VANCOUVER, Jan. 2, 2018 /CNW/ -
TSX VENTURE COMPANIES
AWALE RESOURCES LIMITED ("ARIC")
[formerly Spada Gold Ltd. ("SPL.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Name Change, Private Placement-Non-Brokered
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
Qualifying Transaction-Completed/New Symbol:
TSX Venture Exchange (the "Exchange") has accepted for filing Spada Gold Ltd. (now Awale Resources Limited., the "Company") Qualifying Transaction described in its filing statement (the "Filing Statement") dated December 22, 2017. As a result, effective at the opening on Wednesday, January 3, 2018, the trading symbol for the Company will change from SPL.P to ARIC and the Company will no longer be considered a Capital Pool Company.
The Qualifying Transaction includes a series of agreements whereby the Company will acquire interests in Awalé Resources Limited ("Awale"), a corporation incorporated under the laws of Guernsey, and Aforo (Ivory Coast) Holdings Pty Ltd. ("Aforo"), a wholly-owned subsidiary of Mariana Resources Limited ("Mariana"), organized under the laws of Guernsey (together, the "Target Companies").
Awale Acquisition Agreement
Pursuant to the terms of the Awale Acquisition Agreement dated November 15, 2017 among the Company, Sandstorm Gold Ltd. ("Sandstorm") and Mariana, the Company will acquire an 80% interest in Awale and 100% interest in Aforo in consideration for:
a) granting a 2% net smelter returns royalty to Sandstorm over the projects held by the Target Companies; and
b) making annual deferred payments totalling C$400,000, on each anniversary of the Awale Acquisition Agreement for up to 15 years, payable in cash or shares at the Company's election, until commercial production is achieved on one of the Target Companies' projects.
Awale Minority Acquisition Agreement
Pursuant to the Awale Minority Acquisition Agreement dated November 15, 2017 among the Company, Awalé Holdings Limited, a corporation organized under the laws of Guernsey ("Awale SPV"), Derk Hartman, and Karl Akueson, the Company will acquire a further 20% interest in Awale in consideration for:
a) 3,800,000 common shares in the Company;
b) 200,000 common share purchase warrants of the Company, exercisable for a period of 3 years at a price of C$0.25 per share; and
c) a resource milestone payment of: i. US$0.50 per ounce of reported gold Mineral Resources for any Mineral Resource delineated up to the first one million ounces; and ii. US$1.00 per ounce of reported gold Mineral Resources for any Mineral Resource delineated over the first one million ounces; and iii. a catch-up payment of US$0.50 per ounce of reported gold Mineral Resources for any Mineral Resource ounces that were delineated prior to the delineation of a Mineral Resource greater than one million ounces, all subject to a maximum of US$3.5 million.
Srika Minority Agreement
Pursuant to the Srika Minority Agreement, dated November 14, 2017 among the Company, Newoka Resources SARL and Awale Resources SARL, the Company will acquire 10% of Awale's subsidiary, Srika Gold SARL, in consideration for:
a) 1,000,000 common shares in the Company; and
b) a fee of US$800,000 payable upon the Bondoukou project changing from an exploration license to a mining license with intent of commercial production.
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 dated December 22, 2017, which has been accepted for filing by the Exchange and which is available under the Company's profile on SEDAR.
Private Placement-Non-Brokered:
The Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced November 15, 2017:
| Number of Shares: |
13,967,902 shares |
| Purchase Price: |
$0.25 per share |
| Warrants: |
6,983,951 share purchase warrants to purchase 6,983,951 shares |
| Warrant Exercise Price: |
$0.40 for a two year period |
| Number of Placees: |
56 placees |
Insider / Pro Group Participation:
| Name |
Insider=Y / |
# of Shares |
| Sandstorm Gold Limited |
Y |
1,000,000 |
| Nolan Watson |
Y |
400,000 |
| Ron Ho |
Y |
200,000 |
| Erfan Kazemi |
Y |
80,000 |
| Eric Roth |
Y |
400,000 |
| Andrew Chubb |
Y |
80,000 |
| MGSC Superannuation Pty Ltd. |
||
| (Sharon Cooper) |
Y |
200,000 |
| Glen Parsons |
Y |
240,000 |
| Sebastian Strauss Parsons |
Y |
100,000 |
| Emma Parsons |
Y |
100,000 |
| Parson Capital Superfund Pty Ltd. |
||
| (Glen Parsons) |
Y |
660,000 |
| Aggregate Pro Group Involvement |
P |
290,000 |
| [3 placees] |
||
| Finder's Fee: |
Canaccord Genuity Corp. - $18,935.00 |
|
| Haywood Securities Inc. - $3,500.00 |
||
| PI Financial Corp. - $4,550.00 |
||
| Foremost Capital Corporation Inc. - $10,500.00 |
||
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 Director's Resolution dated November 15, 2017, the Company has changed its name as follows. There is no consolidation of capital.
