VANCOUVER, Nov. 6, 2017 /CNW/ -
TSX VENTURE COMPANIES
BULLETIN TYPE: Cease Trade Order
BULLETIN DATE: November 3, 2017
TSX Venture Company
A Cease Trade Order has been issued by the British Columbia Securities Commission on November 3, 2017 against the following company for failing to file the documents indicated within the required time period:
| Symbol |
Tier |
Company |
Failure to File |
Period |
| ORR |
2 |
Orofino Minerals Inc. |
annual audited financial statements |
|
| annual management's discussion |
||||
| and analysis |
||||
| certification of the annual filings |
2017/06/30 |
Upon revocation of the Cease Trade Order, the Company's shares will remain suspended until the Company meets 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.
________________________________________
ABEN RESOURCES LTD. ("ABN")
BULLETIN TYPE: Halt
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
Effective at 5:43 a.m. PST, November 6, 2017, 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.
________________________________________
ABEN RESOURCES LTD. ("ABN")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
Effective at 10:45 a.m., PST, November 6, 2017, shares of the Company resumed trading, an announcement having been made.
________________________________________
APOLO ACQUISITION CORP. ("ACA.P")
BULLETIN TYPE: Halt
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
Effective at 5:03 a.m. PST, November 6, 2017, 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.
________________________________________
ASIABASEMETALS INC.("ABZ")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced October 23, 2017:
| Number of Shares: |
65,000 flow-through shares |
|
| Purchase Price: |
$0.30 per share |
|
| Number of Placees: |
1 Placee |
|
| Insider / Pro Group Participation: |
||
| Name |
Insider / |
# of Shares |
| Rajinder Chowdhry |
Y |
65,000 |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release dated November 3, 2017 announcing the closing of the private placement and setting out the expiry dates of the hold period(s).
________________________________________
BTL GROUP LTD. ("BTL")
BULLETIN TYPE: Halt
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
Effective at 12:25 a.m. PST, November 3, 2017, 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.
________________________________________
BTL GROUP LTD. ("BTL")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
Effective at 8:00 a.m., PST, November 6, 2017, shares of the Company resumed trading, an announcement having been made.
________________________________________
CANNABIS WHEATON INCOME CORP. ("CBW" or the"Company")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the definitive share purchase agreement dated October 31, 2017 (the "Agreement") between the Company and RockGarden Medicinals (2014) Inc. ("RockGarden") pursuant to which the Company will acquire all of the issued and outstanding shares of RockGarden. RockGarden is a privately owned licensed producer of cannabis. In connection with the acquisition, the shareholders of RockGarden are entitled to receive aggregate consideration of 27,499,912 common shares of the Company as follows:
| (i) |
17,499,970 common shares upon closing of the acquisition; |
| (ii) |
4,999,971 common shares issued and held in escrow to be released to the RockGarden shareholders upon RockGarden receiving a sales authorization; |
| (iii) |
4,999,971 issued and held in escrow to be released upon certain key employees satisfying certain performance obligations set out in the Agreement. |
A finder's fee of 277,696 common shares of the Company was paid to 2538243 Ontario Inc. The transaction is arm's length in nature. For further information, please refer to the Company's news release dated November 1, 2017.
Insider / Pro Group Participation: Nil
________________________________________
CLAROCITY CORPORATION ("CLY")
BULLETIN TYPE: Amendment
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange Bulletin dated October 31, 2017, the Bulletin should have read as follows:
TSX Venture Exchange has accepted for filing the Company's proposal to issue 1,036,363 shares in lieu of cash to settle $114,000 in payment of interest payable under the May 8, 2017 Trust Indenture.
________________________________________
DECADE RESOURCES LTD. ("DEC")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a Royalty Purchase Agreement dated October 16, 2017 between Decade Resources Ltd. (the "Company"), Mountain Boy Minerals Ltd. and Beverley Lawrence Carlson (the 'Vendor"), whereby the Company will acquire 65% of the 1% NSR in certain mineral claims known as the Red Cliffe/Montrose property located in the Cassiar District, approximately 25 miles north of the Town of Stewart, in the Province of BC. In consideration, the Company will pay $6,500 in cash and issue 280,000 shares to the Vendor.
