeds of up to $1,100,000. The Company is proceeding with the Offering and expects to close the same in early January.

About Rift Basin

The Company is listed on the TSX Venture Exchange under the symbol "RIF". The Company is currently listed as a Tier 2 mining issuer and is seeking to become an oil and gas issuer. Additional information about Rift Basin is available under Rift Basin's SEDAR profile at www.sedar.com.

ON BEHALF OF RIFT BASIN RESOURCES CORP.

Wayne Koshman, Chief Executive Officer

Some of the statements contained in this press release are forward-looking statements and information within the meaning of applicable securities laws. Forward-looking statements and information can be identified by the use of words such as "expects", "intends", "is expected", "potential", "suggests" or variations of such words or phrases, or statements that certain actions, events or results "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements and information are not historical facts and are subject to a number of risks and uncertainties beyond the Company's control. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this news release. Accordingly, readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements, except as may be required by law.

Neither TSX Venture Exchange nor its Regulations Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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