TSX Venture Exchange Bulletins

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TSX Venture Exchange

Feb 12, 2018, 19:29 ET

VANCOUVER, Feb. 12, 2018 /CNW/ -

TSX VENTURE COMPANIES

BUCCANEER GOLD CORP. ("BGG")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  February 12, 2018
TSX Venture Tier 2 Company

Effective at 5:00 a.m., PST, February 12, 2018, shares of the Company resumed trading, an announcement having been made.

________________________________________

CAVA RESOURCES INC. ("CVA")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  February 12, 2018
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation relating to the arm's length Letter Agreement (the "Letter Agreement") dated September 2017, between the Company and Gold Rush Cariboo Inc. ("Gold Rush") and the shareholders of Gold Rush (collectively, the "Vendors"), arm's length parties.  Pursuant to the Letter Agreement, the Company shall acquire all the issued and outstanding shares of Gold Rush.  Concurrently, Gold Rush has entered into an agreement dated August 24, 2017 with Goldlands Inc. ("Goldlands") pursuant to which Gold Rush shall acquire The Horseshoe Bend project (the "Project") in the Likely-Barkerville Gold Camp, B.C.  In addition, Gold Rush has the option to acquire an additional 16 adjacent properties held by Goldlands. 

As consideration, the Company shall issue an aggregate of 12,600,000 common shares to the Vendors, and as consideration for the acquisition of the Project, Gold Rush shall issue a convertible promissory note in the aggregate principal amount of $2,250,000 which is convertible into common shares of the Company at $0.40 for a five year period.

For more information, refer to the Company's news release dated September 29, 2017.

________________________________________

CERUS ENERGY GROUP LTD. ("CEA")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  February 12, 2018
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 13,064,040 shares to settle outstanding debt for $1,698,325.

Number of Creditors:      

 8 Creditors


Insider / Pro Group Participation:









Insider=Y /   

Amount

Deemed Price

Creditor        

Progroup=P 

Owing 

per Share

# of Shares

Loree Holdings Ltd.



 (Mackenzie Loree)  

Y

$1,374,946

$0.13

10,576,500

Bryce Clark     

Y

$17,325

$0.13

133,269

Tom Carpenter   

Y

$30,000

$0.13

230,769

Leonard Tucker        

Y

$30,000

$0.13

230,769

The Company shall issue a news release when the shares are issued and the debt extinguished.

________________________________________

CHIMATA GOLD CORP. ("CAT")
BULLETIN TYPE:  Halt
BULLETIN DATE:  February 12, 2018
TSX Venture Tier 2 Company

Effective at 5:35 a.m. PST, February 12, 2018, 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.

________________________________________

DMG BLOCKCHAIN SOLUTIONS INC. ("DMGI")
[formerly Aim Explorations Ltd. ("AXN.P")]
BULLETIN TYPE:  Qualifying Transaction-Completed/New Symbol, Name Change, Private Placement – Brokered, Resume Trading
BULLETIN DATE:  February 12, 2018
TSX Venture Tier 2 Company

TSX Venture Exchange Inc. (the "Exchange") has accepted for filing AIM Exploration Ltd.'s ("AIM") (now renamed DMG Blockchain Solutions Inc.) ("the "Resulting Issuer") Qualifying Transaction (the "QT") and related transactions, including the acquisition of all of the issued and outstanding shares of DMG, all as principally described in AIM's filing statement dated February 6, 2018 (the "Filing Statement").  The QT includes the following matters, all of which have been accepted by the Exchange.

Acquisition of all of the issued and outstanding shares of DMG:

AIM entered into a business combination agreement dated November 6, 2017 with Digital Blockchain Solutions Inc., a private company,("DMG") and 1139957 B.C. Ltd., a wholly-owned subsidiary of AIM, pursuant to which AIM acquired all of the issued and outstanding securities of DMG from DMG's securityholders. Each shareholder of DMG received one (1) resulting issuer share for each DMG share held. All currently outstanding convertible securities of DMG, including share purchase warrants and stock options were exchanged for convertible securities of the resulting issuer based on a 1:1 ratio and on the same economic terms and conditions as previously issued.

The deemed consideration of the QT is approximately $37,321,596 represented by issuing 46,651,995 resulting issuer shares to the DMG shareholders at a deemed price of $0.80 per resulting issuer share.

