VANCOUVER, Aug. 8, 2012 /CNW/ -
TSX VENTURE COMPANIES:
BULLETIN TYPE: Cease Trade Orders
BULLETIN DATE: August 7, 2012
TSX Venture Companies
A Cease Trade Order has been issued by the British Columbia Securities Commission on August 7, 2012 against the following companies for failing to file the documents indicated within the required time period:
Symbol |
Tier |
Company |
Failure to File |
Period Ending (Y/M/D) |
||||||||||||
PEB |
2 |
Pebble Creek Mining Ltd. |
A comparative financial statement for its financial year ended A Form 51-102F1 Management's Discussion & Analysis for the period ended |
2012/03/31 2012/03/31 |
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SMG |
2 |
Sierra Madre Developments Inc. |
A comparative financial statement for its financial year ended A Form 51-102F1 Management's Discussion & Analysis for the period ended |
2012/03/31 2012/03/31 |
Upon revocation of the Cease Trade Order, the companies' shares will remain suspended until the companies meet 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.
________________________________________
ANERGY CAPITAL INC. ("ACA.P")
BULLETIN TYPE: Suspend-Failure to Complete a Qualifying Transaction within 24 months of Listing
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange Bulletin dated July 6, 2012, effective at the open on Thursday, August 9, 2012, trading in the shares of the Company will be suspended, the Company having failed to complete a Qualifying Transaction within 24 months of its listing.
Members are prohibited from trading in the securities of the Company during the period of the suspension or until further notice.
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ARCO RESOURCES CORP. ("ARR")
BULLETIN TYPE: Warrant Term Extension, Correction
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange Bulletin dated August 3, 2012 with respect to the extension to the expiry date of 5,500,000 warrants, the bulletin should have read as follows.
TSX Venture Exchange has consented to the extension in the expiry date of the following warrants:
Private Placement:
# of Warrants: Original Expiry Date of Warrants: New Expiry Date of Warrants: Exercise Price of Warrants: |
5,500,000 August 3, 2012 February 3, 2013 $0.10 |
These warrants were issued pursuant to a private placement of 5,500,000 shares with 5,500,000 share purchase warrants attached, which was accepted for filing by the Exchange effective July 30, 2010.
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AUTOMATED BENEFITS CORP. ("AUT")
BULLETIN TYPE: Shares for Services
BULLETIN DATE: August 8, 2012
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 149,856 shares to settle outstanding debt for $58,294.13 to satisfy unpaid director fees to independent directors of the Company for the period of January 1, 2012 to June 30, 2012.
Number of Creditors: | 5 Creditors | |||||||||||||||||||||||
Insider / Pro Group Participation: | ||||||||||||||||||||||||
Creditor |
Insider=Y / Progroup=P |
Amount Owing |
Deemed Price per Share |
# of Shares |
||||||||||||||||||||
Robert W. Tretiak G. Scott Patterson Larry Binnion Robert Landry Timothy Stanley |
Y Y Y Y Y |
$8,040.37 $21,269.87 $11,968.00 $10,017.42 $6,998.47 |
$0.389 $0.389 $0.389 $0.389 $0.389 |
20,669 54,678 30,766 25,752 17,991 |
The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
AVINO SILVER & GOLD MINES LTD. ("ASM")
BULLETIN TYPE: Property-Asset or Share Disposition Agreement
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation an Option to Joint Venture Agreement dated July 30, 2012 between the Company and Endeavour Silver Corp. ('Endeavour') whereby Endeavour has been granted an option to acquire up to an undivided 100% title and interest in the Laberinto Property located in Durango State, Mexico. In consideration, Endeavour must pay up to US$200,000 in annual installments and incur up to US$3,000,000 in exploration work over four years. Upon acquiring a 75% interest, a joint venture will be formed under which if any party does not contribute its proportionate share of costs, its participating interest will be diluted on a pro rata basis according to the contributions. If any party's participating interest is reduced to 10% or less, then its interest will be automatically converted into a 2.5% net smelter returns royalty.
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BELLAIR VENTURES INC. ("BVI")
BULLETIN TYPE: Halt
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
Effective at 6:07 a.m. PST, August 8, 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.
________________________________________
BELLAIR VENTURES INC. ("BVI")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange ('TSXV') Bulletin dated August 8, 2012, effective at 12:15 p.m., August 8, 2012, trading in the shares of the Company will remain halted pending receipt and review of acceptable documentation regarding the Change of Business and/or Reverse Takeover pursuant to TSXV Listings Policy 5.2. 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.
