22/05/11 - TSX Venture Exchange Stock Maintenance Bulletins
VANCOUVER, BC, May 11, 2022 /CNW/ - TSX VENTURE COMPANIES
BULLETIN TYPE: Cease Trade Order
BULLETIN DATE: May 11, 2022
TSX Venture Company
A Cease Trade Order has been issued by the Quebec and Ontario Securities Commissions on May 11, 2022 against the following company for failing to file the documents indicated within the required time period:
Symbol |
Tier |
Company |
Failure to File |
Period Ending (Y/M/D) |
ELXR |
2 |
Elixxer Ltd. |
Annual Financial Statements |
2021/12/31 |
Certification of Annual Filings |
2021/12/31 |
|||
Upon revocation of the Cease Trade Order, the Company's shares will remain suspended until the Company meets TSX Venture Exchange requirements. Members are prohibited from trading in the securities of the companies during the period of the suspension or until further notice.
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NEWPORT EXPLORATION LTD. ("NWX")
BULLETIN TYPE: Declaration of Dividend
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
The Issuer has declared the following dividend:
Dividend per Common Share: $0.02
Payable Date: June 09, 2022
Record Date: May 25, 2022
Ex-dividend Date: May 24, 2022
_________________________________________
22/05/11 - TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
ALPHA LITHIUM CORPORATION ("ALLI")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation in connection with an agreement between Alpha Minerals S.A. ("AM"), a wholly owned subsidiary of the Company and Argentina Prime Holdings Inc. ("APH", beneficially owned by Jeffrey Chen) whereby the Company has acquired the right to purchase the Fabricio 7A and Fabricio 8A mineral properties located in Salar del Hombre Muerto, Argentina.
APH has agreed to assign the right to acquire properties to AM, in consideration for the issuance of 2,500,000 common shares of the Company to APH, AM has also agreed to assume the obligation of AM to pay up to US$225,000 to the seller pursuant to the sale agreement. The first US$25,000 payment will be due upon approval of the Environmental Impact Report in connection with the Company's proposed exploration of the new property, and US$200,000 is payable six months thereafter. APH may elect to receive up to 50% of the Second Payment in common shares of the Company, issued at then-current market pricing up to a maximum of 500,000 common shares.
________________________________________
AMERICAN CUMO MINING CORPORATION ("MLY")
BULLETIN TYPE: Property-Asset or Share Disposition Agreement
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to the deemed disposition of a portion of the Company's interest in the Company's majority-owned subsidiary International CuMo Mining Corporation ("ICMC") pursuant to a non-brokered private placement of 31,000,000 ICMC units.
Number of Shares: |
31,000,000 ICMC shares |
Purchase Price: |
USD$0.10 per ICMC share |
Warrants: |
31,000,000 ICMC share purchase warrants to purchase 31,000,000 ICMC shares |
Warrant Exercise Price: |
USD$0.15 for a five-year period |
Insider Participation:
Name |
Insider=Y / ProGroup=P |
# of Shares |
Steven Rudofsky |
Y |
1,250,000 |
Andrew Brodkey |
Y |
820,000 |
Robert Scannell |
Y |
3,050,000 |
American CuMo Mining Corporation |
Y |
5,555,000 |
For further details, please refer to the Company's news releases dated October 26, 2021, December 7, 2021, February 7, 2022 and May 11, 2022.
________________________________________
EDDY SMART HOME SOLUTIONS LTD. ("EDY")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: May 11, 2022
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation in relation to a share purchase agreement dated March 24, 2022 (the "Agreement"), pursuant to which Eddy Smart Home Solutions Ltd. (the "Company") will acquire all of the issued and outstanding shares of Reed Controls Inc. ("Reed"), from arm's length sellers (the "Sellers").
Under the Agreement, in order to acquire Reed, the Company is required to issue 12,266,000 common shares to the Sellers at a deemed price of $0.60 per share (the "Shares"), subject to the lock-up requirements, pursuant to which the Shares will be released to the Sellers on the first business day following each of the four, six, nine, twelve, fifteen, eighteen and twenty-one month anniversaries of the closing date.
For more information, refer to the Company's news releases dated March 25, 2022, May 2, 2022 and May 4, 2022.