Following the QT, the Resulting Issuer changed its name to that of DMG and will carry on DMG's business as a Blockchain and cryptocurrency company.

DMG was incorporated on September 7, 2016 and has operated a Transaction Verification Services business (bitcoin mining) in Western Canada since October 2016 with its bitcoin mining servers. After completion of the QT, the resulting issuer intends to expand its current operations and enter into additional server hosting arrangements for the Transaction Verification Services business. The Resulting Issuer also intends to develop Blockchain platforms, other consumer products relating to cryptocurrency and to provide forensics services through a new team of Certified Fraud Examiners (CFEs).

In connection with the QT, AIM paid a finder's fee by issuing resulting issuer shares to the following finders: Cannonbridge Capital Corp. (Michael Townsend), Chris Sargent, Rob Smith, Leonard Clough, Leighton Bocking, CMGT, Inc.(Oliver Lindsay), and Altus Capital Partners Inc. in the aggregate amount of 2,373,223 resulting issuer shares.

The Exchange has been advised that the transaction has been completed. The full particulars of the QT are set forth in the Filing Statement, which has been accepted for filing by the Exchange and which is available under DMG's profile on SEDAR.

Private Placement – Brokered:

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced November 13, 2017 and December 4, 2017:

Number of Shares:              

35,938,500 shares

Purchase Price:             

$0.80 per share

Number of Placees:                

221 Placees

Agent's Fee:                 

Canaccord Genuity Corp., Paradigm Capital Inc. and Selling Agents (Raymond James Ltd., Emerging Equities Inc., PI Financial Corp., Haywood Securities Inc., and Industrial Alliance Securities Inc.) - $1,906,366 cash commission; 2,382,957 Agent's Warrants exercisable into common shares at $0.80 per share for a 24 month period; and 156,250 common shares. Canaccord Genuity Corp. and Paradigm Capital Inc. – $45,458 cash commission; and 56,823 Agent's Warrants exercisable into common shares at $0.80 per share for a 24 month period.                            

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.

Name Change:

Pursuant to a resolution passed by directors on November 6, 2017, AIM has changed its name to DMG Blockchain Solutions Inc.  There was no consolidation of the capital of AIM.

Effective at the opening on Tuesday, February 13, 2017, the common shares of DMG Blockchain Solutions Inc. will commence trading on the Exchange, and the common shares of AIM will be delisted.

Capitalization:

 Unlimited

shares with no par value of which

93,047,968

shares are issued and outstanding

Escrow:

20,830,714

shares and 1,455,000 stock options are subject to a 36 month staged release escrow agreement.

550,000

shares are subject to the CPC Escrow Agreement         


Transfer Agent:   

Computershare Investor Services Inc.

Trading Symbol:

DMGI

(NEW)

CUSIP Number:

23345B 20 0

(NEW)

The Company is classified as a 'Technology' company.

Resume Trading:

Effective at the opening on Tuesday, February 13, 2017, trading in the shares of the DMG will resume.

________________________________________

FIRM CAPITAL PROPERTY TRUST ("FCD.UN")
BULLETIN TYPE:  Prospectus-Trust Unit Offering
BULLETIN DATE:  February 12, 2018
TSX Venture Tier 2 Company

Effective December 15, 2017, Firm Capital Property Trust's Short Form Base Shelf Prospectus dated December 15, 2017, was filed with and receipted by the Ontario Securities Commission.  Under Multilateral Instrument 11-102 - Passport System the prospectus is deemed to have been filed with and receipted by the securities regulators for each of the British Columbia, Alberta, Saskatchewan, Manitoba, New Brunswick, Nova Scotia, Prince Edward Island and Newfoundland and Labrador Securities Commissions.  TSX Venture Exchange has also accepted the filing of the Company's Prospectus Supplement dated January 24, 2018.

The Exchange has been advised that the closing of the offering occurred on February 1, 2018, for gross proceeds of CDN$13,125,000.

Offering:     

2,100,000 Trust Units


Unit Price: 

CDN$6.25 per Unit.


Underwriter(s):    

TD Securities Inc., CIBC World Markets Inc., Scotia Capital Inc., Canaccord Genuity Corp., GMP Securities L.P., Desjardins Securities Inc., Echelon Wealth Partners Inc. and Industrial Alliance Securities Inc.

Underwriter(s) Commission:

CDN$721,875                                 

For further details, please refer to the Company's Prospectus Supplement dated January 24, 2018.

