Soho Resources Corp. (TSX.V: SOH) (OTCQX: SOHFF)
Shares Issued: 213,092,676
VANCOUVER,
Dec. 24, 2012 /CNW/ - Soho
Resources Corp. (TSX VENTURE: SOH) ("Soho" or the "Company")
announces that at the Company's Annual General and Special Meeting
of shareholders held on December 21,
2012, shareholders of the Company unanimously approved a
consolidation (the "Consolidation") of the shares of the Company on
the basis of up to an 8 (old) for 1 (new) share, and authorized the
Directors of the Company to implement the Consolidation, and to
determine the exact consolidation ratio and the timing of any
Consolidation, in their sole discretion.
The Company's board of directors proposes to
proceed with the Consolidation on a 8 (old) for 1 (new) basis. As
of the date hereof, the Company has 213,092,676 common shares
issued and outstanding. After giving effect to the Consolidation,
the Company would have approximately 26,636,584 common shares
issued and outstanding.
Name Change
Concurrent with the consolidation of the shares, the Company
intends to change its name to "Telson Resources Inc."
Private Placement
The Company also announces that it has negotiated a private
placement (the "Private Placement") of up to 6 million
post-Consolidation units at a price of $0.10 per unit (each a "Unit") for total gross
proceeds of up to $600,000.
Each Unit will consist of one post-Consolidation common share (each
a "Share") and one half of a transferable share purchase
warrant. Each one whole warrant (a "Warrant") will be
exercisable into one additional post-Consolidation common share (a
"Warrant Share") of the Company at a price of $0.10 per Warrant Share for a period of 2 years
from the date of closing of the Private Placement.
The Company may pay finder's fees in connection
with portions of the offering. The Offering is subject to the
approval of the TSX Venture Exchange.
The Company anticipates closing of the Offering
and Consolidation as soon as practicable, subject to receipt of all
necessary regulatory approvals.
The net proceeds from the Offering will be used
to fund its Mexican exploration activities supporting its flagship
Tahuehueto property in Durango,
Mexico, and for general working capital.
ON BEHALF OF THE BOARD OF DIRECTORS
(signed) "Ralph Shearing"
Ralph Shearing, President/CEO
"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."
WARNING: The Company relies upon litigation protection for
"forward-looking" statements. This News Release may contain
forward-looking statements including but not limited to comments
regarding the timing and content of up-coming work programs,
geological interpretations, receipt of property titles, potential
mineral recovery processes, etc. Forward-looking statements address
future events and conditions and therefore involve inherent risks
and uncertainties. Actual results may differ materially from those
currently anticipated in such statements.
SOURCE Soho Resources Corp.