TSX Venture Exchange Stock Maintenance Bulletins
VANCOUVER, BC, Sept. 12, 2023 /CNW/ -
TSX VENTURE COMPANIES
BLACKWOLF COPPER AND GOLD LTD. ("BWCG")
OPTIMUM VENTURES LTD. ("OPV")
BULLETIN TYPE: Plan of Arrangement, Shares for Bonuses, Delist
BULLETIN DATE: September 12, 2023
TSX Venture Tier 2 Company
Plan of Arrangement:
TSX Venture Exchange Inc. (the "Exchange") has accepted for filing an arrangement agreement between Blackwolf Copper and Gold Ltd. ("Blackwolf") and Optimum Ventures Ltd. ("Optimum") dated as of July 6, 2023 (the "Arrangement"). On September 12, 2023, pursuant to the Arrangement, Blackwolf acquired all of the issued and outstanding common shares of Optimum (collectively, the "Optimum Shares") by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia) the "Transaction").
The Transaction was approved by the shareholders of Optimum at the Annual General and Special Meeting of Optimum shareholders held August 31, 2023.
For further information regarding the Transaction, please refer to Optimum's Information Circular dated July 31, 2023 and filed on SEDAR+ on August 4, 2023.
Post-Arrangement:
Capitalization: |
unlimited shares with no par value of which |
108,957,568 shares are issued and outstanding |
|
Transfer Agent: |
Computershare Investor Services |
Bonus Shares:
In connection with the Transaction, the Exchange has accepted for filing the Company's proposal to issue 567,299 bonus shares at a price of $0.2625 per share to a Non-Arm's Length Party, in consideration for advisory services provided to the Company.
Delisting of Optimum Ventures Ltd.:
Further to the closing of the Transaction, the common shares of Optimum will be delisted from the TSX Venture Exchange effective at the close of business, Thursday, September 14, 2023.
________________________________________
SOURCE ROCK ROYALTIES LTD. ("SRR")
BULLETIN TYPE: Declaration of Dividend
BULLETIN DATE: September 12, 2023
TSX Venture Tier 1 Company
The Issuer has declared the following Late Dividend:
Dividend per Share: $0.0055
Payable Date: September 15, 2023
Record Date: August 31, 2023
Ex-dividend Date: September 13, 2023
The common shares should have commenced trading on TSXV on an ex-dividend basis but due to late notification from the Issuer have been trading on a cum-dividend basis and will commence trading on an ex-dividend basis effective on September 13, 2023. Holders including purchasers of the shares on or before September 12, 2023 should maintain a record of brokers that sold them the shares in order to enable such holders to claim the dividend.
________________________________________
WESTERN PACIFIC TRUST COMPANY ("WP")
BULLETIN TYPE: Declaration of Dividend
BULLETIN DATE: September 12, 2023
TSX Venture Tier 2 Company
The Issuer has declared the following dividend:
Dividend per Common Share: $0.005
Payable Date: October 13, 2023
Record Date: September 27, 2023
Ex-dividend Date: September 26, 2023
________________________________________
23/09/12 - TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
AVANTE MINING CORP. ("AVA")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: September 12, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on September 1, 2023:
Number of Shares: |
3,000,000 flow-through shares |
Purchase Price: |
$0.15 per share |
Number of Placees: |
2 placees |
Insider / Pro Group Participation: N/A |
||
Aggregate Cash Amount |
Aggregate # of Shares
|
Aggregate # of Warrants
|
|
Finder's Fee: |
$45,000 |
N/A |
300,000 Warrants |
Finder's Warrants Terms: Each warrant entitles the holder to purchase one common share at the price of $0.15 for a period of two years from the date of issuance.
The Company issued a news release on September 1, 2023 confirming the closing of the private placement.
