VANCOUVER, July 24, 2013 /CNW/ -
TSX VENTURE COMPANIES:
ARCHER PETROLEUM CORP. ("ARK")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 10, 2013:
| Number of Shares: | 2,000,400 shares |
| Purchase Price: | $0.50 per share |
| Warrants: | 1,000,200 share purchase warrants to purchase 1,000,200 shares |
| Warrant Exercise Price: | $0.75 for a one year period |
| $1.00 in the second year | |
| Number of Placees: | 9 placees |
| Insider / Pro Group Participation: | ||
| Insider=Y / | ||
| Name | ProGroup=P | # of Shares |
| Colin Bowkett | Y | 150,400 |
| Finders' Fees: | Leede Financial Markets Inc. - $1,750 and 3,500 Warrants that are exercisable into common shares at $0.75 in the first year and $1.00 in the second year. |
| Canaccord Genuity Corp. - $15,764 and 31,528 Warrants that are exercisable into common shares at $0.75 in the first year and $1.00 in the second year. |
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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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ARIANNE PHOSPHATE INC. ("DAN")
BULLETIN TYPE: Shares for Bonuses
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's documentation in connection with the issuance of non-transferable bonus warrants to purchase 350,000 common shares pursuant to the disbursement of $1,500,000 secured non-convertible loan from a lender dealing at Arm's Length with the Company. The warrants are exercisable at a price of $1.18 per share until February 28, 2014.
The Company issued news release dated July 12, 2013 in respect of the above-mentioned transaction.
ARIANNE PHOSPHATE INC. (« DAN »)
TYPE DE BULLETIN : Émission d'actions en paiement de primes
DATE DU BULLETIN : Le 24 juillet 2013
Société du groupe 2 de TSX Croissance
Bourse de croissance TSX a accepté le dépôt de documents par la société, relativement à l'émission de bons de souscription non-transférables permettant de souscrire 350 000 actions ordinaires à titre de prime dans le cadre d'un financement par prêt garanti non-convertible de 1 500 000 $ auprès d'un prêteur transigeant sans lien de dépendance avec la société. Les bons de souscription peuvent être exercés au prix de 1,18 $ l'action jusqu'au 28 février 2014.
La société a émis un communiqué de presse le 12 juillet 2013 relativement à cette transaction.
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CALLINEX MINES INC. ("CNX")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 12, 2013 and July 5, 2013:
| Number of Shares: | 9,040,000 shares |
| Purchase Price: | $0.15 per share |
| Warrants: | 9,040,000 share purchase warrants to purchase 9,040,000 shares |
| Warrant Exercise Price: | $0.20 for a two year period |
| Number of Placees: | 20 placees |
| Insider / Pro Group Participation: | ||
| Insider=Y / | ||
| Name | ProGroup=P | # of Shares |
| John J. O'Donnell | Y | 100,000 |
| Mike Muzylowski | Y | 400,000 |
| Gord Slade Family Trust (Gordon Slade) | Y | 200,000 |
| Cheri Pedersen | Y | 100,000 |
| Finders' Fees: | $75,600 cash payable to Secutor Capital Management Corporation |
| $1,050 cash payable to Macquarie Private Wealth Inc. | |
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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CANADIAN OVERSEAS PETROLEUM LIMITED ("XOP")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pursuant to an Amended and Restated Sale and Purchase Agreement dated March 8, 2013 (the "S&P Agreement") between the Company and Peppercoast Petroleum PLC (the "Vendor") whereby the Company has acquired from the Vendor a 100% interest in Block LB-13("Block LB-13") covering an area of approximately 2,400 square kilometers offshore Liberia, West Africa. Immediately upon execution of the S&P Agreement, pursuant to a Restated and Amended Asset Purchase Agreement dated March 8, 2013 and an Operating Agreement dated March 8, 2013 (together, the "AP&O Agreements") the Company transferred 80% of its working interest in Block LB-13 to ExxonMobil Exploration and Production Liberia Limited ("ExxonMobil"). In connection with the S&P Agreement and AP&O Agreements, the Company has also entered into a Restated and Amended Production Share Contract (the "PSC") with ExxonMobil and the National Oil Company of Liberia ("NOCAL") relating to Block LB-13 whereby NOCAL has paid the obligations of the Company to the Vendor. Following that transfer, ExxonMobil has paid NOCAL: (1) all funds previously owed to the Company under the AP&O Agreements, and (2) all amounts owed by the Company and ExxonMobil to the Government of Liberia on account of the issuance of the PSC.