________________________________________
FACEDRIVE INC. ("FD")
BULLETIN TYPE: Private Placement – Non-Brokered
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced March 25, 2022 and March 28, 2022:
Number of Shares: |
29,661,016 common share units ("Units"), each Unit consisting of one common share in the capital of the Company ("Common Share") and one Common Share purchase warrant ("Warrant"). |
Purchase Price: |
$0.59 per Unit. |
Warrants: |
29,661,016 whole Warrants to purchase 29,661,016 shares. |
Warrant Price: |
$0.73 exercisable for a period of three years from the date of issuance. |
Number of Placees: |
98 placees |
Insider / Pro Group Participation:
Name |
Insider=Y / |
Number of Units |
Malar Capital Inc. |
||
(Sayan Navaratnam) |
Y |
5,486,786 |
Connex Telecommunications Inc |
. |
|
(Sayan Navaratnam) |
Y |
5,508,475 |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release announcing the closing of the private placement setting out the expiry dates of the hold period(s) on April 8, 2022.
__________________________________
KESTREL GOLD INC. ("KGC")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation an option agreement ("Agreement") dated May 3, 2022 between the Company and an arm's length vendor ("Vendor"). Pursuant to the terms of the Agreement, the Company will have the option to acquire a 100% interest in the Fireweed project (the "Property") from the Vendor in return for an aggregate of 1,500,000 common shares at a deemed price of $0.085 per common share, $250,000 in cash payments and committing to completing a minimum of $375,000 of exploration work on the Property over a five year term. The Property consist of approximately 1,855 hectares of mining claims located in British Columbia.
In connection this transaction, the Property will be subject to a 2% net sales royalty ("NSR") payable to Terry Eldridge, capped at $5 million. An additional 0.5% NSR on the Property will be payable to the Vendor which will be further increased to 1.5% NSR upon the payout of Terry Eldridge's NSR. The Vendor will also be entitled to receive either 1,000,000 additional common shares or $200,000 cash payment upon a decision is made to place the Property into commercial production.
Insider / Pro Group Participation: None
For further information, please reference the Company's news releases dated May 4, 2022 and May 11, 2022.
________________________________________
MAX RESOURCE CORP. ("MAX")
BULLETIN TYPE: Halt
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
Effective at 7:43 a.m. PST, May 11, 2022, trading in the shares of the Company was halted at the request of the Company, pending news; this regulatory halt is imposed by Investment Industry Regulatory Organization of Canada, the Market Regulator of the Exchange pursuant to the provisions of Section 10.9(1) of the Universal Market Integrity Rules.
________________________________________
MAX RESOURCE CORP. ("MAX")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
Effective at 8:45 a.m. PST, May 11, 2022, shares of the Company resumed trading, an announcement having been made.
________________________________________
NORTHFIELD CAPITAL CORPORATION ("NFD.A")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation in relation to the Company's acquisition of 357,500 units of Nighthawk Gold Corp. ("Nighthawk") for an aggregate consideration of $250,250. Each unit consists of one common share of Nighthawk and one-half of one common share purchase warrant exercisable at a price of $1.05 per common share until May 3, 2024.
For more information, refer to the Company's news release dated May 5, 2022.
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OCEAN SHORE CAPITAL CORP. ("OCAP.P")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced:
Number of Shares: |
2,335,000 shares |
Purchase Price: |
$0.10 per share |
Number of Placees: |
22 placees |
Finder's Fee: |
Canaccord Genuity Corp. $3,250 cash payable. |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company must issue a news release announcing the closing of the private placement and setting out the expiry dates of the hold period(s). The Company must also issue a news release if the private placement does not close promptly.
________________________________________
PEGASUS REOURCES INC. ("PEGA")
BULLETIN TYPE: Property-Asset or Share Purchase Amending Agreement
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing an application by Pegasus Resources Inc. (the Company) as it relates to two agreements: a) involving the Company and Imagine Lithium Inc. (Imagine) and, b) involving the Company, Imagine and Trillium Inc. (Trillium) whereby the Company may amend existing agreements (between the Company and Imagine entered into in 2020), enter into the assignment agreement (with Imagine and Trillium) and re-acquire certain claims under 2020 option agreements with Imagine.
In order to satisfy the terms of the two current agreements and a 2020 option agreement between Imagine and the Company covering the Garnet claims, Imagine paid the Company $150,000 cash and issued 1,000,000 Imagine common shares and returned a 100% interest to the Garnet claims to the Company.
