VANCOUVER, June 14, 2012 /CNW/ -
TSX VENTURE COMPANIES:
ALEXANDER MINING plc ("AXD")
BULLETIN TYPE: Share Capital Reorganisation, Correction
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange bulletin dated June 12, 2012, the transaction is a Share Capital Reorganisation, NOT a 10:1 Stock Split whereby each Ordinary Share of 10 pence each will be divided into 1 new Ordinary Share of 0.1 pence each and 1 Deferred Share of 9.9 pence each, the bulletin is amended as follows:
- The "new" common shares of the Company will commence trading on a split basis at the opening of June 15, 2012, NOT June 13, 2012.
- The authorized capital of 240,000,000 is removed as per the Company's revised Articles under the Companies Act 2006 (United Kingdom).
- The reference to the Record Date and the mail out of certificates is REMOVED. The CUSIP and trading symbol remains unchanged so the existing share certificates will remain valid for the New Ordinary Shares.
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AMERIX PRECIOUS METALS CORPORATION ("APM")
BULLETIN TYPE: Halt
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
Effective at 7:56 a.m. PST, June 14, 2012, 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.
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AMERIX PRECIOUS METALS CORPORATION ("APM")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
Effective at 10:00 a.m., PST, June 14, 2012, shares of the Company resumed trading, an announcement having been made.
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ARGUS METALS CORP. ("AML")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to the first tranche of a Non-Brokered Private Placement announced May 15, 2012:
| Number of Shares: | 2,559,400 shares | |
| Purchase Price: | $0.05 per share | |
| Warrants: | 2,559,400 share purchase warrants to purchase 2,559,400 shares | |
| Warrant Exercise Price: | $0.10 for a one year period | |
| Number of Placees: | 14 placees | |
| Insider / Pro Group Participation: | ||
| Insider=Y / | ||
| Name | ProGroup=P / | # of Shares |
| John Michael William Collins | Y | 100,000 |
| Thomas W. Seltzer | P | 200,000 |
| Finders' Fees: | Haywood Securities Inc. - $1,260.00 and 25,200 Finder's Warrants that are exercisable into common shares at $0.10 per share for a twelve month period. | |
| Macquarie Private Wealth Inc. - 28,000 Finder's Warrants that are exercisable into common shares at $0.10 per share for a twelve 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. Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.
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AUMENTO CAPITAL III CORPORATION ("AUO.P")
BULLETIN TYPE: Halt
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
Effective at 9:47 a.m. PST, June 14, 2012, 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.
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BIOREM INC. ("BRM")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE: June 14, 2012
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced April 20, 2012:
| Convertible Debenture | $659,000 | |
| Conversion Price: | Convertible into common shares at $0.178 of principal outstanding. | |
| Maturity date: | Two years from the date of issuance, extendible to an aggregate of five years from the date of issuance. | |
| Warrants | 1,850,472 warrants | |
| Each warrant will have a term of two years from the date of issuance of the notes (extendible to five years) and entitle the holder to purchase one common share. The warrants are exercisable at the price of $0.178. | ||
| Interest rate: | 8% | |
| Number of Placees: | 8 placees | |
| Insider / Pro Group Participation: | ||
| Insider=Y / | ||
| Name | ProGroup=P / | Principal Amount |
| Clean Technology Fund II, LP | Y | $300,000 |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company has issued a news release announcing the closing of the private placement and setting out the expiry dates of the hold period(s).
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CADILLAC MINING CORPORATION ("CQX")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
The TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced April 11, 2012:
Second Tranche:
| Number of Shares: | 125,000 shares |
| Purchase Price: | $0.20 per share |
| Warrants: | 62,500 share purchase warrants to purchase 62,500 shares |
| Warrant Exercise Price: | $0.40 for an eighteen-month period |
| Number of Placees: | 1 placee |
| Finder's Fee: | 10,000 units payable to Stephen Clarke - Finder's fee units are under the same terms as those to be issued pursuant to the private placement. |
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. Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.
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CRS ELECTRONICS INC. ("LED")
BULLETIN TYPE: Shares for Bonuses
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 275,682 bonus shares to an arm's length lender in consideration of $300,000 loan made to the Company.
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ORO MINING LTD. ("OGR")
BULLETIN TYPE: Halt
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
Effective at 6:30 a.m. PST, June 14, 2012, 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.