Effective at the opening Wednesday, January 3, 2018, the common shares of Awale Resources Limited will be listed and immediately halted for trading on the TSX Venture Exchange and the common shares of Spada Gold Ltd. will be delisted. The Company is classified as a 'Mineral Exploration/Development' company.
| Capitalization: |
Unlimited |
shares with no par value of which |
| 28,900,103 |
shares are issued and outstanding |
|
| Escrow: |
13,009,201 |
shares subject to Tier 2 Value Escrow and CPC Escrow |
| Transfer Agent: |
Computershare Investor Services |
|
| Trading Symbol: |
ARIC |
(new) |
| CUSIP Number: |
05455R109 |
(new) |
________________________________________
BRIXTON METALS CORPORATION ("BBB")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 29, 2017:
| Number of Shares: |
5,692,000 flow-through shares |
| Purchase Price: |
$0.25 per flow-through share |
| Number of Placees: |
27 Placees |
Insider / Pro Group Participation:
| Finder's Fee: |
Raymond James Ltd. |
- $27,300 cash and 109,200 finder's warrants |
| National Bank Financial Inc. |
- $2,800 cash and 11,200 finder's warrants |
|
| PI Financial Corp. |
- $2,310 cash and 9,240 finder's warrants |
|
| Gravitas Securities Inc. |
- $10,500 cash and 42,000 finder's warrants |
|
| Elemental Capital Partners LLP |
- $35,000 cash and 140,000 finder's warrants |
|
| EMD Financial Inc. |
- $21,700 cash and 86,800 finder's warrants |
Finder's warrants are exercisable at a price of $0.25 for a period of two years.
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release dated December 29, 2017announcing the closing of the private placement and setting out the expiry dates of the hold period(s).
________________________________________
CANYON COPPER CORP. ("CNC")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 7, 2017:
| Number of Shares: |
855,000 flow-through shares |
|
| Purchase Price: |
$0.20 per share |
|
| Warrants: |
427,500 share purchase warrants to purchase 427,500 shares |
|
| Warrant Exercise Price: |
$0.30 for a two year period |
|
| Number of Placees: |
8 Placees |
|
| Insider / Pro Group Participation: |
||
| Name |
Insider=Y / |
# of Shares |
| Stephen Wallace |
Y |
100,000 |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release dated December 29, 2017 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.
________________________________________
CRONOS GROUP INC. ("MJN")
BULLETIN TYPE: Halt
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
Effective at 4:54 a.m. PST, January 2, 2018, 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.
________________________________________
CRONOS GROUP INC. ("MJN")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
Effective at 6:30 a.m., PST, January 2, 2018, shares of the Company resumed trading, an announcement having been made.
________________________________________
EUREKA RESOURCES, INC. ("EUK")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced November 27, 2017 and December 29, 2017:
First Tranche:
| Number of Shares: |
4,000,000 shares |
|
| Purchase Price: |
$0.025 per share |
|
| Number of Placees: |
9 Placees |
|
| Insider / Pro Group Participation: |
||
| Name |
Insider=Y / |
# of Shares |
| Brent Petterson |
Y |
200,000 |
| Christina Boddy |
Y |
100,000 |
| John R. Kerr |
Y |
100,000 |
| Warren Stanyer |
Y |
200,000 |
| Michael Sweatman |
Y |
700,000 |
| Infiniti Drilling Corporation |
||
| (Kristian Whitehead) |
Y |
200,000 |
| Aggregate Pro Group Involvement |
P |
2,200,000 |
| [3 placees] |
||
| Finder's Fee: |
$3,500 cash payable to PI Financial Corp. |
|
| $700 cash payable to Haywood Securities Inc. |
||
| $350 cash payable to Canaccord Genuity Corp. |
||
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.
