TSX Venture Exchange Stock Maintenance Bulletins
VANCOUVER, May 22, 2018 /CNW/ -
NEX COMPANIES
KHIRON LIFE SCIENCES CORP. ("KHRN")
[formerly Adent Capital Corp. ("ANT.H")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Resume Trading, Graduation from NEX to TSX Venture, Private Placement-Brokered, Name Change and Consolidation
BULLETIN DATE: May 22, 2018
NEX Company
Qualifying Transaction-Completed
TSX Venture Exchange (the "Exchange") has accepted for filing Adent Capital Corp.'s (the "Company") Qualifying Transaction described in its Filing Statement dated May 15, 2018. As a result, at the opening on Thursday, May 24, 2018, the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following:
The Company acquired all the issued and outstanding shares of Khiron Life Sciences Corp. ("Khiron") by way of a "three-cornered amalgamation" pursuant to the provisions of the CBCA (the "Transaction"), and issued 46,145,823 Common Shares on a post-consolidation basis at a deemed price of $0.89 to the securityholders of Khiron, including those issued pursuant to the financing described below. Prior to the closing of Transaction, the Company changed its name to "Khiron Life Sciences Corp.".
As a result of the Transaction, a total of 19,146,467 resulting issuer common shares and 295,115 share purchase warrants are escrowed pursuant to an Exchange Tier 2 Value escrow.
The resulting issuer is classified as an "All other miscellaneous crop farming" issuer (NAICS Number: 111999).
For further information, please refer to the Company's Filing Statement dated May 15, 2018 available on SEDAR.
Resume Trading:
Further to TSX Venture Exchange's Bulletin dated October 24, 2017, trading in the securities of the Resulting Issuer will resume at the opening on Thursday, May 24, 2018.
Graduation from NEX to TSX Venture
In conjunction with the above, the Company has met the requirements to be listed as a TSX Venture Tier 2 Company. Therefore, effective on Thursday, May 24, 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 Vancouver.
Effective at the opening on Thursday, May 24, 2018, the trading symbol for the Company will change from "ANT.H" to "KHRN".
Private Placement – Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced on November 7, 2017 and December 27, 2017. The financing included subscription receipts of Khiron at $1.00 per subscription receipt. Each subscription receipt was exchanged for common shares and common share purchase warrants of the resulting issuer on a 1 for 1 basis.
| Number of Shares: |
11,230,000 resulting issuer shares on a post-consolidation basis |
| Purchase Price: |
$1.00 per resulting issuer share on a post-consolidation basis |
| Warrants: |
11,230,000 warrants to purchase 11,230,000 common shares on a post-consolidation basis |
| Warrant exercise price: |
$1.20 for a 24 month period on a post-consolidation basis |
| Number of Placees: |
196 Placees |
Insider / Pro Group Participation:
| Name |
Insider = Y / Pro Group = P |
Number of Shares |
| Darren Collins |
Y |
21,000 |
| Aggregate Pro-Group Involvement |
P |
611,000 |
| (21 Placees) |
In connection with the Brokered Private Placement, Canaccord Genuity Corp., as lead agent, Eight Capital and Industrial Alliance Securities received a total of $669,830 in cash and broker warrants to purchase 785,830 Common Shares exercisable at a price of $1.00 per Common Share for a period of 24 months from the date that the Common Shares are listed on the TSXV.
The Company confirmed the closing of the Private Placement via a press release dated January 16, 2018.
Name Change and Consolidation
Pursuant to a special resolution passed by shareholders on March 5, 2018, the Company has consolidated its capital on a three (8) old shares for one (1) new share basis. The name of the Company has also been changed from "Adent Capital Corp." to "Khiron Life Sciences Corp.".
Effective at the opening of business on Thursday, May 24, 2018, the common shares of "Khiron Life Sciences Corp." will commence trading on TSX Venture Exchange, and the common shares of "Adent Capital Corp." will be delisted.
| Post-Consolidation and |
|
| Post-Transactional |
|
| Capitalization: |
Unlimited number of common shares with no par value of which 46,852,073 common shares are issued and outstanding on a post-consolidation basis. |
| Escrow: |
19,296,467 common shares and 295,115 share purchase warrants, of which 1,929,647 shares and 29,512 share purchase warrants are released at the date of this bulletin on a post-consolidation basis. |
| Transfer Agent: |
TSX Trust Company (Toronto) |
|
| Trading Symbol: |
KHRN |
(NEW) |
| CUSIP Number: |
49374L306 |
(NEW) |
| Issuer Contact: |
Darren Collins, CFO and Corporate secretary |
|
| Issuer Address: |
1600, 100 King Street West, Toronto, ON M5X 1G5 |
|
| Issuer Phone Number: |
705-527-3564 |
|
| Issuer email: |
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| Issuer website: |
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TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
COMMANDER RESOURCES LTD. ("CMD")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: May 22, 2018
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Apr 03, 2018:
| Number of Shares: |
12,240,258 shares |
| Purchase Price: |
$0.17 per share |
| Warrants: |
12,240,258 share purchase warrants to purchase 12,240,258 shares |
| Warrant Initial Exercise Price: |
$0.25 |
| Warrant Term to Expiry: |
2 Years |
| Number of Placees: |
45 Placees |
Insider / Pro Group Participation:
| Name |
Insider=Y / |
# of Shares |
| Stephen Wetherup |
Y |
30,000 |
| Robert Cameron |
Y |
150,000 |
| Aggregate Pro-Group Involvement [1 Placee] |
P |
800,000 |
| Finder's Fee: |
|
| Haywood Securities Inc. |
$38,025.60 cash; 186,400 warrants |
| Sprott Global Resource Investments Ltd. |
$63,033.00 cash; 308,983 warrants |
| Leede Jones Gable Inc. |
$1,530.00 cash; 7,500 warrants |
| PI Financial Corp |
$3,060.00 cash; 15,000 warrants |
| Finder Warrant Initial Exercise Price: |
$0.25 |
| Finder Warrant Term to Expiry: |
Exercisable for two years until May 18/20 |
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 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.
