VANCOUVER, Aug. 21, 2014 /CNW/ -
TSX VENTURE COMPANIES
DISTINCT INFRASTRUCTURE GROUP INC. ("DUG")
[formerly QE2 ACQUISITION CORP. ("QE")]
BULLETIN TYPE: Resume Trading, Reverse Takeover-Completed, Private Placement-Brokered, Private Placement-Non-Brokered, Name Change
BULLETIN DATE: August 21, 2015
TSX Venture Tier 1 Company
The common shares of QE2 Acquisition Corp.'s (the "Company" or "QE2") have been halted from trading since February 25, 2015, pending completion of a Reverse Takeover ('RTO').
Reverse Takeover-Completed
The TSX Venture Exchange has accepted for filing QE2's RTO, which includes the following:
The RTO consists of the arm's length acquisition of all shares of DistinctTech Inc. ("DistinctTech") for consideration of 217,128,927 QE2 common shares @ $0.10 per QE2 common share ($21,712,892.70) pursuant to the Amalgamation Agreement dated June 29, 2015 between QE2, 2471685 Ontario Limited (a wholly-owned subsidiary of QE2), DistinctTech, and DistinctTech shareholders.
For further information on the RTO, please refer to QE2's information circular dated June 29, 2015 available on SEDAR.
The Exchange has been advised that the above transaction, approved by shareholders on August 12, 2015, has been completed.
| Insider / Pro Group Participation: |
||||
| Insider=Y / |
||||
| Name |
ProGroup=P |
# of Shares |
||
| Alex Agius |
Y |
68,000,000 |
||
| Joe Lanni |
Y |
68,000,000 |
||
| Manny Bettencourt |
Y |
350,000 |
||
| Ian Hogg |
Y |
1,000,000 |
||
| Michael Newman |
Y |
260,000 |
||
| Gary Wetsch |
Y |
200,000 |
||
| Private Placement-Brokered |
||||
| TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced on April 17, 2015: |
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| Number of Shares: |
55,565,645 DistinctTech Units |
|||
| Each DistinctTech Unit is comprised of one DistinctTech Share and one-half of one DistinctTech Warrant. |
||||
| Purchase Price: |
$0.10 per DistinctTech Unit |
|||
| Warrants: |
27,782,823 share purchase warrants to purchase DistinctTech shares |
|||
| Warrant Exercise Price: |
$0.20 for a 36 months period, subject to a forced conversion, at the option of DistinctTech, if the average trading price of the DistinctTech Shares is above $0.30 cents per share for a period of 20 non-consecutive trading days |
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| Number of Placees: |
139 Placees |
|||
| Insider / Pro Group Participation: |
||||
| Insider=Y / |
||||
| Name |
ProGroup=P |
# of Shares |
||
| Manny Bettencourt |
Y |
350,000 |
||
| Ian Hogg |
Y |
1,000,000 |
||
| Michael Newman |
Y |
260,000 |
||
| Gary Wetsch |
Y |
200,000 |
||
| Aggregate Pro Group Involvement |
P |
125,000 |
||
| [1 Placee] |
||||
| Agent: |
Mackie Research Corp. |
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| Agent's Fee: |
$333,394 in commissions and 4,317,251 warrants exercisable to purchase one DistinctUnit at $0.10 DistinctTech Unit for a period of 3 years from the date of issuance (i.e. April 20, 2015, May 4, 2015, and June 1, 2015). |
|||
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). 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.
Private Placement-Non-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on April 17, 2015:
| Number of Shares: |
5,225,000 QE2 Units |
| Each QE2 Unit is comprised of one QE2 Share and one-half of one QE2 Warrant. |
|
| Purchase Price: |
$0.10 per QE2 Unit |
| Warrants: |
2,612,500 share purchase warrants to purchase QE2 shares |
| Warrant Exercise Price: |
$0.20 for a 36 months period, subject to a forced conversion, at the option of QE2, if the average trading price of the QE2 Shares is above $0.30 cents per share for a period of 20 non-consecutive trading days |
| Number of Placees: |
10 Placees |
| Finder's Fee: |
$24,300 and 243,000 QE2 Finder Warrants payable to HBS Financial Planning Ltd., Leede Financial Markets Inc., PI Financial Corp., Canaccord Genuity Corp., and Intrynsyc Capital Corporation. Each QE2 Finder Warrant is exercisable to purchase QE2 Shares at $0.20 per QE2 Share until May 3, 2018. |
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). 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.
