Riverstone Resources Inc. Announces $5 Million Secured Credit Facility

VANCOUVER, 01/13/12 -- Riverstone Resources Inc. (TSX VENTURE: RVS) (OTCQX: RVREF) (FRANKFURT: 3RV) ('Riverstone' or the 'Company') is pleased to announce that it has entered into an agreement with Sprott Resource Lending Partnership ('Sprott Lending') pursuant to which Sprott Lending has provided a $5 million secured credit facility. The credit facility is repayable on December 31, 2012 and bears interest at the rate of 12% per annum, payable monthly in arrears. The facility can be prepaid in whole or in part without penalty provided a minimum of six months interest is paid and is secured by general security over the present and after-acquired property of the Company and its subsidiaries. Proceeds of the facility will be used to fund a portion of the option exercise price in connection with the Company's acquisition of an indirect 90% interest in the Goulagou, Rounga, Tougou and Youba properties (the 'Properties') in Burkina Faso, West Africa.

The Properties form part of the Company's Karma Project which comprises six contiguous permits. The Company has a 100% interest in two of the permits and has an option to acquire an indirect 90% interest in the Properties to be acquired from Golden Star by completion of the Acquisition. The Karma Project has a NI 43-101 compliant gold resource of 1,773,000 ounces of gold in 54.1 Mt grading 1.02 g/t gold in the indicated category and 958,500 ounces of gold in 37.4 Mt grading 0.80 g/t gold in the inferred category (see the Company's news release of January 9, 2012). Since the August 15, 2011 cut-off date for the January 2012 resource calculation, the Company has drilled in excess of an additional 25,000 metres at Karma, and it is expected that the results of this drilling will add to the resource.

On the closing of the Acquisition, Riverstone will pay to Golden Star the sum of US$18.6 million (the 'Purchase Price'), which amount is payable, at the election of the Company, in cash, shares, or a combination of cash and shares. If the Company elects to satisfy the Purchase Price in part through the issuance of common shares, the issue price of such shares would be based on the 20 day volume-weighted average price of the Company common shares for the 20 day period ended on December 20, 2011.

The Sprott Lending credit agreement includes customary covenants, representations, warranties and default provisions for a senior secured credit facility of similar nature, including restrictions on incurring debt and granting further encumbrances, other than certain permitted debt and permitted encumbrances. The credit agreement requires that a security coverage ratio of 3.5:1 be maintained in respect of the value of shares owned and to be pledged by the Company in Roxgold Inc. relative to the outstanding balance of the facility. If the security coverage ratio falls below 3.5:1, the Company will be obliged to provide additional security or make a principal payment on account of the facility to maintain the ratio. Amounts outstanding under the Sprott Lending credit agreement will be repayable in the event of a change of control of the Company after the date of the advance.

The Company paid a $50,000 structuring fee in connection with the facility and issued 909,090 bonus shares to the lender on closing. The bonus shares are subject to a hold period expiring 4 months and one day from the date of issue.

'Securing this credit facility further enhances the Company's cash position allowing us much more flexibility in determining the proportion of cash and shares we will provide to Golden Star under the option agreement,' commented Dwayne L. Melrose, President and COO of Riverstone. 'The Company will continue to examine our opportunities, with this credit facility further allowing the Company to limit the dilution of the existing shareholders while reserving sufficient cash on hand to provide for the continuation of our planned exploration program in 2012.'

For further information about the Company and its activities, please refer to the Company's website at www.riverstoneresources.com and under the Company's profile at www.sedar.com.


ON BEHALF OF THE BOARD

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



Paul G. Anderson, M.Sc., P.Geo., is a Qualified Person for RVS and has reviewed and approved the contents of this release.

This news release includes certain forward-looking statements or information. All statements other than statements of historical fact included in this release, including, without limitation, statements regarding the credit facility and planned use of the funds drawn on the facility, and other future plans and objectives of the Company are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's plans or expectations include the risk that market prices, availability of capital and financing, general economic, market or business conditions, regulatory changes, timeliness of government or regulatory approvals and other risks detailed herein and from time to time in the filings made by the Company with securities regulators. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise except as otherwise required by applicable securities legislation.

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.




Contacts:

Riverstone Resources Inc. - Vancouver Office
Dwayne L. Melrose, President
604-801-5020
info@riverstoneresources.com

Riverstone Resources Inc.
Don Mosher, Corporate Development
604-685-6465

Riverstone Resources Inc.
Raju Wani, Investor Relations
403-240-0555

Riverstone Resources Inc.
Ron Cooper, Investor Relations
604-986-0112
www.riverstoneresources.com