________________________________________
EMERALD BAY ENERGY INC ("EBY")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: May 22, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced April 18, 2018:
| Number of Units: |
20,000,000 common share units ("Units"). Each unit consists of one common share ("Share") and one common share purchase warrant ("Warrant'), exercisable for 12 months at a price of $0.05. |
| Purchase Price: |
$0.025 per Unit |
| Warrants: |
20,000,000 |
| Warrant Exercise Price: |
$0.05. The Warrants are subject to an acceleration clause whereby if after four months and one day following the date the Warrants are issued, the closing price of the Shares of the Corporation on the principal market on which such shares trade is equal to or exceeds $0.10 for 30 consecutive trading days (with the 30th such trading date referred to as the "Eligible Acceleration Date"), the Warrant expiry date shall accelerate to the date which is 30 calendar days following the date a press release is issued by the Corporation announcing the reduced warrant term, provided, no more than five business days following the Eligible Acceleration Date : (i) the press release is issued; and (ii) notices are sent to all warrant holders. |
| Number of Placees: |
4 Placees |
Insider / Pro Group Participation:
| Name |
Insider=Y / |
# of Units |
| All Investments Ltd. |
Y |
12,000,000 |
| (Clarence K. Wagenaar) |
||
| Shelby Beattie |
Y |
200,000 |
| Finder's Fee: |
None |
________________________________________
ORGANTO FOODS INC. ("OGO")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE: May 22, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced April 13, 2018:
| Convertible Debenture |
US$590,000 (CDN$758,976) |
| Conversion Price: |
Convertible into shares at $0.33. Mandatory conversion if the Company raises $5,000,000. |
| Maturity date: |
June 30, 2018 |
| Interest rate: |
5% per annum |
| 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.
________________________________________
PYROGENESIS CANADA INC. ("PYR")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: May 22, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the documentation with respect to a Non-Brokered Private Placement:
| Number of Shares: |
3,108,333 common shares |
| Purchase Price: |
$0.60 per common share |
| Warrants: |
3,108,333 warrants to purchase 3,108,333 common shares |
| Warrant Exercise Price: |
$0.85 for a 24-month period following the closing of the Private Placement |
| Number of Placees: |
9 Placees |
| Finder's Fees: |
Finders collectively received $88,800 in cash and 74,000 common share purchase warrants at $0.75 for 24 months |
The Company has confirmed the closing of the Private Placement pursuant to a news release dated April 20, 2018.
PYROGENESIS CANADA INC. (« PYR »)
TYPE DE BULLETIN : Placement privé sans l'entremise d'un courtier
DATE DU BULLETIN : Le 22 mai 2018
Société du groupe 2 de TSX Croissance
Bourse de croissance TSX a accepté le dépôt de la documentation en vertu d'un placement privé sans l'entremise d'un courtier:
| Nombre d'actions : |
3 108 333 actions ordinaires |
| Prix : |
0,60 $ par action ordinaire |
| Bons de souscription : |
3 108 333 bons de souscription permettant de souscrire à 3 108 333 actions ordinaires |
| Prix d'exercice des bons : |
0,85 $ pour une période de 24 mois suivant la clôture du placement privé |
| Nombre de souscripteurs : |
9 souscripteurs |
| Honoraires d'intermédiation: |
Des intermédiaires ont collectivement reçu 88 800 $ en espèces ainsi que 74 000 bons de souscription en actions ordinaires à 0,75 $ pour 24 mois. |
La société a confirmé la clôture du placement privé dans le cadre d'un communiqué de presse daté du 20 avril 2018.
_____________________________________
PJX RESOURCES INC. ("PJX")
BULLETIN TYPE: Private Placement-Non-Brokered, Correction
BULLETIN DATE: May 22, 2018
TSX Venture Tier 2 Company
Further to TSX Venture Exchange bulletin dated May 17, 2018, please note the following correction:
Number of warrants issued in connection with flow-through shares issued should have read:
6,544,217 share purchase warrants to purchase 6,544,217 shares
All other terms and conditions remain the same.
________________________________________
THERALASE TECHNOLOGIES INC. ("TLT")
BULLETIN TYPE: Private Placement - Non-Brokered
BULLETIN DATE: May 22, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced May 8, 2018:
| Number of Shares: |
5,104,000 common shares |
| Purchase Price: |
$0.20 per share |
| Warrants: |
5,104,000 share purchase warrants to purchase 5,104,000 shares |
| Warrant Exercise Price: |
$0.30 for a period of two years |
| Number of Placees: |
21 Placees |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company has issued a new 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.
_______________________________
XIANA MINING INC. ("XIA")
BULLETIN TYPE: Halt
BULLETIN DATE: May 22, 2018
TSX Venture Tier 2 Company
Effective at 5.00 a.m. PST, May 22, 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.
________________________________________
XIANA MINING INC. ("XIA")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: May 22, 2018
TSX Venture Tier 2 Company
Effective at 11.45 a.m. PST, May 22, 2018, shares of the Company resumed trading, an announcement having been made.
________________________________________
NEX COMPANIES
RICHMOND ROAD CAPITAL CORP. ("RRD.H")
BULLETIN TYPE: Halt
BULLETIN DATE: May 22, 2018
NEX Company
Effective at 1.04 p.m. PST, May 18, 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.
________________________________________
SOURCE TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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