In order to satisfy a 2020 option agreement covering the Fredart claims between the Company and Imagine, Imagine issued 1,000,000 common shares to the Company, and in order to satisfy the 2020 Dixie North option agreement Imagine issued 500,000 common shares to the Company and Trillium paid the Company $20,000 cash and 100,000 Trillium common shares, following which, under the assignment agreement, certain of the Fredart claims were then assigned to Trillium and the Dixie North claims were assigned to Trillium. The remainder of the Fredart claims were re-acquired by the Company and the aggregate consideration provided by Imagine to the Company, including satisfying the Garnet option agreement and the transactions with Trillium, was paid by the Company issuing 5,000,000 common shares to Imagine.
For additional details, please see the Company's news release dated April 27, 2022.
________________________________________
PORTOFINO RESOURCES INC. ("POR")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to a Mineral Claims Acquisition Agreement dated April 28, 2022 between Portofino Resources Inc. (the "Company") and 1544230 Ontario Inc. and Gravel Ridge Resources Ltd. (collectively, the "Vendors"), whereby the Company may acquire a 100% interest in 3 mineral claims (the "Allison Lake property"), located in Birkett and Costello Lake townships east of Red Lake, Ontario.
Consideration is $2,000 cash and 200,000 shares upon Exchange acceptance.
The Vendors will retain a 1.5% net smelter return royalty on the Property, of which 50% is purchasable by the Company at any time for $400,000.
________________________________________
SKYLIGHT HEALTH GROUP INC. ("SLHG")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation in relation to the purchase agreement dated May 2, 2022, between Skylight Health Group Inc. (the "Company"). and arm's length sellers, pursuant to which the Company will acquire NeighborMD, which operates a group of primary care medical clinics in the state of Florida, in exchange for a cash consideration of US$8,000,000.
For further details, refer to the Company's news releases dated May 3, 2022 and May 6, 2022.
________________________________________
SKYLIGHT HEALTH GROUP INC. ("SLHG")
BULLETIN TYPE: Shares for Bonuses
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange (the "Exchange") has accepted for filing documentation in relation to a US$20 million debt line facility between Skylight Health Group Inc. (the "Company") and arm's length lenders. The term of the facility is 3 years, with a coupon of SOFR plus 11% paid in cash.
Additionally, the Exchange has accepted for filing the issuance of up to 4,542,345 non- transferable bonus warrants in connection with the facility. Each bonus warrant is exercisable into one common share at an exercise price of $1.17 per common share. The expiry date will be May 5, 2025, with respect to that percentage of the warrants that is equal to the percentage of the amount of principal amount of the debt line facility outstanding on May 5, 2023, compared to the amount outstanding on May 5, 2022, and the expiry date will be May 5, 2023, for the remaining warrants. Half of the warrants will be held in escrow and released in proportion to the pro rata percentage of the amount of any future draw downs.
For further details, refer to the Company's news release dated May 6, 2022.
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STERLING METALS CORP. ("SAG")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: May 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on April 18, 2022, and April 21, 2022:
Number of Shares: |
15,000,000 units |
Purchase Price: |
$0.20 per unit |
Warrants: |
15,000,000 share purchase warrants to purchase 15,000,000 shares |
Warrant Exercise Price: |
$0.40 for a 24 month-period |
Number of Placees: |
87 placees |
Insider / Pro Group Participation:
Name |
Insider=Y / |
# of Shares |
Stephen Keith |
Y |
50,000 |
Aggregate Pro Group Involvement [4 placees] |
P |
430,000 |
Agent's Fee: |
Haywood Securities Inc., Canaccord Genuity Corp., Sprott Capital Partners LP, PI Financial Corp., GloRes Securities Inc., StephenAvenue Securities Inc., and Intrysyc Capital Corporation received an aggregate cash commission of $118,810 and 594,050 broker warrants. Each broker warrant entitles its holder to acquire one common share of the Company at a price of $0.20 for a 24–month period. |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release on May 5, 2022 announcing the closing of the private placement and setting out the expiry dates of the hold period(s).
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VOX ROYALTY CORP. ("VOX")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: May 11, 2022
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation pertaining to a Royalty Sale and Purchase Agreement dated January 17, 2022 (the "Agreement"), between the Company and arm's length parties (the "Vendors"), whereby the Company has acquired two platinum group metals royalties which include a 1.0% gross receipts royalty over the Dwaalkop Project and a 0.704% gross receipts royalty over the Messina Project.
As consideration, the Company will issue to the Vendors 409,500 common shares as well as make additional cash payments or issue additional common shares upon achievement of certain production milestones.
For more information, please refer to the Company's news releases dated January 18, 2022 and April 26, 2022.
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SOURCE TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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