TSX Venture Exchange Stock Maintenance Bulletins

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TSX Venture Exchange

Feb 05, 2021, 17:53 ET

VANCOUVER, BC, Feb. 5, 2021 /CNW/ -

TSX VENTURE COMPANIES

AUSTRAL GOLD LIMITED ("AGLD")
REVELO RESOURCES CORP. ("RVL")
BULLETIN TYPE: Plan of Arrangement, Delist
BULLETIN DATE: February 5, 2021
TSX Venture Tier 1 Company and TSX Venture Tier 2 Company

TSX Venture Exchange Inc. (the "Exchange") has accepted for filing documentation in connection with an arrangement agreement between Austral Gold Limited ("Austral") and Revelo Resources Corp. ("Revelo") dated November 12, 2020 (the "Agreement"). Pursuant to the Agreement, Austral has agreed to acquire all of the issued and outstanding common shares of Revelo by way of a plan of arrangement under the provisions of the Business Corporations Act (British Columbia) (the "Transaction"). Under the Agreement, each Revelo shareholder will be entitled to receive (i) 0.9184 ordinary shares of Austral (each whole share, an "Austral Share"), and (ii) C$0.03045715 in cash for each common share of Revelo held.

The Exchange has been advised that approval of the Transaction by the Revelo shareholders was received at a special meeting of shareholders held on January 28, 2021 and that approval of the Transaction was received from the British Columbia Supreme Court on February 2, 2021. The Transaction completed on February 4, 2021. The full particulars of the Transaction are set forth in the Management Information Circular of Revelo, dated as of December 21, 2020, which is available under the Revelo profile on SEDAR.

Delisting:

In conjunction with the closing of the Transaction, Revelo has requested that its common shares be delisted. Accordingly, effective at the close of business, Monday, February 8, 2021, the common shares of Revelo will be delisted from the Exchange.

Insider / Pro Group Participation: None. Prior to the closing of the Transaction Austral and Revelo were at arm's length.

________________________________________

CORDOBA MINERALS CORP. ("CDB")
BULLETIN TYPE:  Consolidation
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

Pursuant to a special resolution passed by shareholders on September 25, 2020 and a resolution passed by the directors on January 21, 2021, the Company has consolidated its capital on a seventeen (17) old for one (1) new basis.  The name of the Company has not been changed.

Effective at the opening on February 9, 2021, the common shares of Cordoba Minerals Corp. will commence trading on TSX Venture Exchange on a consolidated basis. The Company is classified as a 'Mining Exploration' company.

Post - Consolidation

Capitalization:

Unlimited

shares with no par value of which

56,426,147

shares are issued and outstanding

Escrow

Nil

shares are subject to escrow

Transfer Agent:

Computershare Trust Company of Canada

Trading Symbol:

CDB

(UNCHANGED)

CUSIP Number:

21852Q602

(new)

________________________________________

FUELPOSITIVE CORPORATION ("NHHH")
[formerly EEStor Corporation ("ESU")]
BULLETIN TYPE: Name Change
BULLETIN DATE: February 5, 2021
TSX Venture Tier 2 Company

Pursuant to a resolution passed by shareholders on January 19, 2021, the Company has changed its name as follows. There is no consolidation of capital.

Effective at the opening Tuesday, February 9, 2021, the common shares of Fuelpositive Corporation will commence trading on TSX Venture Exchange, and the common shares of EEStor Corporation will be delisted. The Company is classified as a 'Motor Vehicle Manufacturing' company.

Capitalization:

Unlimited

shares with no par value of which

171,130,731

shares are issued and outstanding

Escrow:

Nil

shares 

Transfer Agent:

TSX Trust Company

Trading Symbol:

NHHH

(NEW)

CUSIP Number:

35954F108

(NEW)

________________________________________

TANTALUS SYSTEMS HOLDING INC. ("GRID")
[formerly RiseTech Capital Corp. ("RTCC.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Private Placement-Brokered, Name Change and Consolidation, Symbol Change, Company Tier Reclassification, Resume Trading
BULLETIN DATE: February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange (the "Exchange") has accepted for filing RiseTech Capital Corp.'s, (now Tantalus Systems Holding Inc., the "Company") Qualifying Transaction (the "QT") as principally described in the Company's filing statement dated January 28, 2021 (the "Filing Statement"). The QT includes the following matters, all of which have been accepted by the Exchange.