________________________________________
CLOUD DX INC. ("CDX")
BULLETIN TYPE: Warrant Price Amendment
BULLETIN DATE: September 12, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange has consented to the reduction in the exercise price of the following warrants:
# of Warrants: |
3,134,560 |
Original Expiry Date of Warrants: |
October 1, 2023 |
Original Exercise Price of Warrants: |
$0.50 |
New Exercise Price of Warrants: |
$0.19 |
Forced Exercise Provision: |
If the closing price for the Company's shares is $0.24 or greater for a period of 10 consecutive trading days, then the warrant holders will have 30 days to exercise their warrants following delivery by the Company of an acceleration notice; otherwise the warrants will expire on the 31st day. |
These warrants were issued pursuant to a private placement of 2,192 unsecured convertible debenture units. Each convertible debenture unit consists of a $1,000 principal amount unsecured convertible debenture and 1,430 common share purchase warrants of the company, which was accepted for filing by the Exchange effective October 29, 2021.
________________________________________
CLOUD DX INC. ("CDX")
BULLETIN TYPE: Warrant Price Amendment
BULLETIN DATE: September 12, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange has consented to the reduction in the exercise price of the following warrants:
# of Warrants: |
2,881,450 |
Expiry Date of Warrants: |
January 27, 2024 |
Original Exercise Price of Warrants: |
$0.50 |
New Exercise Price of Warrants: |
$0.19 |
Forced Exercise Provision: |
If the closing price for the Company's shares is $0.24 or greater for a period of 10 consecutive trading days, then the warrant holders will have 30 days to exercise their warrants following delivery by the Company of an acceleration notice; otherwise the warrants will expire on the 31st day. |
These warrants were issued pursuant to three private placements that consist a total of 2,015 unsecured convertible debenture units. Each convertible debenture unit consists of a $1,000 principal amount unsecured convertible debenture and 1,430 common share purchase warrants of the company, which was accepted for filing by the Exchange effective February 8, 2022, March 21, 2022, and April 22, 2022.
________________________________________
CLOUD DX INC. ("CDX")
BULLETIN TYPE: Amendment, Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE: September 12, 2023
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange Bulletins dated October 29, 2021, February 8, 2022, March 21, 2022, and April 22, 2022, the Exchange has consented to the amendments of the convertible debentures as mentioned below:
Original Convertible Debentures |
$4,207,000 principal amount of unsecured convertible debentures |
New Convertible Debentures |
$4,310,734.26 principal amount of unsecured convertible debentures, equal to $4,207,000 plus $103,734.26 of accrued and unpaid interest |
Original Conversion Price: |
Convertible into common shares of the Company at a price equal to $0.35 per common share |
Amended Conversion Price: |
Convertible into common shares of the Company at a price equal to $0.15 per common share |
Original interest rate terms: |
10% per annum |
Amended interest rate terms: |
18% per annum |
All other terms remain unchanged.
For further information, please refer to the Company's news releases dated July 11, 2023 and September 11, 2023.
________________________________________
COPPER FOX METALS INC. ("CUU")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: September 12, 2023
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on July 18, 2023, and amended on August 28, 2023:
Number of Shares: |
9,390,050 shares |
Purchase Price: |
$0.20 per share |
Warrants: |
4,695,025 share purchase warrants to purchase 4,695,025 shares |
Warrant Exercise Price: |
$0.25 during the first 12 month period $0.30 during the second 12 month period |
Number of Placees: |
21 placees |
Insider / Pro Group Participation:
Placees |
# of Placee (s) |
Aggregate # of Shares |
Aggregate Existing Insider Involvement: |
4 |
6,300,000 |
Aggregate Pro Group Involvement: |
N/A |
N/A |
Finder's Fee: |
N/A |
The Company issued a news release on September 8, 2023, confirming closing of the private placement. Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.
________________________________________
GOLD BASIN RESOURCES CORPORATION ("GXX")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: September 12, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on August 8, 2023 and August 31, 2023:
Number of Shares: |
6,422,335 shares |
Purchase Price: |
$0.15 per share |
Number of Placees: |
24 placees |
Insider / Pro Group Participation: |
||
Placees |
# of Placee (s) |
Aggregate # of Shares |
Aggregate Existing Insider Involvement: |
3 |
1,016,667 |
Aggregate Pro Group Involvement: |
2 |
325,000 |
Aggregate Cash Amount |
Aggregate # of Shares
|
Aggregate # of Warrants
|
|
Finder's Fee: |
$20,031.01 |
NA |
NA |
The Company issued a news release on September 7, 2023 confirming closing of the private placement.
