Riverstone Resources Inc.
TSX VENTURE : RVS
FRANKFURT : 3RV

Riverstone Resources Inc.

June 02, 2009 09:20 ET

Riverstone Announces Non-Brokered Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwire - June 2, 2009) -

NOT FOR DISSEMINATION IN THE USA OR THROUGH US NEWSWIRE SERVICES

Riverstone Resources Inc. (TSX VENTURE:RVS)(FRANKFURT:3RV) is pleased to announce a non-brokered private placement for a minimum of 8 million units, up to a maximum of 12 million units ("Units") of the Company at a price of C$0.15 per Unit for aggregate gross proceeds of up to C$1,800,000. Each Unit will consist of one common share of the Company and one half of one non-transferable share purchase warrant, each whole share purchase warrant is exercisable to purchase one additional common share of the Company at a price of C$0.20 per share for a period of 24 months following closing.

The Company may pay finders' fees and commission in connection with the private placement in cash and/or securities of the Company in accordance with the policies of the TSX Venture Exchange. Proceeds of the financing will be used for working capital and exploration of the Karma project.

Certain directors and officers of the Company may acquire securities under the private placement. Any such participation would be considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101"). The transaction will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any shares issued to or the consideration paid by such persons will exceed 25% of the Company's market capitalization.

The Company anticipates closing of the financing on or about June 15, 2009, subject to receipt of all necessary regulatory approvals.

ON BEHALF OF THE BOARD

Michael D. McInnis, P.Eng., President & CEO

Neither 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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