VANCOUVER, March 21, 2016 /CNW/ -
TSX VENTURE COMPANIES
ARPETROL LTD. ("RPT")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: March 21, 2016
TSX Venture Tier 1 Company
Effective at 5:00 a.m. PST, March 21, 2016, shares of the Company resumed trading, an announcement having been made.
________________________________________
ASHBURTON VENTURES INC. ("ABR")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a Property Purchase Agreement dated February 26, 2016 between the Company and Chancellor Corporation whereby the Company will acquire 100% of 7 placer mining claims located in Esmeralda County, Nevada. Consideration is 3,500,000 common shares.
________________________________________
BONTERRA RESOURCES INC. ("BTR")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation in connection with the following Acquisition Agreements dated March 11, 2016:
- Between the Company and Jeanne Lebel whereby the Company can acquire a 100% interest in the Macho South Property and the Barry Property that are located in Quebec. Consideration is the issuance of 2,000,000 common shares.
- Between the Company and Laurier Gold Corp. (Thomas Clarke, Bryan Loree and Kevin Brewer) whereby the Company can acquire a 100% interest in the Bailly Property that is located in Quebec. Consideration is the issuance of 250,000 common shares.
Medalist Capital Ltd. (Branden Keast, Riley Keast, Michael Keast and Stephen Sandusky) will receive a finder's fee of 202,232 common shares.
________________________________________
CALIFORNIA GOLD MINING INC. ("CGM")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced March 17, 2016:
Number of Shares: |
18,000,000 common shares |
|
Purchase Price: |
$0.05 per share |
|
Warrants: |
18,000,000 share purchase warrants attached to purchase 18,000,000 shares |
|
Warrant Exercise Price: |
$0.10 for a three year period |
|
Number of Placees: |
2 Placees |
|
Insider / Pro Group Participation: |
||
Insider=Y / |
||
Name |
ProGroup=P |
# of Shares |
Rasenberg Management |
||
Limited (Scott Rasenberg) |
Y |
16,000,000 |
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). 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.
________________________________________
CANDELARIA MINING CORP. ("CXX")
[formerly Branco Resources Ltd. ("BNL.H")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Property-Asset or Share Purchase Agreement, Private Placement-Non-Brokered, Name Change, Company Tier Reclassification, Reinstated for Trading, Graduation from NEX to TSX Venture
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange Inc. (the "Exchange") has accepted for filing Branco Resources Ltd.'s (now Candelaria Mining Corp.) (the "Company") Qualifying Transaction described in its filing statement dated March 14, 2016 (the "Filing Statement"). As a result, effective at the opening on Tuesday March 22, 2016, the trading symbol for the Company will change from BNL.H to CXX and the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following matters, all of which have been accepted by the Exchange.
Acquisition of a 60% equity interest in Minera Apolo, S.A. de C.V.:
On February 27, 2015, Branco, its wholly-owned subsidiary Grupo Minero Candelaria, S.A.P.I. de C.V., incorporated under the laws of Mexico ("Issuer Subco"), Minera Apolo, S.A. de C.V. ("Apolo"), and the Apolo Shareholders entered into a share purchase agreement dated February 27, 2015 (the "Share Purchase Agreement"), which superseded a previously executed letter of intent. Pursuant to the Share Purchase Agreement, Issuer Subco will acquire 60% of the issued and outstanding Apolo shares in consideration for the following:
(a) |
The Company paying of a total of US$500,000 in cash to the Apolo shareholders; |
|
(b) |
The Company issuing a total of 20,000,000 Company shares (the "Consideration Shares") to the Apolo shareholders as follows; |
|
a. |
6,000,000 Consideration Shares on the closing date of the Qualifying Transaction; |
|
b. |
4,000,000 Consideration Shares within 6 months of the closing date; |
|
c. |
5,000,000 Consideration Shares within 12 months of the closing date; and |
|
d. |
5,000,000 Consideration Shares within 18 months of the closing date. |
|
(c) |
Issuer Subco obtaining through the Company a credit facility for a minimum amount of $3,500,000 within 24 months of closing of the Qualifying Transaction; and |
|
(d) |
Issuer Subco obtaining a US$1,000,000 loan in favour of the Apolo. |
Apolo owns seven mining properties in the States of Zacatecas, Durango and San Luis Potosi, Mexico, consisting of 65 claims over approximately 20,475 hectares. The properties consist of the Pinos Project, Lucifer, Kilometre 66, Guandalcazar, Cascabel, El Gato and the Tailing Noria. Apolo's principal property is the Pinos Project.