Qualifying Transaction-Completed/New Symbol:

Pursuant to an agreement dated November 19, 2020 (the "Agreement") among the Company, Tantalus Systems Holding Inc. ("TSHI") and Tantalus Systems Shareholders Inc. ("TSSI"), the Company has acquired 100% of the issued and outstanding securities of TSHI and TSSI.

Pursuant to the Agreement, the Company issued 33,673,520 (post-consolidation) common shares of the Company to former TSHI and TSSI shareholders.

For additional information please refer to the Company's Filing Statement dated January 28, 2021, available under the Company's profile on SEDAR, as well as the Company's news releases dated September 9, 2020, November 19, 2020, January 22, 2021 and January 29, 2021.

Private Placement-Brokered:

In connection with the QT, TSHI completed a brokered financing on November 19, 2020 (the "Initial Financing"). Under the Initial Financing, TSHI and the Company engaged Canaccord Genuity Corp. and Cormark Securities Inc. as co-lead agents and joint book runners on a commercially reasonable efforts basis. The Initial Financing comprised 3,917,407 subscription receipts (each, a "Subscription Receipt"), at a price of $2.25 per Subscription Receipt, for gross proceeds of $8,814,166. Each Subscription Receipt from the Initial Financing has now automatically converted into one (post-consolidation) common share of the Company.

In addition, TSHI completed an additional financing on January 22, 2021 (the "Additional Financing"). Under the Additional Financing, 500,803 Subscription Receipts were issued at a price of $2.25 per Subscription Receipt for additional gross proceeds of $1,126,807. Each Subscription Receipt from the Additional Financing has now automatically converted into one (post-consolidation) common share of the Company.

Aggregate gross proceeds raised pursuant to the Initial Financing and the Additional Financing were $9,940,973.

Name Change and Consolidation, Symbol Change:

Pursuant to a resolution passed by shareholders on December 18, 2020 the Company has consolidated its capital on a 16.4 old for 1 new basis. The name of the Company has also been changed as detailed below.

Effective at the opening Tuesday, February 9, 2021 the common shares of Tantalus Systems Holding Inc. will commence trading on TSX Venture Exchange, and the common shares of RiseTech Capital Corp. will be delisted. The Company is classified as a 'Technology' company.

Post - Consolidation

Capitalization:

Unlimited 

common shares with no par value of which

38,859,051

common shares are issued and outstanding

Escrow:

2,038,002

common shares are subject to Tier 1 Value Escrow      

Transfer Agent:

TSX Trust Company

Trading Symbol:

GRID

(new)

CUSIP Number:

87601F 10 6

(new)

The Company is classified as a "Technology" company.

Company Contact:

Michael Grandis, General Counsel & Corporate


Secretary

Company Address:

3555 Gilmore Way, Suite 200

Burnaby, B.C.

V5G 0B3

Company Phone Number:

(604) 299-0458

Company Email Address:

[email protected]

Company Tier Reclassification:

In accordance with Policy 2.5, the Company has met the requirements for a Tier 1 company. Therefore, effective at market open, Tuesday, February 9, 2021 the Company's Tier classification will change from Tier 2 to:

Classification

Tier 1 – Technology issuer

Resume Trading:

Effective at the opening Tuesday, February 9, 2021 the shares of the Company will resume trading.

__________________________________

SOLARIS RESOURCES INC. ("SLS")
BULLETIN TYPE:  Graduation
BULLETIN DATE:  February 5, 2021
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, February 9, 2021, under the symbol "SLS".

As the result of this Graduation, there will be no further trading under the symbol "SLS" on TSX Venture Exchange after February 8, 2021, and its shares will be delisted from TSX Venture Exchange at the commencement of trading on Toronto Stock Exchange.

________________________________________

VIZSLA SILVER CORP. ("VZLA")
[formerly Vizsla Resources Corp. ("VZLA")]
BULLETIN TYPE:  Name Change
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

Pursuant to a directors' resolution dated January 29, 2021, the Company has changed its name as follows.  There is no consolidation of capital.

Effective at the opening Tuesday, February 9, 2021, the common shares of Vizsla Silver Corp. will commence trading on TSX Venture Exchange, and the common shares of Vizsla Resources Corp. will be delisted.  The Company is classified as a 'junior natural resource - mining' company.