Name Change
Pursuant to a resolution passed by shareholders on August 12, 2015, the Company has changed its name to Distinct Infrastructure Group Inc. There is no consolidation of capital.
Effective at the opening on Monday, August 24, 2015, the common shares of Distinct Infrastructure Group Inc. ("DUG") will commence trading on TSX Venture Exchange, and the common shares of QE2 Acquisition Corp. ("QE") will be delisted. The Company is classified as an 'Industrial' company.
| Capitalization: |
Unlimited |
shares with no par value of which |
| 255,267,453 |
shares are issued and outstanding |
|
| Escrow: |
164,120,001 |
shares, 152,810,000 of which are subject to a Tier 1 Value Security Escrow Agreement in connection with the RTO, 9,555,000 of which are subject to a Tier 1 Value Security Escrow Agreement in connection with the QT, and 1,755,001 of which are subject to a CPC Escrow Agreement |
| Escrow: |
12,914,529 |
shares are subject to 36 month staged release escrow, 9,914,529 of which are subject to a Tier 2 Value Security Escrow Agreement and 3,000,000 of which are subject to a CPC Escrow Agreement |
| Transfer Agent: |
Computershare Trust Company of Canada |
|
| Trading Symbol: |
DUG (NEW) |
|
| CUSIP Number: |
25475N 10 2 (NEW) |
|
| Company Contact: |
Ian Hogg, COO |
|
| Company Address: |
77 Belfield Rd., Toronto, Ontario |
|
| Company Phone Number: |
416.675.6485 |
|
| Company Fax Number: |
416.675.6489 |
|
| Company Email Address: |
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________________________________________
DOUBLEVIEW CAPITAL CORP. ("DBV")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has consented to the extension in the expiry date of the following warrants:
| Private Placement: |
|
| # of Warrants: |
3,548,333 |
| Original Expiry Date of Warrants: |
September 16, 2015 and October 17, 2015 |
| New Expiry Date of Warrants: |
September 16, 2018 and October 17, 2018 |
| Exercise Price of Warrants: |
$0.15 |
These warrants were issued pursuant to a private placement of 10,000,000 shares with 5,000,000 share purchase warrants attached, which was accepted for filing by the Exchange effective October 18, 2013.
________________________________________
EMERALD BAY ENERGY INC. ("EBY")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has consented to the extension in the expiry date of the following warrants:
| Private Placement: |
|
| # of Warrants: |
14,938,500 |
| Original Expiry Date of Warrants: |
11,175,000 warrants expire August 22, 2015 |
| 3,763,500 warrants expire September 3, 2015 |
|
| New Expiry Date of Warrants: |
11,175,000 warrants to expire August 22, 2016 |
| 3,763,500 warrants to expire September 3, 2016 |
|
| Exercise Price of Warrants: |
$0.05 (unchanged) |
These warrants were issued pursuant to a private placement which closed in tranches of 11,175,000 and 3,763,500 shares with 11,175,000 and 3,763,500 share purchase warrants attached, respectively, which was accepted for filing by the Exchange effective August 26, 2014 and September 26, 2014, respectively.
________________________________________
GOLDEN PREDATOR MINING CORP. ("GPY")
BULLETIN TYPE: Halt
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
Effective at 5:09 a.m. PST, August 21, 2015, trading in the shares of the Company was halted 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.