________________________________________
GCC GLOBAL CAPITAL CORPORATION ("GCCC")
[formerly CWN MINING ACQUISITION CORP. ("CWN")]
BULLETIN TYPE: Change of Business, Name Change, Resume Trading
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange Inc. (the "Exchange"') has accepted for filing CWN Mining Acquisition Corp.'s ("CWN" - now GCC Global Capital Corporation) Change of Business (the "COB") and related transactions, all as principally described in its filing statement dated November 24, 2017 (the "Filing Statement"). The COB includes the following matters, all of which have been accepted by the Exchange.
1. Acquisition of shares of New Age Developments Ltd.:
Pursuant to an investment and subscription agreement dated April 21, 2017 among CWN, New Age Developments Ltd. ("New Age"), and Hong Kong Shing Chi City Holdings Limited ("HK Shing Chi") (the "New Age Agreement"), CWN has acquired 28.57% of the issued and outstanding shares of New Age (the "Investment"). Under the terms of the New Age Agreement, the Company purchased 1,000,000 common shares of New Age from HK Shing Chi and subscribed for 100,000 New Age common shares directly from New Age, in each case at $1.00 per New Age common share for an aggregate investment and subscription amount of $1,100,000. Following the completion of the Investment, CWN holds 1,100,000 New Age common shares out of a total of 3,850,000 issued and outstanding New Age common shares.
New Age's sole asset is the land and improvements located at 4401 Macleod Trail, Calgary, Alberta, which is comprised of 35,884 square feet of land and a 939 square foot vacant log structure (the "Property"). The Property is currently zoned C-Cor2, which allows for development opportunities. New Age acquired the Property on March 31, 2017 for an aggregate purchase price of $3,750,000, and the New Age common shares issued to CWN under the New Age Agreement are priced at the same valuation. CWN intends to explore the development opportunities for the Property with HK Shing Chi. Since New Age holds no other asset other than the Property, CWN and HK Shing Chi may also elect to hold their investment in New Age and the Property for long term capital gains. New Age has no subsidiaries and is indebted to Jiu Fa Investments Ltd. pursuant to an unsecured $110,000 loan advanced on May 13, 2017, which matures on September 24, 2018 and accrues interest at a rate of 6% per annum.
At the request of the Exchange, the Company has undertaken to complete a second investment within 6 months of the date of this Final Exchange Bulletin approving the COB.
For additional information please refer to the Filing Statement available under CWN's profile on SEDAR.
2. Name Change:
Pursuant to a resolution passed by shareholders on December 30, 2016, CWN's name has been changed to GCC Global Capital Corporation. There is no consolidation of share capital.
Effective at the opening on Wednesday, January 3, 2018, the common shares of GCC Global Capital Corporation will commence trading on the Exchange, and the common shares of CWN will be delisted from the Exchange.
The Company is classified as an 'Investment' company.
| Capitalization: |
Unlimited |
shares with no par value of which |
| 12,527,200 |
shares are issued and outstanding |
|
| Escrow: |
9,701,500 |
shares are subject to a 36 month staged escrow release |
| Transfer Agent: |
TSX Trust |
|
| Trading Symbol: |
GCCC |
(new) |
| CUSIP Number: |
36164U 10 9 |
(new) |
3. Resume Trading:
Effective at the opening on Wednesday, January 3, 2018, trading in the shares of GCC Global Capital Corporation will resume.
________________________________________
GTA RESOURCES AND MINING INC. ("GTA")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced August 30, 2017:
| Number of Shares: |
6,820,000 flow-through shares and |
| 1,400,000 non flow-through shares |
|
| Purchase Price: |
$0.05 per flow-through share |
| $0.05 per non flow-through share |
|
| Warrants: |
8,220,000 share purchase warrants to purchase 8,220,000 shares |
| Warrant Exercise Price: |
$0.06 for a one year period (6,820,000 warrants) |
| $0.05 for an eighteen (18) month period (1,400,000 warrants) |
|
| Number of Placees: |
20 Placees |
| Finder's Fee: |
An aggregate of $23,070 in cash and 351,000 finders' warrants payable to EDE Asset Management Inc., Foster & Associates Financial Services Inc., BMO Nesbitt Burns, Gravitas Securities Inc, Devon Capital Inc. and John-David Moore. Each finder's warrant entitles the holder to acquire one common share at $0.06 for a one year period or at $0.05 for an eighteen (18) month period. |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company has issued new releases announcing the closings 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.