Capitalization:

unlimited

shares with no par value of which

91,237,971

shares are issued and outstanding

Escrow:

2,565,000

escrow shares

Transfer Agent:

Computershare Investor Services Inc.

Trading Symbol:

VZLA

(NO CHANGE)

CUSIP Number:

92859G 10 3

 (new)

________________________________________

NEX COMPANIES:

BULLION GOLD RESOURCES CORP. ("BGD")
[formerly Bullion Gold Resources Corp. ("BGD.H")]
BULLETIN TYPE: Property-Asset or Share Purchase Agreement, Graduation from NEX to TSX Venture, Symbol Change
BULLETIN DATE: February 5, 2021
NEX Company

Property-Asset or Share Purchase Agreement

TSX Venture Exchange has accepted for filing the documentation relating to an arm's length purchase and sale agreement dated August 31, 2020, in connection with the acquisition of 100% interest in 39 mining claims comprising the Turgeon Lake Project, in the province of Quebec, in consideration of $10,000 in cash, 2,000,000 common shares of the Company and $200,000 exploration expenditures within two years.

The vendors will retain a total 2% net smelter return royalty.

For further information, please refer to the Company's press releases dated August 31, 2020 and January 15, 2021.

Graduation from NEX to TSX Venture

The Company has met the requirements to be listed as a TSX Venture Tier 2 Company.  Therefore, effective on Tuesday, February 9, 2021 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 Montréal.

The Company is classified as a 'Gold and silver ore mining' company (NAICS number 212220).

Capitalization:

Unlimited common shares with no par value of which 34,262,563  common shares are issued and outstanding

Escrow Securities:

Nil

Symbol Change

Effective at the opening of trading on Tuesday February 9, 2021, the trading symbol for the Company will change from "BGD.H" to "BGD". 

Company Contact:

Jonathan Hamel, President

Company Address:

410, rue Saint-Nicolas, #236, Montreal, Quebec, H2Y 2P5

Company Phone Number:

(514) 531-8129

Company Fax Number:

(514) 907-9017

Company website:

www.bulliongold.ca

 E-mail Address:

[email protected]

BULLION GOLD RESOURCES CORP. (« BGD »)

[Anciennement Bullion Gold Resources Corp. (« BGD.H »)]

TYPE DE BULLETIN : Convention d'achat de propriété d'actif ou d'actions, Migration de NEX à TSX Croissance, Changement de symbole

DATE DU BULLETIN : Le 5 février 2021

Émetteur NEX

Convention d'achat de propriété d'actif ou d'actions

Bourse de croissance TSX a accepté le dépôt de documents relativement à une convention d'achat et de vente datée du 31 août 2020 auprès de personnes sans lien de dépendance avec la société, concernant l'acquisition de 100% des intérêts dans 39 claims miniers comprenant le projet Turgeon Lake, dans la province du Québec, en considération de 10 000 $ en espèces, 2 000 000 d'actions ordinaires et 200 000 $ sur une période de deux ans.

Les vendeurs conserveront une redevance totalisant 2% au titre du rendement net de fonderie (NSR). 

Pour plus d'information, veuillez-vous référer aux communiqués de presse émis par la société le 31 août 2020 et le 15 janvier 2021.

Migration de NEX à TSX Croissance

La société a satisfait aux exigences afin d'être inscrite comme une société de groupe 2 de la TSX Croissance. Conséquemment l'inscription des titres de la société sera transférée de NEX à TSX Croissance, le groupe de la classification de la société sera changé de NEX à groupe 2 et le bureau de correspondance sera changé de NEX à Montréal, en vigueur à l'ouverture des marchés le mardi 9 février 2021.

La société est catégorisée dans le secteur « Extraction de minerais d'or et d'argent » (numéro de SCIAN : 212220).

Capitalisation :

Un nombre illimité d'actions ordinaires sans valeur nominale, dont 34 262 563 actions ordinaires sont émises et en circulation

Titres entiercés :

Aucun

Changement de symbole

Le symbole de la société sera modifié de « BGD.H » à « BGD », en vigueur à l'ouverture des marchés le mardi 9 février 2021.