In consideration, the Company has provided relief from $15,000,000 in accounts receivable relating to 3D seismic license fee owing by the Vendor to the Company under the S&P Agreement and a payment of $7,000,000 to the Government of Liberia under the PSC. Additionally, under the PSC there is an obligation to complete exploration work commitments consisting of no less than USD $10,000,000 over the first three years and no less than USD$ 10,000,000 over the subsequent two years, of which 20% will be payable by the Company. ExxonMobil will pay the Company's 20% working interest portion of drilling expenses for the first $120,000,000 of gross drilling costs committed under the PSC, and the Company's share of joint venture costs up to the completion of those operations.
For further information, please review the Company's press release dated April 5, 2013.
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DONNYCREEK ENERGY INC. ("DCK")
BULLETIN TYPE: Prospectus-Share Offering
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
Effective July 16, 2013, the Company's Short Form Prospectus (the 'Prospectus') dated July 16, 2013, was filed with and accepted by TSX Venture Exchange, and filed with and receipted by the Alberta and Ontario Securities Commissions, pursuant to the provisions of the Alberta and Ontario Securities Acts.
The Prospectus was filed under Multilateral Instrument 11-102 Passport System in British Columbia, Saskatchewan, Manitoba, New Brunswick, Nova Scotia, Prince Edward Island and Newfoundland and Labrador. A receipt for the Prospectus is deemed to be issued by the regulator in these jurisdictions, if the conditions of the Instrument have been satisfied.
TSX Venture Exchange has been advised that closing of the prospectus offering (the 'Offering') occurred on July 23, 2013, for gross proceeds of $16,800,000.
Please refer to the news released issued by the Company on July 23, 2013.
| Underwriters: | RBC Dominion Securities Inc., Paradigm Capital Inc., Beacon Securities Limited and National Bank Financial Inc. |
| Offering: | 8,000,000 shares |
| Share Price: | $2.10 per share |
| Underwriters' Fee: | The Underwriters received a cash commission equal to 6% of the gross proceeds of the Offering. |
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KALLISTO ENERGY CORP. ("KEC")
BULLETIN TYPE: Halt
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
Effective at 7:36 a.m., PST, July 24, 2013, 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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KALLISTO ENERGY CORP. ("KEC")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
Effective at 9:30 a.m., PST, July 24, 2013, shares of the Company resumed trading, an announcement having been made.
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MAPLE LEAF RESOURCE CORP. ("MPL.P")
BULLETIN TYPE: Regional Office Change
BULLETIN DATE: July 24, 2012
TSX Venture Tier 2 Company
Pursuant to Policy 1.2, TSX Venture Exchange has been advised of, and accepted the change of Filing and Regional Office from Vancouver to Calgary.
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MERREX GOLD INC. ("MXI")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 6,666,667 shares to settle outstanding debt for $400,000.
| Number of Creditors: | 1 Creditor |
| Insider / Pro Group Participation: | ||||
| Insider=Y / | Amount | Deemed Price | ||
| Creditor | Progroup=P | Owing | per Share | # of Shares |
| IAMGOLD Corporation | Y | $400,000 | $0.06 | 6,666,667 |
The Company shall issue a news release when the shares are issued and the debt extinguished.
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NOBEL REAL ESTATE INVESTMENT TRUST ("NEL.UN")
BULLETIN TYPE: Notice of Distribution
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
The Issuer has declared the following distribution(s):
| Distribution per Unit: | $0.001561 |
| Payable Date: | August 15, 2013 |
| Record Date: | July 31, 2013 |
| Ex-Distribution Date: | July 29, 2013 |
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OIL OPTIMIZATION INC. ("OOI")
BULLETIN TYPE: Shares for Bonuses
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 300,000 bonus shares at a deemed price of $0.05 to Messrs. Chris Serin and Darren Steffes, two Non-Arms Length Parties (the "Employees"). The Shares are to be issued as a retention bonus to the Employees for the period of April 1, 2013 to June 30, 2013.
| Shares | |
| Chris Serin | 150,000 |
| Darren Steffes | 150,000 |
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PEAK POSITIONING TECHNOLOGIES INC. ("PKK")
BULLETIN TYPE: Private Placement, Non-Brokered
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the documentation with respect to a Non-Brokered Private Placement announced on July 18, 2013:
| Number of Shares: | 700,000 common shares |
| Purchase Price: | $0.05 per common share |
| Warrants: | 350,000 warrants to purchase 350,000 common shares |
| Warrant Exercise Price: | $0.10 per share until July 18, 2014 |
| Number of Placees: | 2 placees |
The Company has announced the closing of the Private Placement via the issuance of a press release.