________________________________________
GREAT WESTERN MINERALS GROUP LTD. ("GWG.H")
[formerly Great Western Minerals Group Ltd. ("GWG")]
BULLETIN TYPE: Transfer and New Addition to NEX, Symbol Change, Remain Suspended
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
In accordance with TSX Venture Policy 2.5, the Company has not maintained the requirements for a TSX Venture Tier 2 company. Therefore, effective at the opening on Monday, August 24, 2015, the Company's listing will transfer to NEX, the Company's Tier classification will change from Tier 2 to NEX, and the Filing and Service Office will change from Calgary to NEX.
As of August 24, 2015, the Company is subject to restrictions on share issuances and certain types of payments as set out in the NEX policies.
The trading symbol for the Company will change from GWG to GWG.H. There is no change in the Company's name, no change in its CUSIP number and no consolidation of capital. The symbol extension differentiates NEX symbols from Tier 1 or Tier 2 symbols within the TSX Venture market.
Further to the TSX Venture bulletin dated May 12, 2015, trading in the shares of the Company will remain suspended.
Members are prohibited from trading in the securities of the Company during the period of the suspension or until further notice.
_______________________________________
JOSEPHINE MINING CORP. ("JMC.H")
[formerly Josephine Mining Corp. ("JMC")]
BULLETIN TYPE: Transfer and New Addition to NEX, Symbol Change, Remain Suspended
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
In accordance with TSX Venture Policy 2.5, the Company has not maintained the requirements for a TSX Venture Tier 2 company. Therefore, effective at the opening on Monday, August 24, 2015, the Company's listing will transfer to NEX, the Company's Tier classification will change from Tier 2 to NEX, and the Filing and Service Office will change from Calgary to NEX.
As of August 24, 2015, the Company is subject to restrictions on share issuances and certain types of payments as set out in the NEX policies.
The trading symbol for the Company will change from JMC to JMC.H. There is no change in the Company's name, no change in its CUSIP number and no consolidation of capital. The symbol extension differentiates NEX symbols from Tier 1 or Tier 2 symbols within the TSX Venture market.
Further to the TSX Venture bulletin dated May 11, 2015, trading in the shares of the Company will remain suspended.
Members are prohibited from trading in the securities of the Company during the period of the suspension or until further notice.
_______________________________________
NEUTRISCI INTERNATIONAL INC. ("NU")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced August 20, 2015:
| Number of Shares: |
1,200,000 shares |
||
| Purchase Price: |
$0.18 per share |
||
| Number of Placees: |
8 Placees |
||
| Insider / Pro Group Participation: |
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| Insider=Y / |
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| Name |
ProGroup=P |
# of Shares |
|
| Natgar Capital Corp. (Jeff Durno) |
Y |
70,000 |
|
| Finder's Fee: |
PI Financial Corp. $630 cash payable. |
||
| Mario Vetro $3,500 cash payable. |
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| NBCN Inc. $1,260 cash payable. |
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| First Republic Capital $1,738.80 cash payable. |
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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.
________________________________________
NOBEL REAL ESTATE INVESTMENT TRUST ("NEL.UN")
BULLETIN TYPE: Consolidation, Correction
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange (the "Exchange") bulletin of August 20, 2015 should have indicated post-consolidation escrow units of 25,350 instead of 126,750 units. There are no other changes to the Exchange bulletin of August 20, 2015.
FONDS DE PLACEMENT IMMOBILIER NOBEL (« NEL.UN »)
TYPE DE BULLETIN : Regroupement, Correction
DATE DU BULLETIN : Le 21 Août 2015
Société du groupe 2 de TSX Croissance
Le bulletin de Bourse de croissance TSX (la « Bourse ») du 20 août 2015 aurait dû indiquer 25 350 parts entiercées après regroupement plutôt que 126 750 parts. Il n'y a pas d'autre changement au bulletin de la Bourse du 20 août 2015.