________________________________________
BROOKEMONT CAPITAL INC. ("BKT")
BULLETIN TYPE: Property-Asset or Share Purchase Amending Agreement
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
The Exchange has accepted for filing documentation in connection with two letter agreements between Brookemont Capital Inc. (the "Company") and Sundance Gold Ltd. ("Sundance") dated March 20, 2012 and June 21, 2012 (the "Amending Agreements") which amend the Option Agreement dated September 3, 2010 (the "Option Agreement") between the Company and Sundance which was previously approved by the Exchange under a bulletin issued on December 14, 2010. Under the Amending Agreements the Option Agreement is amended as follows:
- a payment of US$350,000 payable in year two of the option is cancelled;
- an additional 3,000,000 common shares will be issued on the date of this bulletin;
- an additional 3,000,000 common shares will be issued within 13 months of the date of this bulletin; and
- a payment of US$50,000 will be made on or before July 1, 2013.
For further information see the Company's news releases dated May 2, 2012 and June 26, 2012 which are available under the Company's profile on SEDAR.
________________________________________
CALYX BIO-VENTURES INC. ("CYX")
BULLETIN TYPE: Private Placement-Brokered
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced May 9, 2012:
Number of Shares: | 1,110,000 shares | |||||||||
Purchase Price: | $0.25 per share | |||||||||
Warrants: | 555,000 share purchase warrants to purchase 555,000 shares | |||||||||
Warrant Exercise Price: | $0.40 for a two year period | |||||||||
Number of Placees: | 20 placees | |||||||||
Insider / Pro Group Participation: | ||||||||||
Name |
Insider=Y / ProGroup=P / |
# of Shares |
||||||||
Helen Stoyanovski | P | 100,000 | ||||||||
Agent's Fee: | $19,425 cash, 111,000 warrants and 37,000 units payable to Canaccord Genuity Corp. | |||||||||
- Agent's warrants are exercisable at $0.40 per share for two years and 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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COLUMBIA YUKON EXPLORATIONS INC. ("CYU")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: August 8, 2012
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 16, 2012:
Number of Shares: | 3,000,000 shares | ||||||||||||||||||||||||||
Purchase Price: | $0.05 per share | ||||||||||||||||||||||||||
Number of Placees: | 1 placee | ||||||||||||||||||||||||||
Insider / Pro Group Participation: | |||||||||||||||||||||||||||
Name |
Insider=Y / ProGroup=P / |
# of Shares |
|||||||||||||||||||||||||
Prairie Enterprises Inc. (Edward Yurkowski) |
Y |
3,000,000 |
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.
________________________________________
COMMERCE RESOURCES CORP. ("CCE")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: August 8, 2012
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 13, 2012:
Number of Shares: | 5,601,666 flow-through shares | ||||||
Purchase Price: | $0.30 per flow-through share | ||||||
Warrants: | 2,800,833 share purchase warrants to purchase 2,800,833 non flow-through shares | ||||||
Warrant Exercise Price: |
$0.40 for a one year period $0.48 in the second year |
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Number of Placees: | 7 placees | ||||||
Finder's Fee: | NCP Northland Capital Partners Inc. will receive a 7% cash fee in the amount of $114,169.99 and 7% in Compensation Options that are exercisable into 380,567 common shares at a price of $0.30 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. 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.
________________________________________
GOWEST GOLD INC. ("GWA")
BULLETIN TYPE: Shares for Services
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 95,240 shares to settle outstanding debt for $10,000 to satisfy partial payment of director fees for the quarter ended April 30, 2012.
Number of Creditors: | 4 Creditors | |||||||||||||||||||||||
Insider / Pro Group Participation: | ||||||||||||||||||||||||
Creditor |
Insider=Y / Progroup=P |
Amount Owing |
Deemed Price per Share |
# of Shares |
||||||||||||||||||||
C. Fraser Elliot Jeremy Niemi Peter Quintiliani Larry Phillips |
Y Y Y Y |
$2,500 $2,500 $2,500 $2,500 |
$0.105 $0.105 $0.105 $0.105 |
23,810 23,810 23,810 23,810 |
The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
MOSQUITO CONSOLIDATED GOLD MINES LIMITED ("MSQ")
BULLETIN TYPE: Halt
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
Effective at 11:03 a.m. PST, August 8, 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.