Contact de la société :

Jonathan Hamel, Président

Adresse de la société :

410, rue Saint-Nicolas, #236, Montréal, Québec, H2Y 2P5

Téléphone de la société :  

(514) 531-8129

Télécopieur de la société :  

(514) 907-9017

Adresse de courriel de la société : 

www.bulliongold.ca

Adresse du site web de la société :

[email protected]

__________________________________________

BULLETIN TYPE:  Cease Trade Order
BULLETIN DATE:  February 5, 2021
NEX Company

A  Cease Trade Order has been issued by the British Columbia and Ontario Securities Commissions on  Feb. 04, 2021 against the following company for failing to file the documents indicated within the required time period:

Symbol

Tier

Company

Failure to File

Period

Ending

(Y/M/D)

GENE.H

NEX

Invictus MD Strategies Corp.

Annual audited financial statements for the year:

2020/01/31



Interim financial report for the periods:

2020/04/30

2020/07/31

2020/10/31



Management's discussion and analysis for the periods:

2020/01/31

2020/04/30

2020/07/31

2020/10/31



Certification of annual and interim filings for the periods:

2020/01/31

2020/04/30

2020/07/31

2020/10/31

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.

________________________________________

21/02/05 - TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES

AMERICAN CUMO MINING CORPORATION ("MLY")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 1,336,205 shares at a deemed price of $0.05 per share and 1,170,625 share purchase warrants to settle outstanding debt for $66,810.14.

Number of Creditors:

7 Creditors







Insider / Pro Group Participation:








Creditor 

Insider=Y /  Progroup=P 

Amount  Owing  

Deemed Price per Share 

# of Shares





Trevor Burns     

Y

$8,278.90

$0.05

165,580





Warrants: 

1,170,625 share purchase warrants to purchase 1,170,625 shares







Warrant Exercise Price: 

$0.075 for a five-year period


  

For further details, please refer to the Company's news release dated January 5, 2021.  The Company shall issue a news release when the shares are issued and the debt extinguished.

________________________________________

ATHABASCA MINERALS INC. ("AMI")
BULLETIN TYPE:  Halt
BULLETIN DATE:  February 5, 2021
TSX Venture Tier  2 Company

Effective at  10:45 a.m. PST, Feb. 05, 2021, 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.

________________________________________

AURCANA SILVER CORPORATION ("AUN")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  February 05, 2021
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Jan 27, 2021:

Number of Shares:

33,406,363 shares



Purchase Price:

$1.00 per share



Warrants:

33,406,363 share purchase warrants to purchase 33,406,363 shares



Warrant Initial Exercise Price:

$1.25



Warrant Term to Expiry:

3 Years



Number of Placees:

355 Placees



Insider / Pro Group Participation:




Name  

Insider=Y / Pro-Group=P    

 # of Shares

Moroney Holdings Inc.  

Y

20,000

(Donna Moroney)

Charles Ross Andrews 

Y 

2,500

Brian Briggs 

Y 

10,000

Aggregate Pro-Group Involvement [5 Placees] 

P 

105,000



Finder's Fee:




PI Financial Corp.  

$64,500.00 cash; 64,500 warrants  

Haywood Securities Inc. 

$150,000.00 cash; 150,000 warrants    

Canaccord Genuity Corp.  

 $41,700.00 cash; 759,270 warrants; 886,530 Finder's Units, with each unit consisting of one common share and one warrant to purchase one additional common share at a price of $1.25 per share for a term of three years.                          


Gerhard Merkhel 

$115,200.00 cash; 115,200 warrants  

Chris Bogart

$39,000.00 cash; 39,000 warrants  

Blue Lake Advisors SA  

$84,000.00 cash; 84,000 warrants 

Kruezfeld Ltd. 

$12,000.00 cash; 12,000 warrants

Sightline Wealth Management 

$6,000.00 cash; 6,000 warrants  

Tamesis Partners LLC 

$210,000.00 cash; 210,000 warrants  

Mining Stock Educators LLC

$7,500.00 cash; 7,500 warrants 

DGW Capital Corp. 

$24,000.00 cash; 24,000 warrants

M Partners Inc.

$1,500.00 cash; 1,500 warrants  


Roche Securities Limited 

$120,000.00 cash; 120,000 warrants  

Gunnar Pedersen  

$9,600.00 cash; 9,600 warrants  


Christoph Bruening 

$2,400.00 cash; 2,400 warrants 

FRC Investments SA, SPF 

$4,800.00 cash; 4,800 warrants  

Mackie Research Capital Corp.

 $3,000.00 cash; 3,000 warrants  



Finder Warrant Initial Exercise Price: 

$1.25



Finder Warrant Term to Expiry:  

Three years

                                          

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.