____________________________________
GUARDIAN EXPLORATION INC. ("GX")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: January 2, 2017
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 50,062,862 shares to settle outstanding debt for $2,503,143.
| Number of Creditors: |
9 Creditors |
Insider / Pro Group Participation:
| Creditor |
Insider=Y / |
Amount |
Deemed Price |
# of Shares |
| Guardian Drilling and Consulting |
Y |
$955.00 |
$0.05 |
19,100 |
| (Graydon Kowal) |
||||
| Deckland Inc. |
Y |
$974,450.00 |
$0.05 |
19,489,000 |
| (Graydon Kowal) |
||||
| Guardian Helicopters Inc. |
Y |
$1,408,688.00 |
$0.05 |
28,173,760 |
| (Graydon Kowal) |
||||
| Warrants: |
None |
The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
KONA BAY TECHNOLOGIES INC. ("KBY")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced October 21, 2017 and November 27, 2017:
| Number of Shares: |
775,000 shares |
|
| Purchase Price: |
$0.12 per share |
|
| Warrants: |
775,000 share purchase warrants to purchase 775,000 shares |
|
| Warrant Exercise Price: |
$0.16 for a five year period |
|
| Number of Placees: |
4 Placees |
|
| Insider / Pro Group Participation: |
||
| Name |
Insider=Y / |
# of Shares |
| Vincent Wong |
Y |
200,000 |
| Dickson Hall |
Y |
150,000 |
| Howard Louie |
Y |
225,000 |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release dated November 27, 2017announcing the closing of the private placement and setting out the expiry dates of the hold periods. 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.
________________________________________
KRAMER CAPTIAL CORP. ("KRM.H")
BULLETIN TYPE: Halt
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
Effective at 12:58 p.m. PST, December 29, 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.
________________________________________
LATIN AMERICAN MINERALS INC. ("LAT")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced November 13, 2017:
| Number of Shares: |
30,000,000 shares |
|
| Purchase Price: |
$0.075 per share |
|
| Warrants: |
30,000,000 share purchase warrants to purchase 30,000,000 shares |
|
| Warrant Exercise Price: |
$0.10 for a five year period |
|
| Number of Placees: |
56 Placees |
|
| Insider / Pro Group Participation: |
||
| Name |
Insider=Y / |
# of Shares |
| Aggregate Pro Group Involvement |
P |
1,720,000 |
| [7 Placees] |
||
| Finder's Fee: |
An aggregate of $92,522 in cash and 1,233,625 finders' warrants payable to Foster & Associates Financial Services Inc., Generic Capital Corporation, Haywood Securities Inc. and Canaccord Genuity Corp. Each finder's warrant entitles the holder to acquire one unit at $0.075 for a five year period. |
|
For further details, please refer to the Company's news releases dated December 1, 2017, December 11, 2017, December 20, 2017 and December 28, 2017.
________________________________________
LIBERTY BIOPHARMA INC. ("LTY")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pursuant to an acquisition and share exchange agreement between Liberty Biopharma Inc. (the "Company") and Cloud Medical Group Inc. ("CMGI") pursuant to which the Company will acquire all of the issued and outstanding shares of CMGI. CMGI is a healthcare technology company founded in 2014, with exclusive licensing agreements with Seven Stars Medical Inc. In consideration, the Company will issue 50,000,000 common shares with a three year escrow and a further 20,000,000 common shares will be reserved for issuance to CMGI as performance shares. As a condition of the transaction, one of the shareholders of CMGI will subscribe for a private placement of 1,000,000 commons shares of the Company at $0.15 for total consideration of $150,000.