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ORO MINING LTD. ("OGR")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
Effective at 11:45 a.m., PST, June 14, 2012, shares of the Company resumed trading, an announcement having been made.
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TERRANE METALS CORP. ("TRX.WT")
BULLETIN TYPE: Warrant Expiry-Delist
BULLETIN DATE: June 14, 2012
TSX Venture Tier 1 Company
Effective at the opening, June 18, 2012, the Share Purchase Warrants of the Company will trade for cash. The Warrants expire Thursday, June 21, 2012 and will therefore be delisted at the close of business Thursday, June 21, 2012.
TRADE DATES
June 18, 2012 - TO SETTLE - June 19, 2012
June 19, 2012 - TO SETTLE - June 20, 2012
June 20, 2012 - TO SETTLE - June 21, 2012
June 21, 2012 - TO SETTLE - June 21, 2012
The above is in compliance with Trading Rule C.2.18 - Expiry Date:
Trading in the warrants shall be for cash for the three trading days preceding the expiry date and also on expiry date. On the expiry date, trading shall cease at 12 o'clock noon E.T. and no transactions shall take place thereafter except with permission of the Exchange.
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TRAFINA ENERGY LTD. ("TFA.A") ("TFA.WT.A")
BULLETIN TYPE: Halt
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
Effective at 4:42 a.m. PST, June 14, 2012, 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.
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TRILLIUM NORTH MINERALS LTD. ("TNM")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 7, 2012:
| Number of Shares: | 1,000,000 shares |
| Purchase Price: | $0.05 per share |
| Warrants: | 1,000,000 share purchase warrants to purchase 1,000,000 shares |
| Warrant Exercise Price: | $0.10 for a three year period |
| Number of Placees: | 1 placee |
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.
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TRUE NORTH APARTMENT REAL ESTATE INVESTMENT TRUST ("TN.UN")
[Formerly: Wand Capital Corporation ("WNC.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Name Change, Consolidation, Private Placement Non Brokered, Resume Trading, Correction
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange Bulletin dated June 8, 2012, the Bulletin should have read as follows:
TSX Venture Exchange has accepted for filing the Company's Qualifying Transaction described in its Information Circular dated May 4, 2012. As a result, at the opening on Monday, June 11, 2012, the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following:
Reorganization under a plan of arrangement under the Business Corporations Act (Ontario) (the "Arrangement") into a real estate investment trust named "True North Apartment Real Estate Investment Trust" (the "REIT"). Shareholders of the Company approved the Arrangement at a meeting held on June 4, 2012.
Pursuant to the Arrangement, among other things: (i) the issued and outstanding common shares ("Shares") of Wand Capital Corporation have been exchanged for units ("Units") of the REIT on an 8 for 1 basis (1 Unit for every 8 Shares) (the "Exchange Ratio") or, in the case of an electing shareholder, True North Limited Partnership Class B LP units, which will not be listed on the Exchange, on an 8 for 1 basis; and (ii) the issued and outstanding options ("Options") to purchase Shares of Wand Capital Corporation have been exchanged for options ("True North Options") to purchase Units on terms and conditions identical to the terms and conditions of the Options, subject to adjustments to the exercise price of, and the number of Units underlying, the True North Options based upon the Exchange Ratio.
The transaction included an agreement with a related party to the Company's Chief Executive Officer, Daniel Drimmer (the "Vendor"), with respect to the acquisition of an initial multi-residential rental property (the "Initial Property"). The Company purchased the Initial Property from the Vendor for a purchase price equal to $7.55 million, subject to customary adjustments. The purchase price for the Initial Property was financed by new mortgage financing of approximately $5.3 million, with the balance in cash. There were no new shares of the Company issued for this acquisition.
Pursuant to the Second Acquisition Agreement dated April 5, 2012 and the Third Acquisition Agreement dated April 5, 2012, the Company also agreed to acquire the Follow-On Properties subsequent to the completion of the Arrangement. True North LP, or a Partnership to be formed, will purchase the Second Property from the Vendor for a purchase price equal to $5.08 million, subject to customary adjustments. The Purchase price for the Second Property, will be settled as to approximately $3.5 million by mortgage financing and as to the balance by approximately $1.5 million in cash. True North LP, or a Partnership to be formed, will purchase the Third Property from the Vendor for a purchase price equal to approximately $1.3 million, subject to customary adjustments. The Purchase price for the Third Property, will be settled in cash. The REIT will enter into an $800,000 credit facility with a Canadian chartered bank, which will be secured by a first charge on the Third Property. Completion of the Follow- On Acquisitions is conditional upon the completion of the Arrangement.