________________________________________

CEYLON GRAPHITE CORP. ("CYL")
BULLETIN TYPE:  Private Placement-Non-Brokered, Convertible Debenture/s, Amendment
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

Further to the previously accepted convertible debenture as announced on June 25, 2018, TSX Venture Exchange has accepted for filing relating to the amendment to the maturity date, interest rate and common share purchase warrants of the following Convertible Debentures:

Convertible Debenture

$2,000,000 (no change)


Conversion Price:

Convertible into common shares of the Company at a price equal to $0.25 (no change)


Original Maturity date:

May 23, 2021


Amended Maturity date:

November 23, 2021


Original Number of Warrants:

4,000,000 share purchase warrants


Amended Number of Warrants:

5,000,000 share purchase warrants


Original Warrants:

Each warrant will have a term of three years from the date of issuance of the notes and entitle the holder to purchase one common share. The warrants are exercisable at the price of $0.25 for three years.


Amended Warrants:

For 4,000,000 share purchase warrants, each warrant will expire on November 21, 2021 and entitle the holder to purchase one common share. The warrants are exercisable at the price of $0.25.           




For 1,000,000 share purchase warrants, each warrant will have a term of one year from the date of issuance and entitle the holder to purchase one common share. The warrants are exercisable at the price of $0.22 in the first year of exercise. 


Original Interest rate: 

6% per annum


Amended Interest rate: 

 8% per annum

For further information, please refer to the Company's press release dated January 4, 2021.

________________________________________

CLOUDMD SOFTWARE & SERVICES INC. ("DOC")
BULLETIN TYPE:  Shares for Services
BULLETIN DATE: February 5, 2021
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 699,300 shares at a deemed price of $0.715 to an arm's length service provider in consideration of certain services provided to the company pursuant to a Contractor Services Agreement dated June 17, 2020 and an amended agreement dated February 4, 2021.

The Company shall issue a news release when the shares are issued.

For further details, please refer to the Company's news release dated June 18, 2020 and November 9, 2020.

________________________________________

CONVERGE TECHNOLOGY SOLUTIONS CORP. ("CTS")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for expedited filing a Share Purchase Agreement dated December 22, 2020 (the "Agreement") between Converge Technology Solutions Corp. (the "Company"), Rory Cain, Jamie Jamieson (collectively, the "Vendors") and Vivvo Applications Studios Ltd. ("Vivvo") whereby the Vendors collectively own all of the issued and outstanding shares of Vivvo and the Company will acquire all of the issued and outstanding shares of Vivvo.

Under the terms of the Agreement, the aggregate $8,305,105 purchase price will be satisfied via $2,500,000 cash payment, $1,305,105 excess working capital in cash and issuance of 381,262 common shares of the Company at a deemed price of $3.93 on closing and up to an aggregate of $3,000,000 cash, with a maximum of $1,000,000 per year, in earnout payments for the three years following the closing of the acquisition. The deemed price per share is subject to a minimum floor price of $3.56 per common share, being the Discounted Market Price. The earnout payment for each year is contingent on Vivvo achieving a EBITDA target of $750,000 for the first year, $1,000,000 for the second year and $1,400,000 for the third year.

For further details, please refer to the Company's news release dated December 22, 2020.

________________________________________

Ethos Gold Corp. ("ECC")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation pertaining to a property option agreement (the "Agreement") dated October 29, 2020 between the Company and Kevin Keats, Allan Keats, Timothy Froude and Brian Bursey (the "Optionors"), whereby the Company can acquire a 100% interest in certain mining claims in Newfoundland & Labrador known as the Virgin Arm Property (the "Property").

Under the terms of the Agreement, the Company has the option to earn a 100% interest in the Property by making $375,000 in cash payments and issuing 3,000,000 shares over a three-year period.  The Company will issue an additional 4,800,000 shares to the Optionors if a resource estimate milestone is achieved.  The Optionors will retain a 3% NSR royalty (the "Royalty") on the Property, of which 1.5% may be repurchased by the Company for $1,500,000.  An additional 0.5% may be purchased for an additional $1,500,000.  The Company shall make a prepayment of $25,000 in cash or, subject to Exchange approval at the time of issuance, shares on the Royalty each year beginning on October 29, 2025.  The Company may buy out its pre-payment obligation at any time by making a $150,000 payment in cash to the Optionors, which buy-out payment will be set off against amounts owing to the Optionors under the Royalty. The Company shall have a right of first refusal to purchase the Royalty in the event of any proposed transfer of the Royalty by the Optionors.