_______________________________________
NOBLE REAL ESTATE INVESTMENT TRUST ("NEL.UN")
BULLETIN TYPE: Notice of Distribution
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
The Issuer has declared the following distribution:
| Distribution per Unit: |
$0.014165 |
| Payable Date: |
September 15, 2015 |
| Record Date: |
August 31, 2015 |
| Ex-distribution Date: |
August 27, 2015 |
________________________________________
NOUVEAU MONDE MINING ENTERPRISES INC. ("NOU")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange (the "Exchange") has consented to the extension of the following Warrants:
| Number of Warrants: |
3,125,000 |
| Original Expiry Date of Warrants: |
September 11, 2015 |
| New Expiry Date of Warrants: |
September 11, 2017 |
| Exercise Price of Warrants: |
$0.30 |
These warrants were issued under a private placement including a total of 3,125,000 shares and 3,125,000 warrants, which was accepted for filing by TSX Venture Exchange, effective on October 20, 2014.
ENTREPRISES MINIÈRES DU NOUVEAU MONDE INC. (« NOU »)
TYPE DE BULLETIN : Prolongation des bons de souscription
DATE DU BULLETIN : Le 21 août 2015
Société du groupe 2 de TSX Croissance
Bourse de croissance TSX (la « Bourse ») a accepté la prolongation des bons de souscription (les « bons ») suivants :
| Nombre de bons : |
3 125 000 |
| Date d'échéance initiale des bons : |
Le 11 septembre 2015 |
| Nouvelle date d'expiration des bons : |
Le 11 septembre 2017 |
| Prix d'exercice des bons : |
0,30 $ |
Ces bons ont été émis en vertu d'un placement privé comprenant 3 125 000 actions et 3 125 000 bons de souscription, tel qu'accepté par Bourse de croissance TSX le 20 octobre 2014.
__________________________________
PACIFIC BAY MINERALS LTD. ("PBM")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 15, 2015:
| Number of Shares: |
10,000,000 shares |
| Purchase Price: |
$0.05 per share |
| Number of Placees: |
1 Placee |
________________________________________
PHOENIX METALS CORPORATION ("PHC")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced April 17, 2015:
| Number of Shares: |
3,654,040 shares |
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| Purchase Price: |
$0.025 per share |
||
| Warrants: |
3,654,040 share purchase warrants to purchase 3,654,040 shares |
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| Warrant Exercise Price: |
$0.05 for a one year period |
||
| Number of Placees: |
13 Placees |
||
| Insider / Pro Group Participation: |
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| Insider=Y / |
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| Name |
ProGroup=P |
# of Shares |
|
| Nexvu Capital Corp. |
Y |
340,000 |
|
| (Brian Leemers, Greg Pearson, Gordon Fretwell) |
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| 0733351 BC Ltd. |
Y |
864,000 |
|
| (Brian Leemers, Greg Pearson, Gordon Fretwell) |
|||
________________________________________
PIVOT TECHNOLOGY SOLUTIONS, INC. ("PTG")
BULLETIN TYPE: Declaration of Dividend
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
The Issuer has declared the following dividend:
| Dividend per Common Share: |
$0.0075 |
| Payable Date: |
September 15, 2015 |
| Record Date: |
August 31, 2015 |
| Ex-distribution Date: |
August 27, 2015 |
________________________________________
PRO REAL ESTATE INVESTMENT TRUST ("PRV.UN")
BULLETIN TYPE: Normal Course Issuer Bid
BULLETIN DATE: August 21, 2015
TSX Venture Tier 1 Company
TSX Venture Exchange (the "Exchange") has been advised by the Company that pursuant to a Notice of Intention to make a Normal Course Issuer Bid dated August 12, 2015, the Company may repurchase for cancellation up to 1,411,832 thrust units in its own capital stock, representing approximately 5.5% of the Company's public float as defined in the Exchange's policies. The purchases are to be made through the facilities of the Exchange during the period starting on August 26, 2015 to August 25, 2016. Purchases pursuant to the bid will be made by AltaCorp Capital Inc. on behalf of the Company.