________________________________________
INTEGRA RESOURCES CORP. ("ITR")
BULLETIN TYPE: New Listing-Shares
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
The common shares of Integra Resources Corp. (the "Company") will be listed and admitted to trading on TSX Venture Exchange, on the effective dates stated below.
| Listing Date: |
At the close of business (5:01 p.m. EDT) on Monday, November 6, 2017. |
| Commence Date: |
The common shares will commence trading on TSX Venture Exchange at the opening on Tuesday, November 7, 2017. |
On October 30, 2017, the Company announced completion of a Brokered Private Placement of subscription receipts (the "Subscription Receipts") pursuant to which the Company issued 32,072,677 Subscription Receipts at a price of $0.85 per Subscription Receipt for aggregate gross proceeds of $27,261,775.45.
On November 3, 2017, the Company completed the arm's length acquisition of all of the issued and outstanding shares of Kinross DeLamar Mining Company ("DeLamarCo"), which owns a 100% interest in the DeLamar gold and silver project, for cash payments of $3,000,000 paid upon closing and $4,500,000 payable within 18 months following the closing date, the issuance of 5,545,987 common shares of the Company and a 2.5% net smelter return royalty on those portions of the DeLamar Project that are unencumbered by a royalty, which will be reduced to 1.0% upon the holder receiving total royalty payments of $10,000,000. Concurrently with the closing of the acquisition of DeLamarCo, each Subscription Receipt was exercised into one common share of the Company for no further consideration.
The Company is presently trading on the Canadian Stock Exchange ("CSE"). It is expected that the securities of the Company will be delisted from CSE at the commencement of trading on TSX Venture Exchange.
| Corporate Jurisdiction: |
Ontario |
| Capitalization: |
Unlimited common shares without nominal value of which |
| 56,020,075 common shares are issued and outstanding |
|
| Escrow shares: |
8,057,355 common shares have been escrowed pursuant to a Tier 2 Value Escrow Agreement of which 805,735 common shares are released at the date of this bulletin. |
| Transfer Agent: |
TSX Trust Company in Toronto |
| Trading Symbol: |
ITR |
| CUSIP Number: |
45826T103 |
The Company is classified as a "Gold Ore and Silver Ore Mining" issuer (NAICS Number: 21222). For further information, please refer to the Company's Listing Application dated November 3, 2017 and other continuous disclosure information available on SEDAR.
| Company Contact: |
Ms. Andrée St-Germain, Chief Financial Officer and Corporate Secretary |
| Company Address: |
82 Richmond Street East, Suite 200, Toronto, Ontario, M5C 1P1 |
| Company Phone Number: |
(778) 873-8190 |
| Company Fax Number: |
(416) 361-2519 |
| Company Email Address: |
|
| Company Web site: |
_______________________________________
JUNEX INC. ("JNX")
BULLETIN TYPE: Property-Asset or Share Disposition Agreement
BULLETIN DATE: November 6, 2017
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing the documentation relating to an agreement of Junex Inc. (the "Company") in connection the Company's disposition of an interest of 17.13% in the Galt project to Ressources Québec Inc ("RQ"), in consideration of investment of $8,400,000 by RQ in the Galt project. The Company granted 9,545,455 warrants to RQ to purchase 9,545,455 common shares of the Company at an exercise price of $0.53 until August 4, 2020, in connection with that transaction.
Insider / Pro Group Participation:
| Name |
Insider = Y / Pro Group = P |
Number of Warrants |
| Ressources Québec |
Y |
9,545,455 |
The Company issued a news release dated August 4, 2017, in connection with that transaction.
JUNEX INC. ("JNX")
TYPE DE BULLETIN : Convention de vente d'actif ou convention de vente d'actions
DATE DU BULLETIN : Le 6 novembre 2017
Société du groupe 1 de TSX Croissance
Bourse de croissance TSX a accepté le dépôt d'avis de la société relativement à une convention de Junex inc. (la « société ») relativement à la cession d'un intérêt de 17,13 % dans le projet Galt à Ressources Québec inc. (« RQ »), en contrepartie d'investissement de 8 400 000 $ par RQ dans le projet Galt. La société a octroyé 9 545 455 bons de souscription à RQ afin de souscrire 9 545 455 actions ordinaires de la société au prix d'exercice de 0,53 $ jusqu'au 4 août 2020 relativement à cette transaction.
Participation des initiés / Groupe Pro :
| Nom |
Initié = Y / Groupe Pro = P |
Nombre de bons de |
| Ressources Québec |
Y |
9 545 455 |
La société a émis un communiqué de presse daté du 4 août 2017 relativement à cette transaction.