For further details, please refer to the Company's news releases dated November 19, 2020 and February 3, 2021.

________________________________________

Ethos Gold Corp. ("ECC")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation pertaining to a property option agreement (the "Agreement") dated December 12, 2020 between the Company and Brian McGrath (the "Optionor"), whereby the Company can acquire a 100% interest in certain mining claims in Newfoundland & Labrador known as the McGrath Property (the "Property").

Under the terms of the Agreement, the Company has the option to earn a 100% interest in the Property by issuing 1,600,000 shares over a one-year period.  The Optionor will retain a 2.0% NSR royalty (the "Royalty") on the Property, of which 1.0% may be repurchased by the Company for $1,000,000.  The Company shall have a right of first refusal to purchase the Royalty in the event of any proposed transfer of the Royalty by the Optionor.

For further details, please refer to the Company's news releases dated December 22, 2020 and February 3, 2021.

________________________________________

Ethos Gold Corp. ("ECC")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation pertaining to a property option agreement (the "Agreement") dated November 20, 2020 between the Company and Shane Stares (the "Optionor"), whereby the Company can acquire a 100% interest in certain mining claims in Newfoundland & Labrador known as the Toogood Property (the "Property").

Under the terms of the Agreement, the Company has the option to earn a 100% interest in the Property by making cash payments of $25,000 and issuing 5,000,000 shares over a one-year period.  The Optionor will retain a 2.0% NSR royalty (the "Royalty") on the Property, of which 1.0% may be repurchased by the Company for $1,000,000.  The Company shall have a right of first refusal to purchase the Royalty in the event of any proposed transfer of the Royalty by the Optionor.

A finder's fee of 100,000 shares is payable to Kevin Keats.

For further details, please refer to the Company's news releases dated December 22, 2020 and February 3, 2021.

________________________________________

Ethos Gold Corp. ("ECC")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation pertaining to a property option agreement (the "Agreement") dated October 29, 2020 and amended November 14, 2020 between the Company and Roland Quinlan, Eddie Quinlan, Letha Quinlan and Tony Quinlan (the "Optionors"), whereby the Company can acquire a 100% interest in certain mining claims in Newfoundland & Labrador known as the Deep Cove Property (the "Property").

Under the terms of the Agreement, the Company has the option to earn a 100% interest in the Property by making $215,000 in cash payments and issuing 3,200,000 shares, in each case over a three-year period, and subject to meeting minimum work requirements in each of the first three years.  The Company will make an additional payment of $1,000,000 in cash or, subject to Exchange approval at the time of issuance, shares if a resource estimate milestone is achieved.  The Optionors will retain a 2% NSR royalty (the "Royalty") on the Property, of which 1% may be repurchased by the Company for $1,000,000. The Company shall make a prepayment of $25,000 in cash or, subject to Exchange approval at the time of issuance, shares on the Royalty each year beginning on October 29, 2025.  The Company may buy out its pre-payment obligation at any time by making a $150,000 payment in cash to the Optionors, which buy-out payment will be set off against amounts owing to the Optionors under the Royalty. The Company shall have a right of first refusal to purchase the Royalty in the event of any proposed transfer of the Royalty by the Optionors.

For further details, please refer to the Company's news releases dated November 19, 2020 and February 3, 2021.

________________________________________

FACEDRIVE INC. ("FD")
BULLETIN TYPE:  Halt
BULLETIN DATE:  February 5, 2021
TSX Venture Tier  2 Company

Effective at  6:35 a.m. PST, Feb. 05, 2021, trading in the shares of the Company was halted Single Stock Circuit Breaker; 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.

________________________________________

FACEDRIVE INC. ("FD")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

Effective at  6:40 a.m. PST, Feb. 05, 2021, shares of the Company resumed trading, an announcement having been made.

________________________________________

FACEDRIVE INC. ("FD")
BULLETIN TYPE:  Halt
BULLETIN DATE:  February 5, 2021
TSX Venture Tier  2 Company

Effective at  7:27 a.m. PST, Feb. 05, 2021, trading in the shares of the Company was halted Single Stock Circuit Breaker; 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.

