Macquarie North America Ltd.

November 29, 2006 20:49 ET

Macquarie North America Ltd. Acquired Securities of Soho Resources Corp.

TORONTO, ONTARIO--(CCNMatthews - Nov. 29, 2006) - Macquarie North America Ltd. ("MNAL") announced that it acquired 7,000,000 common shares of Soho Resources Corp. ("Soho") and warrants to acquire a further 7,000,000 common shares of Soho in a private placement transaction by Soho that closed May 16, 2006 and that Soho previously announced. Mark Backens, who was an employee of MNAL at the time, was appointed a director of Soho on April 26, 2006 and on May 17, 2006 was granted 300,000 stock options. As between MNAL and Mr. Backens, the benefit of the stock options belongs to MNAL and the shares that would be issued on exercise of the stock options have been included in MNAL's holdings for the purpose of calculating the percentage of shares deemed owned by MNAL. As a result, MNAL is deemed to own beneficially approximately 18.3% of the outstanding common shares of Soho, calculated as if only the warrants and options held by MNAL were exercised. If all of the warrants and options to acquire common shares of Soho were exercised, MNAL's deemed ownership of 14,300,000 common shares would represent approximately 15.3% of the outstanding common shares of Soho. MNAL paid Soho $0.60 per unit, a unit being one common share and one warrant, for an aggregate purchase price of $4,200,000. Pursuant to the subscription agreement between Soho and MNAL, provided that MNAL's shareholdings do not fall below 5% of the total issued and outstanding common shares of Soho, MNAL will have the ongoing right to nominate one member of the board of directors of Soho. The shares and warrants were acquired by MNAL for investment purposes and, depending on market and other conditions, MNAL may increase or decrease its ownership of, or control or direction over securities of, Soho.

Contact Information

  • Macquarie Group
    Alex Doughty
    Corporate Communications
    (212) 231-1710