________________________________________
LITHIUM X ENERGY CORP. (the "Company")
BULLETIN TYPE: Prospectus-Unit Offering
BULLETIN DATE: November 6, 2017May 11, 2001
TSX Venture Tier 2 Company
The Company has closed its financing pursuant to its Prospectus dated October 26, 2017 which was filed with and accepted by TSX Venture Exchange, and filed with and receipted by the British Columbia, Alberta and Ontario Securities Commissions on October 26, 2017, pursuant to the provisions of the applicable Securities Acts (the "Offering").
TSX Venture Exchange has been advised that the Offering closed on November 2, 2017, for gross proceeds of $14,967,250 (including 1,027,500 Units sold pursuant to the full exercise of the Over-Allotment Option).
| Underwriters: |
Cormark Securities Inc. |
| Canaccord Genuity Corp. |
|
| GMP Securities L.P. |
|
| Offering: |
7,877,500 units (the "Units") |
| Each Unit is comprised of one common share of the Company and one-half common share purchase warrant of the Company (each whole warrant, a "Warrant") exercisable for a period of 36 months from the closing of the Offering, subject to acceleration in certain circumstances. |
|
| Unit Price/Share Price: |
$1.90 per Unit (the "Offering Price") |
| Warrant Exercise Price/Term: |
Each whole Warrant entitles the holder to acquire one additional common share (a "Warrant Share") of the Company at a price of $2.75 per Warrant Share for 36 months from the closing of the Offering. |
| Over-Allotment Option: |
The Underwriters were granted an option ("the Over-Allotment Option") to purchase and sell an additional 1,027,500 Units ("Additional Units") at the Offering Price. The Underwriters exercised the Over-Allotment Option in full for 1,027,500 Additional Units. |
________________________________________
MOUNTAIN BOY MINERALS LTD. ("MTB")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a Royalty Purchase Agreement dated October 16, 2017 between Decade Resources Ltd. (Decade), Mountain Boy Minerals Ltd. (the Company) and Beverly Lawrence Carlson (the Vendor) whereby the Vendor holds a 1% NSR on the Red Cliffe/Montrose Property. The Company and Decade have agreed to purchase their proportionate share of the NSR from the Vendor which is 35% and 65% respectively. The Company will pay $3,500 cash and 171,428 shares for their 35% portion. Once the Company and Decade have purchased the NSR it will be cancelled.
________________________________________
NATURALLY SPLENDID ENTERPRISES LTD. ("NSP")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced November 3, 2017:
| Number of Shares: |
380,808 shares |
| Purchase Price: |
$0.1313 per share |
| Warrants: |
190,404 share purchase warrants to purchase 190,404 shares |
| Warrant Exercise Price: |
$0.22 for a two 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. [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.]
________________________________________
NEVADA CLEAN MAGNESIUM INC. ("NVM")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
Effective at 9;15 a.m., PST, November 6, 2017, shares of the Company resumed trading, an announcement having been made.
________________________________________
NORTHERN EMPIRE RESOURCES CORP. ("NM")
BULLETIN TYPE: Halt
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
Effective at 5:09 a.m. PST, November 6, 2017, 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.
________________________________________
NORTHERN EMPIRE RESOURCES CORP. ("NM")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
Effective at 6:30 a.m., PST, November 6, 2017, shares of the Company resumed trading, an announcement having been made.
________________________________________
NRG METALS INC. ("NGZ")
BULLETIN TYPE: Shares for Bonuses
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 1,000,000 bonus shares to Jose Gustavo de Castro pursuant to a management performance agreement dated June 22, 2017.
________________________________________
ORACLE ENERGY CORP. ("OEC")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
Effective at the opening, Tuesday, November 7, 2017, the securities of Oracle Energy Corp. (the "Company") will resume trading. Further to the Exchange Bulletin dated February 16, 2017, a news release was issued on June 21, 2017, announcing that the Company will not be proceeding with its proposed transaction to acquire rights to participate in the exploration and development of certain oil and gas assets in West Africa.
_______________________________________
RED EAGLE EXPLORATION LIMITED ("XR")
BULLETIN TYPE: Property-Asset or Share Purchase Amending Agreement
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for expedited filing documentation pertaining to six amending agreements all dated September 28, 2017, which amend the terms of six Mining Title Purchase Agreements dated February 13, 2017 with various Vendors regarding the El Sinu Property, the Los Andes Property, the Machuca Property, the Mataperoo Property, the Pantanos Property and the Tesoro de Morgan Property, located in Santander, Colombia. Pursuant to the six amending agreements, Red Eagle Exploration Limited will issue an additional 1,907,117 shares in aggregate.