LES TECHNOLOGIES PEAK POSITIONING INC. (« PKK »)
TYPE DE BULLETIN : Placement privé sans l'entremise d'un courtier
DATE DU BULLETIN : Le 24 juillet 2013
Société du groupe 2 de TSX croissance
Bourse de croissance TSX a accepté le dépôt de la documentation en vertu d'un placement privé sans l'entremise d'un courtier, tel qu'annoncé le 18 juillet 2013 :
| Nombre d'actions : | 700 000 actions ordinaires |
| Prix : | 0,05 $ par action ordinaire |
| Bons de souscription : | 350 000 bons de souscription permettant de souscrire à 350 000 actions ordinaires |
| Prix d'exercice des bons : | 0,10 $ par action jusqu'au 18 juillet 2014 |
| Nombre de souscripteurs : | 2 souscripteurs |
La société a annoncé la clôture du placement privé par voie d'un communiqué de presse.
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POET TECHNOLOGIES INC. ("PTK")
[formerly OPEL Technologies Inc. ("OPL")]
BULLETIN TYPE: Name Change
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
The Company has changed its name as follows. There is no consolidation of capital.
Effective at the opening, Thursday, July 25, 2013, the common shares of POET Technologies Inc. will commence trading on TSX Venture Exchange, and the common shares of OPEL Technologies Inc. will be delisted. The Company is classified as a 'Semiconductor and other Electronic Component Manufacturing' company.
| Capitalization: | Unlimited | shares with no par value of which |
| 132,474,865 | shares are issued and outstanding | |
| Escrow: | nil | shares |
| Transfer Agent: | Equity Financial Trust Company | |
| Trading Symbol: | PTK | (NEW) |
| CUSIP Number: | 73044W104 | (NEW) |
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STARLIGHT U.S. MULTI-FAMILY CORE FUND ("UMF.A") ("UMF.U")
BULLETIN TYPE: Notice of Distribution
BULLETIN DATE: July 24, 2013
TSX Venture Tier 1 Company
The Issuer has declared the following distribution(s):
| Distribution per CI A: | CDN$0.03747 |
| Distribution per CI U: | US$0.03718 |
| Payable Date: | August 15, 2013 |
| Record Date: | July 31, 2013 |
| Ex-Distribution Date: | July 29, 2013 |
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STRATEGEM CAPITAL CORPORATION ("SGE")
BULLETIN TYPE: Normal Course Issuer Bid
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has been advised by the Company that pursuant to a Notice of Intention to make a Normal Course Issuer Bid dated July 22, 2013, it may repurchase for cancellation, up to 294,275 shares in its own capital stock. The purchases are to be made through the facilities of TSX Venture Exchange during the period July 29, 2013 to July 28, 2014. Purchases pursuant to the bid will be made by Raymond James Ltd. on behalf of the Company.
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TOWER RESOURCES LTD. ("TWR")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for expedited filing documentation of an Option Agreement dated July 11, 2013 between Tower Resources Ltd. (the "Company") and Ragnar Bruaset & Associates Ltd., Ragnar Bruaset, DL Cooke & Associates Ltd. and David Cooke (collectively, the "Optionor") whereby the Company may acquire up to a 100% interest in the Rabbit North Property (the "Property") consisting of 24 mineral claims located in the Kamloops Mining Division of south central British Columbia.
The consideration payable to the Optionor consists of cash payments totaling $170,000; a total share issuance in the amount of 1,000,000 common shares of the Company payable in stages over a four-year period and property expenditures totaling $2,000,000 payable in stages over a five-year period. The Optionor will retain a 3% NSR net smelter royalty on the Property which the Company may reduce to 2% by paying $2,000,000 to the Optionor.