FONDS DE PLACEMENT IMMOBILIER PRO (« PRV.UN »)
TYPE DU BULLETIN : Offre de rachat dans le cours normal des activités
DATE DU BULLETIN : Le 21 août 2015
Société du groupe 1 de TSX Croissance
Bourse de croissance TSX (la « Bourse ») a été avisée qu'en vertu d'un avis d'intention de procéder à une offre de rachat dans le cours normal des activités datée du 12 août 2015, la société peut racheter pour fin d'annulation, jusqu'à 1 411 832 parts de son capital représentant approximativement 5,5 % du flottant tel que défini dans les politiques de la Bourse. Les achats seront effectués par l'entremise de la Bourse durant la période débutant le 26 août 2015 et se terminant le 25 août 2016. Les achats en vertu de l'offre seront effectués par le biais de AltaCorp Capital Inc.
________________________________________
PURE ENERGY MINERALS LIMITED ("PE")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
Effective at 5:00 a.m., PST, August 21, 2015, shares of the Company resumed trading, an announcement having been made.
________________________________________
RED HUT METALS INC. ("ROB")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
Further to the Exchange bulletin dated March 11, 2014, effective at the open Monday, August 24, 2015 the shares of the Company will resume trading, an announcement having been made on Stockwatch on August 4, 2015.
________________________________________
SILK ROAD ENERGY INC. ("SLK")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
Further to TSX Venture Exchange Bulletin dated March 23, 2015, the Company has terminated its proposed Reverse Takeover. Please refer to the Company's press release dated August 11, 2015 for further details.
Effective at the opening on Monday, August 24, 2015, trading will be reinstated in the securities of the Company.
_______________________________________
TAMARACK VALLEY ENERGY LTD. ("TVE")
BULLETIN TYPE: Graduation
BULLETIN DATE: August 21, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has been advised that the Company's shares will be listed and commence trading on Toronto Stock Exchange at the opening on Monday, August 24, 2015, under the symbol "TVE".
As a result of this Graduation, there will be no further trading under the symbol "TVE" on TSX Venture Exchange after Friday, August 21, 2015, and its shares will be delisted from TSX Venture Exchange at the commencement of trading on Toronto Stock Exchange.
________________________________________
THE WESTAIM CORPORATION ("WED")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: August 21, 2015
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation relating to Limited Liability Agreements ("LLCAs") and a Purchase Agreement. Pursuant to the LLCAs, The Westaim Corporation (the "Company") shall establish and capitalize entities, principally i) Arena Investors, LP ("Arena Investors") ii) Arena Finance Company Inc. ("AFC") and iii) Arena Origination Co., LLC ("AOC") (collectively, the Arena Transactions) with aggregate proceeds of approximately US$189,300,000.
Further, in connection with the Arena Transactions, an arm's length party, that is controlled by Daniel B. Zwirn and certain other individuals who will manage the Arena operations, shall have certain earn-in rights up to 75% into Westaim Arena Holdings II, LLC. based on assets under management and trailing twelve month EBITDA milestones. The arm's length party shall also have option-type rights to acquire equity ownership interests in AOC and a subsidiary of AFC of up to 20% of the outstanding equity ownership interests (approximately 16.7% assuming full exercise of the options).
In addition, pursuant to the Purchase Agreement, Westaim Arena Holdings, Inc., a wholly-owned subsidiary of the Company shall acquire units of Lantern Endowment Partners, LP for consideration of 769,231 common shares of the Company at a deemed price of $3.25 per share to be issued to an affiliate of Daniel B. Zwirn pursuant to a Subscription Agreement.
For more information, refer to the Company's news releases dated May 5, 2015, May 28, 2015 and July 20, 2015 and the Company's preliminary short form prospectus dated July 24, 2015 filed on SEDAR.
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NEX COMPANIES
AFRASIA MINERAL FIELDS INC. ("AFS.H")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: August 21, 2015
NEX Company
Further to the Exchange bulletin dated April 7, 2014, effective at the open Monday, August 24, 2015 the shares of the Company will resume trading with an announcement having been made on Stockwatch on July 8, 2015.
________________________________________
SOURCE TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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