________________________________________
SHERPA HOLDINGS CORP. ("SHR.P")
BULLETIN TYPE: New Listing-CPC-Shares
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
This Capital Pool Company's ('CPC') Prospectus dated October 10, 2017 has been filed with and accepted by TSX Venture Exchange and the British Columbia, Alberta and Ontario Securities Commissions effective October 10, 2017, pursuant to the provisions of the relevant Securities Act. The Common Shares of the Company will be listed on TSX Venture Exchange on the effective date stated below.
The Company has completed its initial distribution of securities to the public. The gross proceeds received by the Company for the Offering were $335,550 (3,355,500 common shares at $0.10 per share).
| Commence Date: |
At the opening November 7, 2017, the common shares will commence trading on TSX Venture Exchange. Trading in the shares of the Company will be immediately halted pending receipt of acceptable documentation regarding the Capital Pool Company listing pursuant to Exchange Policy 2.4. |
|
| Corporate Jurisdiction: |
British Columbia |
|
| Capitalization: |
Unlimited |
common shares with no par value of which |
| 6,655,500 |
common shares are issued and outstanding |
|
| Escrowed Shares: |
3,300,000 |
common shares |
| Transfer Agent: |
Computershare Investor Services Inc. |
|
| Trading Symbol: |
SHR.P |
|
| CUSIP Number: |
82420X107 |
|
| Sponsoring Member: |
PI Financial Corp. |
|
| Agent's Options: |
335,550 non-transferable stock options. One option to purchase one share at $0.10 per share up to 24 months from date of listing. |
|
For further information, please refer to the Company's Prospectus dated October 10, 2017.
| Company Contact: |
Emily Davis |
| Company Address: |
918 - 1030 West Georgia Street |
| Vancouver, British Columbia |
|
| V6E 2Y3 |
|
| Company Phone Number: |
604 628-5616 |
| Company Fax Number: |
N/A |
| Company Email Address: |
Seeking QT primarily in these sectors:
- Unknown
________________________________________
REVIVAL GOLD INC. ("RVG")
BULLETIN TYPE: Private Placement-Brokered
BULLETIN DATE: November 6, 2017
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced September 7, 2017:
| Number of Shares: |
15,033,900 shares |
|
| Purchase Price: |
$0.60 per share |
|
| Warrants: |
7,516,950 share purchase warrants to purchase 7,516,950 shares |
|
| Warrant Exercise Price: |
$0.90 for a two year period |
|
| Number of Placees: |
106 placees |
|
| Insider / Pro Group Participation: |
||
| Name |
Insider=Y / |
# of Shares |
| Kelvin Holdings |
Y |
150,000 |
| (H. Agro) |
||
| Steven Priesmeyer |
Y |
20,000 |
| Michael Mansfield |
Y |
83,334 |
| Agent's Fee: |
an aggregate of $66,270.60 and 497,922 broker warrants (each exercisable into one common share at a price of $0.60 for a period of 2 years), payable to Medalist Capital Ltd., PI Financial Corp. and Canaccord Genuity Corp. |
|
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.
________________________________________
WEEDMD INC. ("WMD")
BULLETIN TYPE: Private Placement-Brokered, Convertible Debenture/s
BULLETIN DATE: November 6, 2017
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced October 19, 2017:
| Convertible Debenture: |
CDN$15,000,000 principal amount secured debenture |
| Conversion Price: |
Convertible into common shares at $1.20 principal amount outstanding per share until maturity. |
| Maturity date: |
Two years from issuance |
| Interest rate: |
8% per annum |
| Number of Placees: |
1 Placee |
| Agent Fees: |
An aggregate of CDN$900,000 in cash and 375,000 broker warrants payable to Eight Capital, Mackie Research Capital Corporation and Haywood Securities Inc. Each broker warrant entitles the holder to acquire one common share at $1.20 for a two year period. |
For further details, please refer to the Company's news release dated November 2, 2017.
________________________________________
NEX COMPANIES
DV RESOURCES LTD. ("DLV.H")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: November 6, 2017
NEX Company
Effective at the opening, Tuesday, November 7, 2017, the common shares of DV Resources Ltd. (the "Company") will resume trading on the Exchange, a news release having been issued on November 2, 2017, announcing that the Company will not be proceeding with the acquisition of DeepGreen Resources Inc., which was previously announced on May 30, 2017. The transaction contemplated would have constituted a Reverse Takeover as defined under Exchange Policy 5.2.
For further information, please see the Company's news releases dated May 30, 2017 and November 2, 2017 which are available under the Company's profile on SEDAR.
________________________________________
SOURCE TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
Share this article