The Exchange has been advised that the Qualifying Transaction has been completed. The full particulars of the Company's Qualifying Transaction are set forth in the Filing Statement, 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 September 8, 2014:
Number of Shares: |
71,918,750 shares |
|
Purchase Price: |
$0.05 per share |
|
Number of Placees: |
19 Placees |
|
Insider / Pro Group Participation: |
||
Insider=Y / |
||
Name |
ProGroup=P |
# of Shares |
C-Uno S.A. de C.V |
||
(Javier Montano) |
Y |
24,992,000 |
Horizon Art Merchands AG |
||
(Manuel Gomez) |
Y |
8,000,000 |
Credipresto S.A. de C.V. |
||
(Javier Reyes) |
Y |
14,200,000 |
Antares Capital Fund, Ltd. |
||
(Javier Reyes) |
Y |
2,840,000 |
Aggregate Pro Group |
||
Involvement [1 placee] |
160,000 |
Name Change:
Pursuant to a directors' resolution dated March 9, 2016, Branco Resources Ltd. has changed its name to Candelaria Mining Corp. There is no consolidation of capital.
Effective at the opening on Tuesday March 22, 2016, the common shares of Candelaria Mining Corp. will commence trading on the Exchange, and the common shares of Branco Resources Ltd. will be delisted. The Company is classified as a 'Mineral Exploration/Development' company.
Capitalization: |
Unlimited |
shares with no par value of which |
94,528,750 |
shares are issued and outstanding |
|
Escrow: |
1,430,000 |
shares are subject to a 36 month staged release CPC |
escrow agreement. |
||
3,000,000 shares issuable on exercise of warrants will |
||
upon issuance be subject to a 36-month staged |
||
release under a Tier 2 Value Security Escrow Agreement. |
||
6,000,000 |
Consideration shares are subject to a 36-month staged |
|
release under a Tier 2 Value Security Escrow Agreement |
||
pursuant to Exchange Seed Share Resale Restrictions. |
||
The balance of 14,000,000 Consideration Shares will be |
||
subject to the Tier 2 Value Security Escrow Agreement |
||
when issued. |
||
Transfer Agent: |
Computershare Trust Company of Canada |
|
Trading Symbol: |
CXX |
(NEW) |
CUSIP Number: |
13740R 10 8 |
(NEW) |
Company Tier Reclassification:
In accordance with Policy 2.5, the Company has met the requirements for a Tier 2 company. Therefore, effective at the opening, Tuesday March 22, the Company's Tier classification will change from NEX to Tier 2.
The Company is classified as a 'Mineral Exploration' company.
Reinstated to Trading:
Effective at the opening on Tuesday March 22, 2016, trading in the shares of the Company will be reinstated to trading.
________________________________________
GOLDEN REIGN RESOURCES LTD. ("GRR")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: Mar 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Feb 10, 2016:
Number of Shares: |
38,958,000 shares |
|
Purchase Price: |
$0.08 per share |
|
Number of Placees: |
61 Placees |
|
Insider / Pro Group Participation: |
||
Insider=Y / |
||
Name |
Pro-Group=P |
# of Shares |
Lindsay Mine Services Ltd |
||
(Kevin Bullock) |
Y |
100,000 |
John Conlon |
Y |
7,381,000 |
A.H. (Braam) Jonker |
Y |
700,000 |
Rael Lipson |
Y |
160,000 |
Marlin Gold Mining Ltd. |
Y |
9,600,000 |
Finder's Fee: |
||
Leede Jones Gable |
$5,670.00 cash; 70,875 warrants |
|
Medalist Capital Ltd |
$16,800.00 cash; 210,000 warrants |
|
Haywood Securities |
$6,160.00 cash; 77,000 warrants |
|
PI Financial Corp |
$3,640.00 cash; 45,500 warrants |
|
All Group Financial Services |
$1,120.00 cash; 14,000 warrants |
|
Foster & Associates Financial Services |
$18,256.00 cash; 228,200 warrants |
|
Adriana Alexis |
$840.00 cash |
|
Donald Weinert |
$560.00 cash; 7,000 warrants |
|
John Walter |
$1,260.00 cash; 15,750 warrants |
|
John Clarke |
$3,500.00 cash; 43,750 warrants |
|
Finder Warrant Initial Exercise Price: |
$0.12 |
|
Finder Warrant Term to Expiry: |
One year |
The Company issued a news release on March 17, 2016 confirming closing of the private placement. The above information is a summary only. Neither TMX Group Limited nor any of its affiliated companies guarantee the accuracy or completeness of the information contained in this document. Readers should consult the issuer's continuous disclosure record for complete details of the transaction.