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FACEDRIVE INC. ("FD")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

Effective at  7:32 a.m. PST, Feb. 05, 2021, shares of the Company resumed trading, an announcement having been made.

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FORAN MINING CORPORATION ("FOM")
BULLETIN TYPE:  Private Placement-Brokered
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced Jan 11, 2021:

Flow-Through Shares:




Number of FT Shares:

19,126,000 flow through shares



Purchase Price:

$0.915 per flow through share



Non Flow-Through Shares:




Number of Non-FT Shares:

11,539,000 non flow through shares



Purchase Price:

$0.65 per non flow through share



Number of Placees:

61 Placees



Insider / Pro Group Participation:




Name

Insider=Y / Pro-Group=P  

# of Shares



Aggregate Pro-Group Involvement [2 Placees] 

P

678,123



Agent's Fee:

PI Financial Corp.  

$1,118,413.35 cash     

                            

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.

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GHP NOETIC SCIENCE- PSYCHEDELIC PHARMA INC. ("PSYF.P")
BULLETIN TYPE:  Remain Halted
BULLETIN DATE:  February 5, 2021
TSX Venture Tier  2 Company

Further to the TSX Venture Exchange ('TSXV') Bulletin dated Jan. 18, 2021, trading in the shares of the Company will remain halted Pending receipt and review of acceptable documentation regarding the Qualifying Transaction pursuant to Listings Policy 2.4

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.

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GLOBAL CROSSING AIRLINES GROUP INC. ("JET")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced January 15, 2021:

Number of Shares:

8,064,517 shares



Purchase Price:

US$0.62 per share



Warrants:

8,064,517 share purchase warrants to purchase 8,064,517 shares



Warrant Exercise Price:

US$1.00 for a twenty-seven month period



Number of Placees:

127 Placees



Insider / Pro Group Participation:




Name

Insider=Y / ProGroup=P 

# of Shares

Joseph E. DaGrosa Jr.  

Y  

322,581

Aggregate Pro Group Involvement  

836,645

 [6 Placees]




Finder's Fee:  

Canaccord Genuity Corp. - $119,350 cash; 192,500 broker warrants




Leede Jones Gable Inc.- US$69,999.99 cash;112,903 broker warrants




PI Financial Corp. - US$20,619.34 cash; 33,257 broker warrants




Mackie Research Capital Corporation US$7,030.80 cash; 11,340 broker warrants

                 

Each non-transferable broker warrant is exercisable into one common share at a price of US$0.62 for a period of 27 months.                                  

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release dated January 27, 2021 announcing the closing of the private placement and setting out the expiry date 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.

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GREEN RISE FOODS INC. ("GRF")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation  pertaining to an Asset Purchase Agreement (the "Agreement") dated December 18, 2020, among the Company's subsidiary, Bull Market Farms Inc., and several arm's length parties ("Vendors"), whereby the Company will indirectly acquire 22 acre greenhouse range located on a 57 acre farm at 1921 Road 3 East, Kingsville, Ontario (the "Target") and all of the property and assets used in connection with or otherwise relating to the Target or relating to operation of growing and selling greenhouse produce.

Under the terms of the Agreement, the Company has agreed to pay $15,500,000 in cash to Vendors on closing and assume payment of the automated packing line in amount of €1,750,000 million, which is due over a four-year period and can be accelerated by the Company.

For more information, please refer to the Company's news releases dated December 23, 2020 and February 2, 2021.

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HEMOSTEMIX INC. ("HEM")
BULLETIN TYPE:  Warrant Price Amendment, Warrant Term Extension
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has consented to the extension in the expiry date and reduction in the exercise price of the following warrants:

Private Placement:


# of Warrants:

9,800,374


Expiry Date of Warrants:

One year from the date of issuance


New Expiry Date of Warrants:

Three years from the date of issuance


Original Exercise Price of Warrants:

$1.00


New Exercise Price of Warrants:

$0.55


Forced Exercise Provision:

If the closing price for the Company's shares is $0.66 or greater for a period of 10 consecutive trading days, then the warrant holders will have 30 days to exercise their warrants; otherwise the warrants will expire on the 31st day.

These warrants were issued prior to the Company's share consolidation pursuant to a private placement of 267,351,464 shares with 267,351,464 share purchase warrants attached, which was accepted for filing by the Exchange effective March 6, 2020 and March 26, 2020.