________________________________________
RESPECT YOUR UNIVERSE INC. ("RYU")
BULLETIN TYPE: New Listing-Shares, Halt, Correction
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
Further to TSX Venture Exchange bulletin dated August 2, 2012, the bulletin should read:
Capitalization: Escrowed Shares: |
500,000,000 48,322,128 14,408,424 |
common shares with no par value of which common shares are issued and outstanding common shares |
||||||||
Agent's Warrants | |
294,125 |
non-transferrable share purchase warrants. 1 warrant to purchase 1 additional share at $1.50 per share up to August 3, 2014. |
All other terms of the transaction remains unchanged.
________________________________________
SHEAR WIND INC. ("SWX")
BULLETIN TYPE: Halt
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
Effective at 12:31 p.m. PST, August 8, 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.
________________________________________
SHIELD GOLD INC. ("SHG")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 27, 2012:
Number of Shares: |
1) 475,000 Non-Flow-Through shares 2) 1,500,000 Flow-Through shares |
||||||
Purchase Price: | $0.10 per share (Non-Flow-Through and Flow-Through) | ||||||
Warrants: |
1) 475,000 share purchase warrants to purchase 475,000 shares 2) 750,000 share purchase warrants to purchase 750,000 shares |
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Warrant Exercise Price: |
1) $0.12 for Non-Flow Through warrants for an eighteen month period 2) $0.15 for Flow-Through warrants for an eighteen month period |
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Number of Placees: | 15 Placees |
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). 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.
________________________________________
SOLARA EXPLORATION LTD. ("SAA.A")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pursuant to an Acquisition and Disposition Agreement dated July 1, 2012 (the "Agreement") between the Company and Marwayne Production Limited Partnership (the "Vendor"). As per the terms of the Agreement the Company will acquire a further 60% interest in the Company's existing leases, petroleum and natural gas rights, tangibles and wells located in the Marwayne Dewberry area of Alberta. Upon closing, the Company shall be 100% owner. The purchase price of $4.3 million was paid or satisfied by the extinguishment of $3.3 million of a receivable owing to the Company by the Vendor plus the issuance of 20,000,000 Class A Shares at a price of $0.05 per share.
For further information please refer to the Company's press releases dated July 25, 2012 and August 2, 2012.
________________________________________
US OIL SANDS INC. ("USO")
BULLETIN TYPE: Shares for Services
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 500,000 warrants having an exercise price of $0.50 per share having a term until June 30, 2013, in consideration of certain services provided to the company pursuant to an agreement dated July 6, 2011 as amended September 30, 2011.
The Company shall issue a news release when the warrants are issued.
________________________________________
VULCAN MINERALS INC. ("VUL")
BULLETIN TYPE: Declaration of Dividend
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
The Issuer has declared the following distribution as a return of capital, subject to necessary approvals being obtained by the Company:
Return of capital distribution per approximately 3.835 Common Shares: Payable Date: Record Date: Ex-Dividend Date: |
1 Common Share of Red Moon Potash Inc. August 17, 2012 August 15, 2012 August 13, 2012 |
________________________________________
WHITEKNIGHT ACQUISITIONS II INC. ("WKN.P")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: August 8, 2012
TSX Venture Tier 2 Company
Effective at the opening on Thursday, August 9, 2012, shares of the Company resumed trading, an announcement having been made.
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NEX COMPANY:
NICKEL NORTH EXPLORATION CORP ("NNX")
[formerly Orient Venture Capital Inc ("OVC.H")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Graduation from NEX to TSX Venture, Private Placement-Brokered, Private Placement-Non-Brokered, Shares for Debt, Symbol Change, Name Change, Resume Trading
BULLETIN DATE: August 8, 2012
NEX Company
Graduation from NEX to TSX Venture
The Company has met the requirements to be listed as a TSX Venture Tier 2 Company. Therefore, effective on Thursday, August 9, 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.