For more information about the Arrangement, please see the Information Circular dated May 4, 2012.
Name Change and Consolidation
Pursuant to the Arrangement approved by shareholders on June 4, 2012, the Company has consolidated its capital on an eight old shares for one new Trust Unit basis. The name of the Company has also been changed from Wand Capital Corporation to True North Apartment Real Estate Investment Trust.
Effective at the opening on Monday, June 11, 2012, the Trust Units of True North Apartment Real Estate Investment Trust will commence trading on the Exchange and the common shares of Wand Capital Corporation will be delisted.
Resume Trading
Further to TSX Venture Exchange bulletin dated April 5, 2012, trading in the securities of the resulting issuer will resume at the opening on Monday, June 11, 2012.
The rest of the bulletin remains unchanged.
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UPPER CANYON MINERALS CORP. ("UCM")
BULLETIN TYPE: Regional Office Change
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
Pursuant to Policy 1.2, TSX Venture Exchange has been advised of, and accepted the change of the Filing and Regional Office from Vancouver to Montreal.
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URAGOLD BAY RESOURCES INC. ("UBR")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: June 14, 2012
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 1,600,000 shares at a deemed price of $0.05 per share, as well as 800,000 warrants to purchase 800,000 common shares at an exercise price of $0.10 per share until June 7, 2014, to settle outstanding debts of $80,000, as described in the Company's press release dated June 7, 2012.
| Number of Creditors: | 1 creditor |
The Company will issue a press release when the shares are issued and the debt is extinguished.
RESSOURCES DE LA BAIE D'URAGOLD INC. (« UBR »)
TYPE DE BULLETIN : Émission d'actions en règlement d'une dette
DATE DU BULLETIN : Le 14 juin 2012
Société du groupe 2 de TSX croissance
Bourse de croissance TSX a accepté le dépôt de la documentation de la société en vertu de l'émission proposée de 1 600 000 actions au prix d'émission réputé de 0,05 $ l'action, ainsi que l'émission de 800 000 bons de souscription permettant d'acquérir 800 000 actions ordinaires de la société au prix d'exercice de 0,10 $ l'action jusqu'au 7 juin 2014, le tout en règlement d'une dette de 80 000 $, tel que divulgué dans un communiqué de presse émis par la société le 7 juin 2012.
| Nombre de créanciers : | 1 créancier |
La société émettra un communiqué de presse lorsque les actions seront émises et que la dette sera réglée.
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NEX COMPANIES:
IDAHO NATURAL RESOURCES CORP. ("IDN.H")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: June 14, 2012
NEX Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 613,332 shares to settle outstanding debt for $230,000.
| Number of Creditors: | 7 Creditors |
| Insider / Pro Group Participation: | ||||
| Insider=Y / | Amount | Deemed Price | ||
| Creditor | Progroup=P | Owing | per Share | # of Shares |
| Kim Parsons | Y | $20,000 | $0.375 | 53,333 |
| Nicholas Clayton | Y | $35,000 | $0.375 | 93,333 |
| Stan Sprinkle | Y | $15,000 | $0.375 | 40,000 |
| George Watkins | Y | $30,000 | $0.375 | 80,000 |
| Charles Selby | Y | $30,000 | $0.375 | 80,000 |
The Company shall issue a news release when the shares are issued and the debt extinguished.
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LATERAL GOLD CORP. ("LTG.H")
[formerly AVC Venture Capital Corp. ("AVW.H")]
BULLETIN TYPE: Name Change
BULLETIN DATE: June 14, 2012
NEX Company
Pursuant to a resolution passed by way of a Directors Resolution dated June 7, 2012, the Company has changed its name as follows. There is no consolidation of capital.
