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Message: Closes $1,000,000 Private Placement Financing

Closes $1,000,000 Private Placement Financing

posted on Feb 11, 2009 10:11AM
February 11, 2009
Soho Resources Corp. Closes $1,000,000 Private Placement Financing
VANCOUVER, BRITISH COLUMBIA--(Marketwire - Feb. 11, 2009) - Soho Resources Corp. ("Soho" or the "Company") (TSX VENTURE:SOH) is pleased to announce that it has closed its non-brokered private placement, originally announced by news release on December 18, 2008.

The Company will issue 25,000,000 units at $0.04 per unit for gross proceeds of $1,000,000. Each unit consists of one common share without par value and one whole transferable share purchase warrant. Each warrant entitles the holder to purchase one additional common share of the Company and is exercisable within a period of two years from closing. Each warrant is exercisable at a price of $0.05 per share until February 2, 2010 and at a price of $0.10 thereafter until February 2, 2011.

In addition, the Company will pay $30,000 in cash and issue 750,000 units to certain finders, representing 6% of the total proceeds of the private placement as finder's fees. Each finder's unit consists of one common share without par value and one whole non-transferable share purchase warrant. Each finder's warrant entitles the finder to purchase one additional common share of the Company under the same term as the private placement terms noted above.

The securities issued under the private placement are subject to a four-month hold period expiring on June 3, 2009.

The proceeds of the placement will be used to fund the cost of an updated resource report, additional exploration on the Company's Tahuehueto Project, and for general corporate purposes.

"In these very difficult market conditions we are pleased to have negotiated and closed this private placement which ensures Soho will have adequate working capital throughout 2009," states Ralph Shearing, President & CEO of the Company, "we are continuing the process of updating our resource report."

The TSX Venture Exchange approved the above private placement on February 10, 2009.


The Company is also pleased to announce that it will appoint two new directors. Mr. Lianxi Zhang of Tianjin City, China has been designated by one of the placees. The second director to be appointed will be Mr. Yao Sun of North Vancouver, who was instrumental in assisting the Company in arranging the placement.

Mr. Zhang graduated in 1980 from Geological College of Hebei Province, China holding a B.Sc. in Chemical Engineering. Mr. Zhang then served as Department and General Manager for Tangshan XinGuang Ltd a developer of coal mines in the North Eastern part of China. Mr. Zhang assisted that company in evaluating coal projects as well as the oversight of project operations. In 1990, Mr. Zhang founded Tianjin LanDe Investment Co. Ltd. ("Tianjin"), involved in coal mine development, real estate development and direct equity investments in a number of domestic and foreign companies. Tianjin has established itself as one of the most recognizable investment holding companies in Tianjin City, China and holds investment interests in a number of Chinese and international publicly traded companies. It has established an excellent working relationship with a number of regional banks and investment funds. Mr. Zhang currently serves as President and CEO of the company. Soho is excited to have Mr. Zhang as a member of its Board of Directors and is looking forward to his input and assistance as Soho moves forward.

Mr. Yao Sun graduated from the University of BC with a Bachelor of Commerce in 2005. He is an active member of the Certified Management Accountants (CMA) of Canada and the Certified Practicing Accountants (CPA) of Australia. Upon graduation from UBC, Mr. Sun was a financial analyst with Citic Media Group in Beijing, China. He is currently V.P. Finance with M.Y. Perspective Canada Investment & Consulting Ltd., a Canadian company which provides advisory services to Canadian & Chinese public companies. Mr. Sun played a key role in assisting Soho with its financing.

Mr. Paul Chung has resigned from the board of directors of the Company in order to accommodate the incoming directors noted above. Mr. Chung will maintain an advisory position with the Company. Soho wishes to thank Mr. Chung for his professional insight and dedication over the past years.


Soho is pleased to report that Scott E. Wilson Consulting, Inc., of Denver, Co. has initiated work on an updated resource calculation for the Tahuehueto Project. The updated resource calculation will incorporate the results obtained on 72 additional drill holes, which results were not yet available for inclusion into the original resource calculation released in April of 2008.
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