Qualifying Transaction-Completed
TSX Venture Exchange has accepted for filing the Qualifying Transaction of Nickel North Exploration Corp [formerly Orient Venture Capital Inc] (the "Company") described in its Filing Statement dated July 23, 2012. As a result, at the opening on Thursday, August 9, 2012, the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following:
Pursuant to the Option Agreement dated March 29, 2012, as amended May 15, 2012, between the Company and Virginia Energy Resources Inc, and its wholly-owned subsidiary, 662707 Alberta Ltd. (collectively, the "Optionors"), the Company may acquire a 100% interest in the Hawk Ridge property, Quebec, subject to a 3% NSR, consideration for the Option Agreement consists of:
- $2,000,000 in cash ($500,000 on completion of transaction, $500,000 by Dec 31, 2012 and $1,000,000 by Dec 31, 2013);
- Consideration shares equal to $1,000,000 in value ($250,000 (1,250,000 shares)on completion of transaction, $250,000 by Dec 31, 2012 and $500,000 by Dec 31, 2013); and
- 2,302,032 shares and 1,151,016 share purchase warrants to purchase 1,151,016 shares @ $0.35 for a one year period and $0.60 in the second year as consideration related to the expenses of the geophysical survey and related costs (e.g. fuel, planning, supervision, quality control, etc). in the amount of $460,406.50.
A Finder's Fee of 100,000 shares is payable to Mr. Gary Thompson in connection with the Option Agreement
The Exchange has been advised that the above transaction, approved by Shareholders, has been completed.
In addition, the Exchange has accepted for filing the following:
Private Placement-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced April 10, 2012:
Number of Shares: | 2,504,600 Flow through shares | |||||||||
Purchase Price: | $0.22 per share | |||||||||
Warrants: | 1,252,300 share purchase warrants to purchase 1,252,300 shares | |||||||||
Warrant Exercise Price: |
$0.35 for a one year period $0.60 in the second year |
|
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Number of Placees: | 27 placees | |||||||||
Insider / Pro Group Participation: | ||||||||||
Name |
Insider=Y / ProGroup=P / |
# of Shares |
||||||||
Min Kuang Michael Cathro Aaron Chan James Oleynick Anthony Fierro Catherin Vinterlik Tom Vinterlik |
Y Y P P P P P |
100,000 22,500 50,000 100,000 100,000 100,000 100,000 |
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Agent's Fee: | PI Financial Corp. $33,398.20 as commission, a corporate finance fee of $25,000 plus HST and 151,810 agents options to purchase 151,810 shares @ $0.22 for 2 years |
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.
Private Placement-Non-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced February 7, 2012 & April 10, 2012 :
Number of Shares: | 14,560,000 shares | |||||||||
Purchase Price: | $0.20 per share | |||||||||
Warrants: | 7,280,000 share purchase warrants to purchase 7,280,000 shares | |||||||||
Warrant Exercise Price: |
$0.35 for a one year period $0.60 in the second year |
|
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Number of Placees: | 5 placees | |||||||||
Insider / Pro Group Participation: | ||||||||||
Name |
Insider=Y / ProGroup=P / |
# of Shares |
||||||||
Goldrock Resources Co. Ltd Dr. Jingbin Wang Richard Barclay Geosource Consulting Inc Phillip Mudry |
Y Y Y |
|
12,750,000 300,000 500,000 |
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.
Shares for Debt
TSX Venture Exchange has accepted for filing the Company's proposal to issue 1,072,983 shares to settle outstanding debt for $214,596.33.
Number of Creditors: | 6 Creditors | |||||||||||||||||||||||
Insider / Pro Group Participation: | ||||||||||||||||||||||||
Creditor |
Insider=Y / Progroup=P |
Amount Owing |
Deemed Price per Share |
# of Shares |
||||||||||||||||||||
Min Kuang Dwane Brosseau |
Y Y |
$92,605.33 $15,634.67 |
$0.20 $0.20 |
463,027 78,173 |
The Company shall issue a news release when the shares are issued and the debt extinguished.
Name change, New Symbol & Resume Trading:
Effective at the opening Thursday August 9, 2012, the common shares of Nickel North Exploration Corp. will commence trading on TSX Venture Exchange, and the common shares of Orient Venture Capital Inc. will be delisted. The Company is classified as a 'Mineral Exploration' company.
Capitalization: Escrow: |
Unlimited 31,350,405 21,510,059 |
shares with no par value of which shares are issued and outstanding shares are subject to 36 month staged release escrow |
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Transfer Agent: | Computershare Trust Company of Canada | |||||||||
Trading Symbol: CUSIP Number: |
NNX 65389P108 |
(new) (new) |
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Company Contact: Company Address: Company Phone Number: Company Fax Number: Company Email Address: |
Min Kuang #300-1055 West Hastings Street, Vancouver, BC, V6E-2E9 (604) 689-0618 (604) 689-0628 [email protected] |
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SOURCE: TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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