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SRX

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Share Name Share Symbol Market Type
TSXV:SRX TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
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Yoho Announces Acquisition of Common Shares of Storm Resources

31/01/2014 8:46pm

Marketwired Canada


Yoho Resources Inc. ("Yoho" or the "Company") (TSX VENTURE:YO) announces that,
in connection with the transaction described below, Yoho's direct and indirect
wholly-owned subsidiary, Yoho Resources Partnership (the "Partnership"),
acquired ownership and control of 13,629,442 common shares (the "Storm Shares")
in the capital of Storm Resources Ltd. (TSX VENTURE:SRX) ("Storm") with a deemed
value of $4.25 per share, being the closing price of the Storm Shares on the TSX
Venture Exchange ("TSXV") on January 30, 2014 (the trading date immediately
prior to the date the Partnership acquired the Strom Shares pursuant to the
terms of the Asset Purchase Agreement (as defined below)). 


The 13,629,442 Storm Shares were acquired from the treasury of Storm pursuant to
the terms and conditions of an asset purchase and sale agreement dated January
22, 2014 (the "Asset Purchase Agreement") among the Partnership, Yoho and Storm
pursuant to which Storm acquired all of Yoho's Montney acreage in the Nig area
of Northeast British Columbia for total consideration of approximately $87.9
million, comprised of 13,629,442 Storm Shares having an aggregate deemed value
of approximately $57.9 million, based on the closing price of the Storm Shares
on the TSXV on January 30, 2014 of $4.25 per share, and $30.0 million in cash
(before adjustments), which transaction closed on January 31, 2014 (the
"Disposition").


Following the completion of the Disposition, the Partnership (including any
"joint actors" of the Partnership) owns or exercises control or direction over
an aggregate of 13,629,442 Storm Shares representing approximately 13.48% of the
current issued and outstanding Storm Shares (on a non-diluted basis).


In connection with the Disposition, Yoho and the Partnership have entered into
an arrangement agreement pursuant to which they will undertake a plan of
arrangement (the "Arrangement") under the Business Corporations Act (Alberta).
Pursuant to the Arrangement, a new class of common shares of Yoho (the "New Yoho
Shares") will be created and each currently issued and outstanding common share
(the "Yoho Shares") of Yoho will then be exchanged for one (1) New Yoho Share
and a portion of the Storm Shares received by the Partnership pursuant to the
Asset Purchase Agreement. Based on the 50,638,687 Yoho Shares issued and
outstanding as at the date hereof (on a non-diluted basis), holders of Yoho
Shares shall be entitled to receive one (1) New Yoho Share and 0.2691 of a Storm
Share, for each Yoho Share held at the time the Arrangement is completed. The
final exact allocation of the Storm Shares will be determined at the time the
Arrangement is completed based on the number of Yoho Shares then issued and
outstanding.


An early warning report has been filed on SEDAR and will be available for review
at www.sedar.com under Storm's profile. A copy of the early warning report can
be obtained from the contact below.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Yoho Resources Inc.
Wendy Woolsey
Vice-President Finance & Chief Financial Officer
(403) 537-1771 x102

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