This news release is not intended for distribution to United States newswire services or dissemination in the United States.
VANCOUVER, BRITISH COLUMBIA � October 12, 2011 �SohoResources Corp. (TSX Venture � SOH, OTCQX: SOHFF) (�Soho� or the �Company�) is pleased to announce that it has entered into an Engagement Agreement (the �Agreement�) with New York City based Maxim Group (�Maxim� or the �Placement Agent�) whereby Maxim will act as the company's exclusive placement agent for a proposed best efforts private placement offering of up to $15 million in order to fund the Company�s business plan through the prefeasibility and feasibility study development phases at its flagship Tahuehueto gold and base metal project, located in Durango Mexico. The agreement contemplates that the offering will consist of multiple staged closings in amounts acceptable to both the Placement Agent and the Company. Pricing of each offering tranche to be determined within the context of the market and will be negotiated between the Company, the placement agent and one or more sophisticated/accredited investors.
Under the Agreement the Company has agreed to a compensation package with the Placement Agent comprised of a cash commission, corporate finance fee and broker warrants, in amounts within the TSX.V Exchange policies.
�We are very pleased to have engaged Maxim Group as our exclusive placement agent to assist the company in its efforts to secure adequate investment capital to advance our flagship Tahuehueto Gold Project through prefeasibility and feasibility developmental studies and to further our exploration efforts on our new Jocuixtita silver project�, states Mr. Ralph Shearing, President and CEO of the Company, �a successful offering will allow us to rapidly advance Tahuehueto to a production decision as soon as possible.�
The Company anticipates marketing the offering with Maxim in late October and November 2011. Both the compensation terms of the Agreement and the terms of any tranche of the offering, are subject to regulatory approval.
Maxim Group is a US based leading investment banking, securities and investment management firm. The Firm provides an array of financial services including: investment banking, equity research, private wealth management, structured products, and global institutional equity, fixed-income and derivative sales & trading to a diverse range of corporate clients, institutional investors and high net worth individuals.
Maxim Group is registered as a broker-dealer with the U.S. Securities and Exchange Commission and is a member of the following: Financial Industry Regulatory Authority (FINRA); Municipal Securities Rulemaking Board (MSRB); Securities Insurance Protection Corporation (SIPC); NASDAQ Stock Market; and NYSE Arca, Inc.
About Soho Resources Corp
Soho Resources Corp. is an exploration and development company strategically focused on gold, silver and base metals in the prolific Sierra Madre Mineral Belt of Mexico. The Company holds 99% of the outstanding shares of its Mexican subsidiary company that maintains 100% ownership in 9,081 hectare Tahuehueto Property, an advanced stage gold and base metal exploration and development project.
Soho�s Jocuixtita Project is a 4,103 hectare silver property where the company recently completed a 1st phase drilling program with promising results and is planning follow-up exploration programs.
At its flagship Tahuehueto Project in Durango State, Mexico the Company has embarked on a program of pre-feasibility data collection. Past exploration efforts Tahuehueto lead to the delivery, on October 4, 2010, of a Preliminary Economic Assessment ("PEA") completed by Snowden Mining Industry Consultants Inc.
The Tahuehueto Project is a classic epithermal system hosting multiple structures traced for up to six kilometers of strike length. Considerable upside exploration potential remains on the existing explored resource structures both down dip and along strike, as well as on numerous other unexplored mineralized structures known to occur within the property.
This news release does not constitute an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration. Any public offering of securities to be made in the United States will be made by means of a prospectus containing detailed information about the company and management, as well as financial statements.
Qualified Persons
This press release was prepared under the supervision and review of Ralph Shearing, President and CEO of Soho Resources Corp., a Licensed Geologist, and Qualified Person as defined by NI 43-101.
ON BEHALF OF THE BOARD OF DIRECTORS
(signed) �Ralph Shearing�
Ralph Shearing, Chief Executive Officer