Effective at the opening, Friday, June 15, 2012, the common shares of Lateral Gold Corp. will commence trading on TSX Venture Exchange, and the common shares of AVC Venture Capital Corp. will be delisted. The Company is classified as a ''Capital Pool Company".
| Capitalization: | Unlimited | shares with no par value of which |
| 8,327,896 | shares are issued and outstanding | |
| Escrow: | 828,046 | |
| Transfer Agent: | Computershare Trust Company of Canada | |
| Trading Symbol: | LTG.H | (new) |
| CUSIP Number: | 51818T 10 1 | (new) |
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WINDAMERE VENTURES LTD. ("WV")
[formerly Windamere Ventures Ltd. ("WV.H")]
BULLETIN TYPE: Change of Business, Property-Asset or Share Purchase Agreement, Graduation from NEX to TSX Venture, Symbol Change, Resume Trading
BULLETIN DATE: June 14, 2012
NEX Company
TSX Venture Exchange has accepted for filing the Company's Change of Business, which includes the acceptance of the following transaction:
Property-Asset or Share Purchase Agreement:
TSX Venture Exchange has accepted for filing an Assignment Agreement dated November 7, 2011 (the 'Assignment Agreement') between Norte Exploraciones SA ('Norte') and Windamere Ventures Ltd. (the 'Company').
The San Juan gold exploration property (the 'Property') is located in San Juan province, Argentina. The Property is owned by Armando Sanchez ('Sanchez') who agreed to option the Property by an Exploration Agreement (the 'Exploration Agreement') with Rio Diablillos S.R.L. ('Rio') a wholly owned subsidiary of Kestrel Gold Inc.
Rio entered an Option Agreement (the 'Option Agreement') with Norte, a private company owned by Nicolas Vasquez and Silvia Shapiro, to acquire Rio's interest in the Exploration Agreement with Sanchez.
Pursuant to the Assignment Agreement between Norte and the Company, Norte assigned its option to explore and acquire one hundred percent interest in the Exploration Agreement, pursuant to the Option Agreement, to the Company. The Company has agreed to assume the rights and obligations under the Exploration Agreement and the Option Agreement.
Under the Assignment Agreement, Windamere will assume Norte's obligation under the Option Agreement, and Rio's obligation under the Exploration Agreement, to make five installment payments to Sanchez, in the aggregate amount of US$1,050,000, as follows:
| (i) | US$50,000, on or before September 30, 2011 (which has been paid initially by Norte, and will be reimbursed by the Company on Closing of the Transaction); |
| (ii) | US$100,000 on or before August 1, 2012; |
| (iii) | US$150,000 on or before August 1, 2013; |
| (iv) | US$250,000 on or before August 1, 2014; and |
| (v) | US$500,000 on or before August 1, 2015. |
In consideration for the Assignment of the Option Agreement, the Company will pay Rio (or reimburse Norte as applicable) the sum of US$30,000 on Closing, and will issue 1,000,000 common shares to Rio, over a period of three years as follows:
- 340,000 Resulting Issuer Shares will be issued on or before November 7, 2012;
- 330,000 Resulting Issuer Shares will be issued on or before November 7, 2013; and
- 330,000 Resulting Issuer Shares will be issued on or before November 7, 2014.
Graduation from NEX to TSX Venture, Symbol Change:
The Company has met the requirements to be listed as a TSX Venture Tier Company. Therefore, effective on Friday, June 15, 2012, the Company's listing will transfer from NEX to TSX Venture, the Company's Tier classification will change from NEX to Tier 2 and the Filing and Service Office will change from NEX to Vancouver, B.C.
Effective at the opening, Friday, June 15, 2012, the trading symbol for the Company will change from WV.H to WV. The Company is classified as a 'Mineral Exploration' company.
| Trading Symbol | WV | (same symbol but with .H removed) |
| CUSIP Number | 97316A102 | (UNCHANGED) |
| Capitalization: | Unlimited | shares with no par value of which |
| 32,586,750 | shares are issued and outstanding | |
| Escrow: | 7,700,000 | Tier 2 Value Security Escrow |
Resume Trading:
The common shares of the Company have been halted from trading since September 12, 2011, pending completion of a Change of Business Reactivation.
The Exchange has been advised that the above transactions, approved by shareholders consent between June 7, 2012 and June 8, 2012, have been completed.
Effective at the open, Friday, June 15, 2012, trading in the shares of the Company will resume.
| Company Contact: | William Randall |
| Company Address: | 65 Queen's Street West, Suite 815, PO Box 71 |
| Toronto, Ontario, M5H 2M5 | |
| Company Phone Number: | 416-818-8711 |
| Company Fax Number: | 604-669-3877 |
| Company Email Address: | [email protected] |
For further information please refer to the Company's Filing Statement dated May 30, 2012.
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Market Information Services at 1-888-873-8392, or email: [email protected]
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