/NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO UNITED STATES NEWSWIRE
SERVICES/
TORONTO, March 26 /CNW/ - Silk Road Resources Ltd. (TSXV - SIL) (the
"Company" or "Silk Road") is pleased to announce that Patriarco Holdings Ltd.
("Patriarco") has exercised its right to convert (the "Conversion") all of the
principal amount owing under the terms of a 7% unsecured convertible debenture
(the "Debenture") issued to Patriarco on July 18, 2008, being $500,000, into
common shares of the Company ("Common Shares") at the conversion price of
$1.00 per Common Share. In satisfaction of the principal amount owing under
the Debenture, the Company issued a total of 500,000 Common Shares to
Patriarco.
As a result of the issuance of the Common Shares upon the Conversion,
Patriarco holds, directly or indirectly, 4,702,500 Common Shares representing
approximately 18.02% of the issued and outstanding shares of the Company.
Pursuant to Multilateral Instrument 61-101 ("MI 61-101"), the issuance of
the Common Shares in connection with the Conversion is a "related party
transaction" as Patriarco currently holds, directly or indirectly, in excess
of 10% of the issued and outstanding shares of the Company. The Company is
exempt from the formal valuation requirement of MI 61-101 in connection with
issuing the Common Shares in reliance on section 5.5(c) of MI 61-101 as no
securities of the Company are listed or quoted for trading on the Toronto
Stock Exchange, the New York Stock Exchange, the American Stock Exchange, the
NASDAQ Stock market or a stock exchange outside of Canada and the United
States. Additionally the Company is exempt from obtaining minority shareholder
approval in connection with the issuance of the Common Shares in connection
with the Conversion in reliance on section 5.7(1)(a) as the fair market value
of the Common Shares does not exceed 25% of the market capitalization of the
Company.
Forward Looking Statements
Certain information regarding the Company set forth in this press
release, including management's assessment of the Company's future plans and
operations contains forward looking statements that involve substantial known
and unknown risks and uncertainties. These forward looking statements are
subject to numerous risks and uncertainties, some of which are beyond the
Company's and management's control, including but not limited to, the impact
of general economic conditions, industry conditions, fluctuation of commodity
prices, fluctuation of foreign exchange rates, imperfection of reserve
estimates, environmental risks, industry competition, availability of
qualified personnel and management, stock market volatility, timely and cost
effective access to sufficient capital from internal and external sources. The
Company's actual results, performance or achievement could differ materially
from those expressed in or implied by, these forward looking statements and
accordingly, no assurance can be given that any of the events anticipated to
occur or transpire from the forward looking statements will provide any
benefits to the Company.
The TSX Venture Exchange does not accept responsibility for the adequacy
or accuracy of this release.
%SEDAR: 00012266E