     ____________________________________

NITINAT MINERALS CORPORATION ("NZZ")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  February 12, 2018
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 6, 2017:

Number of Shares:              

5,204,100 shares





Purchase Price:                        

$0.05 per share



Warrants:                               

5,204,100 share purchase warrants to purchase 5,204,100 shares



Warrant Exercise Price:    

$0.07 for a five year period



Number of Placees:               

11 Placees



Insider / Pro Group Participation:


Insider=Y /


Name     

ProGroup=P

# of Shares



Aggregate Pro Group Involvement

P

500,000

    [3 Placees]                     









Finder's Fee:               

An aggregate of $17,136 in cash and 328,328 finders' warrants payable
to Trans Canadian Resources Limited, Echelon Wealth Partners Inc., Scotia
Capital Inc. and PI Financial Corp. Each finder's warrant entitles the holder to
acquire one unit at $0.05 for a five year period.

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company has issued a new release announcing the closing of the private placement and setting out the expiry dates of the hold period(s).

          ____________________________________

NOBELIUM TECH CORP. ("NBL.P")
BULLETIN TYPE:  Halt
BULLETIN DATE:  February 12, 2018
TSX Venture Tier 2 Company

Effective at 5:25 a.m. PST, February 12, 2018, 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.

________________________________________

OSISKO METALS INCORPORATED ("OM")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  February 12, 2018
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced August 30, 2017:

Number of Shares:   

 4,211,000 Flow through shares



Purchase Price:  

 $1.90 per share



Number of Placees:         

 16 Placees



Insider / Pro Group Participation:





Insider=Y /


Name     

ProGroup=P 

# of Shares



Osisko Gold Royalties Ltd.  

 Y

590,000

Robert Wares  

 Y

50,400

Aggregate Pro Group Involvement  

 P

94,000

  [2 Placees]




Finder's Fee:                            

Canaccord Genuity Corp. $165,485.25 cash payable.

BMO Nesbitt Burns $44,917.43 cash payable.

National Bank Finance $44,917.43 cash payable.

Beacon Securities Limited $14,972.48 cash payable.

Cormarke Securities Inc. $14,972.48 cash payable.

Desjardins Securities Inc. $14,972.48 cash payable.

Paradigm Capital Inc. $14,972.48 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.

_______________________________________

PLATFORM EIGHT CAPITAL CORP. ("PEC.P")
BULLETIN TYPE:  New Listing-CPC-Shares
BULLETIN DATE:  February 12, 2018
TSX Venture Tier 2 Company

Reference is made to our bulletin dated February 9, 2018, with respect to the listing of the Company's shares.

We have received confirmation that the closing has occurred.  Therefore, the common shares of the Company which were listed at the close of business February 9, 2018, commenced trading at the opening of business on Monday, February 12, 2018.

The Company has completed its public offering of securities prior to the opening of market on February 12, 2018. The gross proceeds received by the Company for the Offering are $334,700 (3,347,000 common shares at $0.10 per share).

_______________________________________

TOTALLY HIP TECHNOLOGIES INC. ("THP")
BULLETIN TYPE: Reinstated for Trading
BULLETIN DATE: February 12, 2018
Tier 2 Company

Further to the TSX Venture Exchange Bulletin dated February 2, 2018, the Exchange has been advised that the Cease Trade Order issued by the British Columbia Securities Commission dated February 2, 2018 has been revoked.

Effective at the opening, Tuesday, February 13, 2018, trading will be reinstated in the securities of the Company.

______________________________________

NEX COMPANIES

3MV ENERGY CORP. ("TMV.H")
BULLETIN TYPE:  Listing Maintenance Fees - Delist
BULLETIN DATE:  February 12, 2018
NEX Company

Effective at the close of business Tuesday, February 13, 2018, and in accordance with NEX Policy, Section 15, securities of the Company will be delisted from NEX, for failure to pay their quarterly NEX Listing Maintenance Fees.  Prior to delisting, the shares of the Company were subject to a suspension from trading.

________________________________________

TILLER RESOURCES LTD. ("TIR.H")
BULLETIN TYPE:  Halt
BULLETIN DATE:  February 12, 2018
NEX Company

Effective at 5:15 a.m. PST, February 12, 2018, 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.

________________________________________

SOURCE TSX Venture Exchange

Market Information Services at 1-888-873-8392, or email: [email protected]

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TSX Venture Exchange