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ORO X MINING CORP. ("OROX")
BULLETIN TYPE:  Halt
BULLETIN DATE:  February 5, 2021
TSX Venture Tier  2 Company

Effective at  5:54 a.m. PST, Feb. 05, 2021, 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.

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THINK RESEARCH CORPORATION ("THNK")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 1 Company

TSX Venture Exchange (the "Exchange") has accepted for filing documentation relating to a Share Purchase Agreement dated January 18, 2021 (the "Agreement") between Think Research Corporation (the "Company"), Jason Flowerday, Persistence Capital Partners II, L.P., Persistence Capital Partners II (International), L.P. (collectively, the "Vendors"), PCP GP, L.P. (Seller Agent), and MDBriefCase Group Inc. ("MDBriefCase"). Pursuant to the Agreement, in order to acquire all of the issued and outstanding shares of MDBriefCase, the Company is required to pay $1,300,000 (subject to working capital and other adjustments) and issue 5,161,290 common shares at a price of $4.65 per common share to the Vendors.

For more information, refer to the Company's news releases dated January 18, 2021 and January 29, 2021.

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VALDOR TECHNOLOGY INTERNATIONAL INC. ("VTI")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Jan 15, 2021:

Number of Shares:

60,000,000 shares


Purchase Price:

$0.05 per share


Warrants:

60,000,000 share purchase warrants to purchase 60,000,000 shares


Warrant Initial Exercise Price:

$0.30


Warrant Term to Expiry:

5 Years


Number of Placees:

24 Placees

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.

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VIOR INC. ("VIO")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: February 5, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the documentation relating to an acquisition agreement (the "Agreement") dated January 26, 2021, between the Company and Jonathon Deluce and North American Exploration Ltd. (collectively, the "Vendors"), in connection with the acquisition of a 100% interest in a block of 40 claims covering 2,230 hectares (the "Property") at the Skyfall project, located in the eastern part of the Urban-Barry gold belt, approximately 150 kilometers east of Lebel-sur-Quevillon and 75 kilometers south of Chapais, in the province of Quebec.

The Company will have to pay $7,500 in cash and issue 150,000 common shares to the Vendors in order to acquire a 100% interest in the Property.

The Vendors will retain a 2% net smelter return ("NSR") royalty on any saleable production from the Property. Fifty percent of the NSR royalty (i.e. 1%) may be purchased by the Issuer for $1,000,000.

For further information, please refer to the Company's press release dated February 2, 2021.

VIOR INC. (« VIO »)
TYPE DE BULLETIN: Convention d'achat de propriété d'actif ou d'actions
DATE DU BULLETIN: Le 5 février 2021
Société du groupe 2 de TSX Croissance

Bourse de croissance TSX a accepté le dépôt de documents relativement à une convention d'achat (la « convention ») datée du 26 janvier 2021, entre la société et Jonathon Deluce et North American Exploration Ltd. (collectivement, les « vendeurs »), concernant l'acquisition d'un intérêt de 100% dans un bloc de 40 claims couvrant 2 230 hectares (la « propriété ») au projet Skyfall, situé dans la partie est de la ceinture aurifère d'Urban-Barry, à environ 150 kilomètres à l'est de Lebel-sur-Quévillon et 75 kilomètres au sud de Chapais, dans la province du Québec.

La société devra effectuer un paiement en espèces de 7 500 $ et émettre 150 000 actions ordinaires aux vendeurs afin d'acquérir un intérêt de 100 % dans la propriété.

Le vendeur retiendra une redevance de 2% au titre du rendement net de fonderie (« NSR ») sur toute production vendable de la propriété. Cinquante pourcent de la redevance NSR (i.e. 1%) peut être racheté par l'émetteur pour 1 000 000 $.

Pour plus d'information, veuillez-vous référer au communiqué de presse émis par la société le 2 février 2021.

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NEX COMPANY :

MED BIOGENE INC. ("MBI.H")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  February 5, 2021
NEX Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced January 7, 2021:

Number of Shares:

2,000,000 shares



Purchase Price:

$0.05 per share



Number of Placees:

1 placee



Insider / Pro Group Participation:




Name 

Insider=Y / ProGroup=P  

# of Shares



Weir-Jones Engineering Consultants Ltd.  

Y

2,000,000

(Iain Weir-Jones)    

                                                                                             

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), 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).

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SOURCE TSX Venture Exchange

Market Information Services at 1-888-873-8392, or email: [email protected]

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