Insider / Pro Group Participation: None
For further information, please refer to the Company's press release dated December 21, 2017
________________________________________
LINCOLN MINING CORPORATION ("LMG")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 13,029,755 shares to settle outstanding debt for $1,046,481.06.
| Number of Creditors: |
11 Creditors |
Insider / Pro Group Participation:
| Creditor |
Insider=Y / |
Amount |
Deemed Price |
# of Shares |
| Ronald Coombes |
Y |
$37,018.92 |
$0.085 |
435,516 |
| Andrew Milligan |
Y |
$42,250.00 |
$0.085 |
497,058 |
| Kevin Nishi |
Y |
$30,000.00 |
$0.085 |
352,941 |
| Bromley Resources Ltd. |
||||
| (Paul Saxton) |
Y |
$240,000.00 |
$0.085 |
2,823,529 |
| Jeffrey Wilson |
Y |
$240,000.00 |
$0.085 |
2,823,529 |
| Michael Attaway |
Y |
$220,000.00 |
$0.085 |
2,588,235 |
| Pender Street Consulting Ltd. |
||||
| (Eugene Beukman) |
Y |
$120,000.00 |
$0.085 |
1,411,764 |
The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
NEW NADINA EXPLORATIONS LIMITED ("NNA")
BULLETIN TYPE: Halt
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
Effective at 6:16 a.m. PST, January 2, 2018, trading in the shares of the Company was halted at the request of the Company, pending company contact; 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.
________________________________________
NEW NADINA EXPLORATIONS LIMITED ("NNA")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
Effective at 7:15 a.m., PST, January 2, 2018, shares of the Company resumed trading, an announcement having been made.
________________________________________
PHOTON CONTROL INC. ("PHO")
BULLETIN TYPE: Normal Course Issuer Bid
BULLETIN DATE: January 2, 2018
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 December 22, 2017, it may repurchase for cancellation, up to 5,500,000 shares in its own capital stock. The purchases are to be made through the facilities of TSX Venture Exchange or other recognized marketplaces during the period January 4, 2018 to January 3, 2019. Purchases pursuant to the bid will be made by Echelon Wealth Partners Inc. on behalf of the Company.
________________________________________
POINT LOMA RESOURCES LTD. ("PLX")
BULLETIN TYPE: Prospectus-Share Offering
BULLETIN DATE: January 2, 2018
TSX Venture Tier Company
Effective December 11, 2017, the Company's Prospectus dated December 11, 2017 was filed with and accepted by TSX Venture Exchange, and filed with and receipted by the Ontario Securities Commission. The prospectus has been filed under Multilateral Instrument 11-102 Passport System in British Columbia, Alberta, 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 each of those jurisdictions, if the conditions of the Instrument have been satisfied.
TSX Venture Exchange has been advised that closing occurred on December 19, 2017, for gross proceeds of $3,449,999 to the Company.
| Agents: |
Mackie Research Capital Corporation |
| Offering: |
10,454,545 flow-through shares |
| Share Price: |
$0.33 per flow-through share |
________________________________________
SAILFISH ROYALTY CORP. ("FISH")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange bulletin dated December 21, 2017, effective at the opening Wednesday, January 3, 2018 trading in the shares of the Company will resume.
________________________________________
TARANIS RESOURCES INC. ("TRO")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 22, 2017:
| Number of Shares: |
2,000,333 flow through shares |
| Purchase Price: |
$0.15 per share |
| Warrants: |
2,000,333 share purchase warrants to purchase 2,000,333 additional flow through shares |
| Warrant Exercise Price: |
$0.15 for a two year period |
| Number of Placees: |
2 placees |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release announcing the closing of the private placement and setting out the expiry dates of the hold period on December 29, 2017. 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.]
________________________________________
TASCA RESOURCES LTD. ("TAC")
BULLETIN TYPE: Halt
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
Effective at 6:16 a.m. PST, January 2, 2018, trading in the shares of the Company was halted at the request of the Company, pending company contact; 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.
________________________________________
TASCA RESOURCES LTD. ("TAC")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
Effective at 11:15 a.m., PST, January 2, 2018, shares of the Company resumed trading, an announcement having been made.
________________________________________
TOVA VENTURES II INC. ("TOVA.P")
BULLETIN TYPE: Halt
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
Effective at 4:49 a.m. PST, January 2, 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.
________________________________________
TRIBUTE RESOURCES INC. ("TRB")
BULLETIN TYPE: Halt
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
Effective at 9;30 a.m. PST, January 2, 2018, 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.
________________________________________
TRIBUTE RESOURCES INC. ("TRB")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: January 2, 2018
TSX Venture Tier 2 Company
Effective at 10:30 a.m., PST, January 2, 2018, shares of the Company resumed trading, an announcement having been made.
