Strategic Resources Inc. seeks shareholder approval for possible share consolidation

TSX.V: STI

REGINA, Sept. 13, 2012 /CNW/ - Strategic Resources Inc. ("Strategic" or the "Corporation"), is announcing that at its upcoming Annual Special Meeting (the "Meeting"), to be held on October 4, 2012, at 11:00 am at the offices of Gardiner Roberts, LLP, Suite 3100, Scotia Plaza, 40 King Street West, Toronto, Ontario, M5H 3Y2, shareholders will be asked to approve a special resolution approving a consolidation (the "Consolidation") of the Corporation's issued and outstanding Common Shares.  Currently, the Corporation has 73,002,132 Common Shares outstanding.  If the full Consolidation was undertaken, the outstanding Common Shares would be reduced to approximately 7,300,213.  No fractional shares will be issued Instead, if, as a result of the Consolidation, a shareholder is entitled to a fractional Common Share, such fractional Common Share that is less than ½ of one post-Consolidation Common Share will be cancelled and each fractional Common Share that is at least ½ of one post-Consolidation Common Share will be rounded up to one whole post-Consolidation Common Share.  The Corporation is not intending to change its name in concert with the Consolidation.

Background and reasons for the Consolidation

The board of directors of the Corporation (the "Directors" or "Board") believe that in order to facilitate access to additional working capital to further the development of the Corporation's projects including its New Mexico rare earth project, it may be necessary to consolidate the issued and outstanding share capital.

The Corporation will continue in its efforts to raise additional working capital without resorting to a share consolidation, however, given the present difficult market conditions for junior exploration companies it may be necessary to undertake the Consolidation so as to bring the share price above the minimum threshold for capital-raising as dictated by TSX policies.

If the Special Resolution is approved, the Board will have authority to consolidate the Common Shares at a ratio of up to ten (10) to one (1).  The Board will be permitted without further shareholder approval to select a lower consolidation ratio if it deems appropriate.  Approval of the Consolidation by the shareholders would give the Board authority to implement the Consolidation at any time.  As at the date hereof, assuming the shareholders approve the Consolidation, the Directors intend to implement the Consolidation as soon as reasonably practical following the Meeting, subject to TSXV approval.  In addition, notwithstanding approval of the Consolidation by the shareholders, the Board, in its sole discretion, may revoke the Special Resolution and abandon the Consolidation without further approval, action by, or prior notice to Shareholders.

About Strategic Resources Inc.

Strategic Resources Inc. is a Canadian-based junior exploration company with a Rate Earth exploration project in Lincoln County, New Mexico. More information about the Corporation is available on line at www.strategicresourcesinc.ca.

Disclaimer:

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.

Forward looking statements:

This news release may contain certain forward-looking inferences or statements.  These forward-looking inferences or statements are subject to a variety of risks and uncertainties beyond the Corporation's control or prediction and could cause actual events or results to differ materially from those anticipated in such forward-looking statements.  Although the Corporation believes that the assumptions inherent in the forward-looking statements are reasonable, undue reliance should not be placed on these forward-looking statements.  These forward-looking statements are made as of the date hereof and the Company assumes no responsibility to update them or revise them to reflect new events or circumstances, except as required by law. 

SOURCE: Strategic Resources Inc.

Malcolm Bucholtz, President & CEO, Tel:[phone] [email protected]