________________________________________
GOLD JUBILEE CAPITAL CORP. ("GJB")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced February 16, 2016 and February 24, 2016:
Number of Shares: |
13,000,000 shares |
|
Purchase Price: |
$0.10 per share |
|
Warrants: |
6,500,000 share purchase warrants to purchase 6,500,000 shares |
|
Warrant Exercise Price: |
$0.20 for a two year period |
|
Number of Placees: |
52 Placees |
|
Insider / Pro Group Participation: |
||
Insider=Y / |
||
Name |
ProGroup=P |
# of Shares |
Minaz Devji |
Y |
750,000 |
Nabila Devji |
Y |
50,000 |
Cyrus Driver |
Y |
130,000 |
Aggregate Pro Group |
||
Involvement [8 placees] |
P |
2,775,000 |
Finder's Fee: |
$6,000 payable to Canaccord Genuity Corp., with 60,000 warrants |
|
exercisable at $0.20 for two years |
||
$7,350 payable to Haywood Securities Inc., with 73,500 warrants |
||
exercisable at $0.20 for two years |
||
$15,000 payable to Powerone Capital Markets Limited, with 150,000 |
||
warrants exercisable at $0.20 for two years |
||
$3,750 payable to Mackie Research Capital Corporation, with 37,500 |
||
warrants exercisable at $0.20 for two years |
The Company issued a news release on March 3, 2016 confirming closing of the private placement. 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.
________________________________________
HIGHLAND COPPER COMPANY INC. ("HI")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: March 21, 2016
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: |
41,250,000 |
Original Expiry Date of Warrants: |
March 31, 2016 |
New Expiry Date of Warrants: |
March 31, 2017 |
Exercise Price of Warrants: |
$0.75 |
These warrants were issued pursuant to a private placement of 206,250,000 shares with 206,250,000 share purchase warrants attached, which was accepted for filing by the Exchange effective May 31, 2012. The Company subsequently consolidated on a 5:1 basis. The term of the warrants was previously extended from May 2014 to March 31, 2015, and that extension was accepted for filing by the Exchange effective May 6, 2014. A further extension to March 31, 2015 was approved by the Exchange effective March 16, 2015.
________________________________________
INCA ONE GOLD CORP. ("IO")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 2,126,676 shares to settle outstanding debt for $191,400.75.
Number of Creditors: |
2 Creditors |
The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
NXT ENERGY SOLUTIONS INC. ("SFD")
BULLETIN TYPE: Graduation
BULLETIN DATE: March 21, 2016
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 Tuesday, March 22, 2016, under the symbol "SFD".
As a result of this Graduation, there will be no further trading under the symbol "SFD" on TSX Venture Exchange after Monday, March 21, 2016, and its shares will be delisted from TSX Venture Exchange at the commencement of trading on Toronto Stock Exchange.
________________________________________
ONEROOF ENERGY GROUP, INC. ("ON")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced January 20, 2016 and January 29, 2016:
Convertible Debenture: |
US$16,025,999 |
|
Conversion Price: |
Convertible into common shares at CDN$0.055 of principal outstanding |
|
per share in the first year and $0.10 thereafter until maturity |
||
Maturity Date |
Forty-three months from closing |
|
Interest Rate |
10% |
|
Number of Placees: |
1 Placee |
|
Insider / Pro Group Participation: |
||
Insider=Y / |
||
Name |
ProGroup=P |
Amount |
Black Coral Capital, LLC |
Y |
US$16,025,999 |
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.
________________________________________
ONEROOF ENERGY GROUP, INC. ("ON")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced January 29, 2016:
Convertible Debenture: |
US$1,000,000 |
|
Conversion Price: |
Convertible into shares at CDN$0.055 of principal outstanding per |
|
share for the first year and CDN$0.10 thereafter until maturity |
||
Maturity Date |
Forty-three months from closing |
|
Interest Rate |
10% |
|
Number of Placees: |
1 Placee |
|
Insider / Pro Group Participation: |
||
Insider=Y / |
||
Name |
ProGroup=P |
Amount |
Spindrift Equities LLC |
Y |
US$1,000,000 |
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). 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.
________________________________________
ONEROOF ENERGY GROUP, INC. ("ON")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced January 20, 2016 and January 29, 2016:
Convertible Debenture: |
US$3,155,551 |
|
Conversion Price |
Convertible into common shares at CDN$0.055 of principal outstanding |
|
per share in the first year and $0.10 thereafter until maturity |
||
Maturity Date |
Forty-three months from closing |
|
Interest Rate |
10% |
|
Number of Placees: |
1 Placee |
|
Insider / Pro Group Participation: |
||
Insider=Y / |
||
Name |
ProGroup=P |
Amount |
Spindrift Equities, LLC |
Y |
US$3,155,551 |
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.
________________________________________
ONEROOF ENERGY GROUP, INC. ("ON")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue convertible debentures to settle outstanding debt of US$11,325,135. The debentures shall have the following terms:
Convertible Debenture: |
US$11,325,135 |
|
Conversion Price: |
Convertible into shares at CDN$0.055 of principal outstanding per share |
|
for the first year and CDN$0.10 thereafter until maturity |
||
Maturity Date |
Forty-three months from closing |
|
Interest Rate |
10% |
|
Number of Creditors: |
2 Creditors |
|
Insider / Pro Group Participation: |
||
Insider=Y / |
||
Name |
ProGroup=P |
Amount |
Black Coral Capital, LLC |
Y |
US$9,267,697 |
For further information, please refer to the Company's news release dated January 20, 2016.