________________________________________
VERTEX RESOURCE GROUP LTD. ("VTX")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: January 2, 2018
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation pursuant to an Asset Purchase Agreement (the "Agreement") between the Company and Sonic Oilfield Services Ltd. ("Sonic"). Pursuant to the terms of the Agreement, the Company acquired Sonic's fleet of oil, water and various other fluid hauling equipment located in Saskatchewan. In consideration, the purchase price of $4.5 million was satisfied through the issuance of 2,350,000 common shares of the Company issued at $1.00 per common share, with the remaining balance paid in cash.
Insider / Pro Group Participation: None
For further information, please refer to the Company's press release dated January 2, 2018.
________________________________________
NEX COMPANIES
TROILUS GOLD CORP ("TLG")
[Formerly Pitchblack Resources Ltd. ("PIT.H")]
BULLETIN TYPE: Reverse Takeover Completed, Private Placement - Brokered, Name Change and Consolidation, Symbol Change, Graduation from NEX to TSX Venture, Resume Trading
BULLETIN DATE: January 2, 2018
NEX Company
The common shares of the Company have been halted from trading since June 22, 2017, pending completion of a Reverse Take-Over (the "RTO").
TSX Venture Exchange has accepted for filing the RTO of Pitchblack Resources Ltd. (the "Company"), which includes the acceptance of the following transactions:
Pursuant to the amalgamation agreement dated October 31, 2017, the Company has acquired all the outstanding securities of 2507868 Ontario Inc. for a consideration of 15,000,000 post-consolidation shares and of 2513924 Ontario Inc. for a consideration of 10,000,000 post-consolidation shares of the Company at a deemed value of $1.64 per share.
Private Placement - Brokered
Prior to the completion of the RTO, the Company completed a Brokered Private Placement of subscription receipts of the Company which have been exchanged into the following securities on a post-consolidation basis in the Resulting Issuer:
| Number of Shares: |
14,030,000 common shares |
|
| Purchase Price: |
$1.64 per common share |
|
| Warrants: |
14,030,000 share purchase warrants to purchase 14,030,000 shares |
|
| Warrant Exercise Price: |
$2.50 for a 3-year period |
|
| Number of Placees: |
63 Placees |
|
| Name |
Insider=Y / |
# of Units |
| Scott Moore |
Y |
30,488 |
| Stan, Hannele and Rene Bharti |
Y |
68,966 |
| Justin Reid |
Y |
15,244 |
| Denis Arsenault |
Y |
30,488 |
| Peter Tagliamonte |
Y |
30,488 |
| Agent's Fee: |
An aggregate of $1,390,640 cash paid to National Bank Financial Inc., Haywood Securities Inc., PI Financial Corp., Desjardins Securities Inc. and GMP Securities LP. |
|
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 and Consolidation
Pursuant to a resolution passed by shareholders on December 19, 2017, the Company has consolidated its capital on a 4 old for 1 new basis. The name of the Company has also been changed as follows.
Effective at the opening January 3, 2018, the common shares of Troilus Gold Corp will commence trading on TSX Venture Exchange, and the common shares of Pitchblack Resources Ltd will be delisted. The Company is classified as a "Gold and Silver Ore Mining" company.
| Post – Consolidation |
||
| Corporate Jurisdiction: |
Ontario |
|
| Capitalization: |
Unlimited number of common shares with no par value of which |
|
| 41,510,620 |
common shares are issued and outstanding |
|
| Escrow: |
25,734,430 |
common shares |
| Escrow term: |
36 |
months |
| Transfer Agent: |
TSX Trust Company |
|
| Trading Symbol: |
TLG |
(new) |
| CUSIP Number: |
896887106 |
(new) |
The Exchange has been advised that the above transactions have been completed. For further details about these transactions, please refer to the Company's Information Circular dated November 22, 2017.
Graduation from NEX to TSX Venture, Resume Trading
The Company has met the requirements to be listed as a TSX Venture Tier 2 Company. Therefore, effective on January 3, 2018, 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 Toronto.
| Company Contact: |
Damian Lopez, Corporate Secretary |
| Company Address: |
65 Queen Street West Unit 800, Toronto, Ontario, Canada M5H 2M5 |
| Company Phone Number: |
(416) 861-5903 |
| Company Fax Number: |
(416) 861-8165 |
| Company Email Address: |
|
| Company Website: |
Effective at the open January 3, 2018, trading in the shares of the Company will resume.
__________________________________________________
SOURCE TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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