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VISCOUNT MINING CORP. ("VML")
[formerly Faith Spring Venture Inc. ("FSR.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Property-Asset or Share
Purchase Agreement, Private Placement-Non-Brokered, Name Change, Consolidation and
Resume Trading
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
Qualifying Transaction-Completed/New Symbol
TSX Venture Exchange Inc. (the 'Exchange') has accepted for filing Viscount Mining Corp's (formerly Faith Spring Venture Inc.) (the 'Company') Qualifying Transaction described in its information circular (the 'Circular') dated May 30, 2013. As a result, effective at the opening on Thursday, July 25, 2013, the trading symbol for the Company will change from FSR.P to VML and the Company will no longer be considered a Capital Pool Company.
The Qualifying Transaction is a Non-Arm's Length Qualifying Transaction within the meaning of Exchange Policy and a Related Party Transaction within the meaning of MI 61-101, as William Macdonald is a common director. As a result, the Agreement has been approved by shareholders of the Company by way of a "Majority of the Minority Approval" at the Company's Annual and Special meeting of security holders held on June 28, 2013.
The Qualifying Transaction includes the following matters, all of which have been accepted by the Exchange.
Property-Asset or Share Purchase Agreement
The Company entered into a share exchange agreement (the 'Agreement') dated as of February 13, 2013, among the Company, Viscount Mining Resources Ltd. formerly ('Viscount Mining Ltd.') (hereafter 'Viscount') and the Viscount Shareholders. Viscount is a private company incorporated pursuant to the Business Corporations Act (British Columbia). Viscount holds the right, title and interest in certain claims located in the Cherry Creek region of Nevada's (USA) White Pine County (the 'Property').
Pursuant to the Agreement, Viscount shareholders will receive 17,150,000 payment shares on a one for one basis. Upon completion of the Qualifying Transaction, Viscount will be a subsidiary of the Company.
The Exchange has been advised that the Transaction has been completed. The full particulars of the Company's Qualifying Transaction are set forth in the Circular dated May 30, 2013, which has been accepted for filing by the Exchange and which is available under the Company's profile on SEDAR.
Private Placement-Non-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced February 5, 2013:
| Number of Shares: | 225,000 post-consolidated shares |
| Purchase Price: | $0.20 per share |
| Number of Placees: | 4 placees |
| Insider / Pro Group Participation: | ||
| Insider=Y / | ||
| Name | ProGroup=P | # of Shares |
| Andrew Gertler | Y | 75,000 |
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.
Name Change and Consolidation
Pursuant to a resolution passed by shareholders June 28, 2013, the Company has consolidated its capital on a two (2) old for one (1) new basis. The name of the Company has also been changed as follows:
Effective at the opening Thursday, July 25, 2013, the name of the Company will change to Viscount Mining Corp. The Company is classified as a 'mining' company.
| Post - Consolidation | ||
| Capitalization: | Unlimited | shares with no par value of which |
| 19,525,000 | shares are issued and outstanding | |
| Escrow: | 1,000,000 | shares subject to CPC Value Escrow Agreement |
| 4,400,000 | shares subject to Value Security Escrow | |
| 400,000 | shares subject to four (4) month hold per the Seed Share Resale Matrix |
| Transfer Agent: | Valiant Trust | |
| Trading Symbol: | VML | (new) |
| CUSIP Number: | 92834X106 | (new) |
The stated capitalization figures are after giving effect to the transactions as noted in this Bulletin.
Resume Trading
Effective at the opening on Thursday, July 25, 2013, the common shares of Viscount Mining Corp. will commence trading on the Exchange, and the common shares of Faith Spring Venture Inc. will be delisted.
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WESTSTAR RESOURCES CORP. ("WER")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: July 24, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for expedited filing documentation of a Property Purchase Agreement dated July 15, 2013 between Weststar Resources Corp. (the "Company") and Marcy Kiesman (the "Vendor") whereby the Company may acquire a 100% interest in 19 mineral claims (the Albany South East Property, the "Property") located within the Porcupine District of Central Ontario.
The consideration payable to the Vendor consists of cash in the amount of $15,000 and the issuance of 2,750,000 common shares of the Company.
A finder's fee of 275,000 common shares is payable to Brian Morrison.
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SOURCE: TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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