________________________________________
PETRO RIO S.A. ("PRJ")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pursuant to a purchase and sale agreements Dated July 7, 2014 (the "Agreement") between Petro Rio S.A. (the "Company") and Maersk Energia Ltda. ("Maersk") to acquire a 40% working interest in the The Polvo field, located in the southern portion of the Campos basin, 100 kilometres eastward of the city of Cabo Frio, state of Rio de Janeiro, in Brazil (the "Field"). The total acquisition price under the Agreement is US$20 million payable in cash.
Insider / Pro Group Participation: None
________________________________________
QUANTUM INTERNATIONAL INCOME CORP. ("QIC")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced March 16, 2016:
Convertible Debenture: |
$110,000 |
Conversion Price: |
Convertible into shares at $0.031 pre-consolidation of principle per share until maturity. In the event there is no consolidation completed, convertible at $0.05 in the first year and $0.10 thereafter until maturity |
Maturity Date |
January 31, 2017 |
Interest Rate |
15% per annum |
Number of Placees: |
13 Placees |
Agent/Finder's Fees: |
an aggregate of $2,750 plus 55,000 common shares and 220,000 finder's warrants (each exercisable into one common share at a price of $0.05 for a one year period) is payable to Badger Business Consultants Ltd. and Richardson GMP Limited. |
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.
________________________________________
ROTATION MINERALS LTD. ("ROT")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 1,875,350 shares at a deemed price of $0.0.05 to settle outstanding debt for $93,767.50.
Number of Creditors: |
6 Creditors |
|||
Insider / Pro Group Participation: |
||||
Insider=Y / |
Amount |
Deemed Price |
||
Creditor |
Progroup=P |
Owing |
per Share |
# of Shares |
K-6 Consulting Group Ltd. |
||||
(Edward Kruchkowski) |
Y |
$31,500 |
$0.05 |
630,000 |
Greenback Ventures Ltd. |
||||
(Randolph Kasum) |
Y |
$31,500 |
$0.05 |
630,000 |
MBP Management Ltd. |
||||
(Brent Petterson) |
Y |
$5,000 |
$0.05 |
100,000 |
Randolph Kasum |
Y |
$12,337.50 |
$0.05 |
246,750 |
Sunbeam Drilling Ltd. |
||||
(Edward Kruchkowski, |
||||
Randolph Kasum) |
Y |
$6,500 |
$0.05 |
130,000 |
The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
STAKEHOLDER GOLD CORP. ("SRC")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced February 12, 2016:
Number of Shares: |
1,500,000 flow-through shares |
6,000,000 common shares |
|
Purchase Price: |
$0.10 per flow-through share |
$0.10 per share |
|
Number of Placees: |
24 placees |
Finder's Fees: |
an aggregate of $12,000 plus 528,375 finder's warrants (each exercisable into one common share at a price of $0.10 for a two year period) is payable to Rory O'Neill and Bonaventure Explorations Ltd. |
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.
________________________________________
VIDWRX INC. ("VID")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: March 21, 2016
TSX Venture Tier 2 Company
Effective at 6:15 a.m. PST, March 21, 2016, shares of the Company resumed trading, an announcement having been made.
________________________________________
WELLSTAR ENERGY CORP. ("WSE")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: Mar 21, 2016
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Mar 18, 2016:
Number of FT Shares: |
6,300,000 flow through shares |
|
Purchase Price: |
$0.05 per flow through share |
|
Warrants: |
3,150,000 share purchase warrants to purchase 3,150,000 shares |
|
Warrant Initial Exercise Price: |
$0.075 |
|
Warrant Term to Expiry: |
2 Years |
|
Number of Placees: |
7 Placees |
|
Insider / Pro Group Participation: |
||
Insider=Y / |
||
Name |
Pro-Group=P |
# of Shares |
Hutch Capital Corp. |
||
Andrew H. Rees |
Y |
370,000 |
Finder's Fee: |
||
INDUSTRIAL ALLIANCE SECURITIES INC. |
$4,000.00 cash; 80,000 warrants |
|
Finder Warrant Initial Exercise Price: |
$0.075 |
|
Finder Warrant Term to Expiry: |
24 months from the Closing Date |
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.
The above information is a summary only. Neither TMX Group Limited nor any of its affiliated companies guarantees the accuracy or completeness of the information contained in this document. Readers should consult the issuer's continuous disclosure record for complete details of the transaction.
________________________________________
SOURCE TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
Share this article