________________________________________
IMPERIAL MINING GROUP LTD. ("IPG")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: September 12, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange (the "Exchange") has consented to the extension in the expiry date of the following warrants:
Number of Warrants: |
5,460,000 |
Original Expiry Date of Warrants: |
September 13, 2023 |
New Expiry Date of Warrants: |
March 13, 2024 |
Exercise Price of Warrants: |
$0.20 |
Number of Warrants: |
3,516,666 |
Original Expiry Date of Warrants: |
September 15, 2023 |
New Expiry Date of Warrants: |
March 15, 2024 |
Exercise Price of Warrants: |
$0.20 |
These warrants were issued pursuant to an aggregate private placement of 8,976,666 units with each unit including one common share and one warrant, which was accepted for filing by the Exchange effective November 30, 2021.
IMPERIAL MINING GROUP LTD. («IPG»)
TYPE DE BULLETIN : Prolongation des bons de souscription
DATE DU BULLETIN : Le 12 septembre 2023
Société du groupe 2 de TSX Croissance
Bourse de croissance TSX (la « Bourse ») a accepté la prolongation des bons de souscription (les « bons ») suivants :
Nombre de bons : |
5 460 000 |
Date d'échéance initiale des bons : |
Le 13 septembre 2023 |
Nouvelle date d'expiration des bons : |
Le 13 mars 2024 |
Prix d'exercice des bons : |
0,20 $ |
Nombre de bons : |
3 516 666 |
Date d'échéance initiale des bons : |
Le 15 septembre 2023 |
Nouvelle date d'expiration des bons : |
Le 15 mars 2024 |
Prix d'exercice des bons : |
0,20 $ |
Les bons de souscription ci-dessus ont été émis dans le cadre de l'émission d'un nombre total de 8 976 666 unités, chaque unité étant composée d'une action ordinaire et un bon de souscription par le biais d'un placement privé, tel qu'accepté par la Bourse le 30 novembre 2021.
________________________________________
LAVRAS GOLD CORP. ("LGC")
BULLETIN TYPE: Correction, Resume Trading
BULLETIN DATE: September 12, 2023
TSX Venture Tier 1 Company
Further to the TSX Venture Exchange bulletin dated Sept. 11, 2023, the following bulletin type should have read:
BULLETIN TYPE: Resume Trading
All other information remains unchanged.
_____________________________________
OPTIMUM VENTURES LTD. ("OPV")
BULLETIN TYPE: Halt
BULLETIN DATE: September 12, 2023
TSX Venture Tier 2 Company
Effective at 1:49 p.m. PST, Sept. 11, 2023, trading in the shares of the Company was halted, 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.
________________________________________
RESOURO GOLD INC. ("RAU")
BULLETIN TYPE: Halt
BULLETIN DATE: September 12, 2023
TSX Venture Tier 2 Company
Effective at 9:04 a.m. PST, September 12, 2023, trading in the shares of the Company was halted, 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.
________________________________________
RESOURO GOLD INC. ("RAU")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: September 12, 2023
TSX Venture Tier 2 Company
Effective at 10:15 a.m. PST, Sept. 12, 2023, shares of the Company resumed trading, an announcement having been made.
________________________________________
SHERPA II HOLDINGS CORP. ("SHRP")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: September 12, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on June 29, 2023.
Number of Shares: |
3,125,000 shares |
Purchase Price: |
$0.04 per share |
Warrants: |
3,125,000 share purchase warrants to purchase 3,125,000 shares |
Warrant Exercise Price: |
$0.05 for a three-year period |
Number of Placees: |
9 placees |
Insider / Pro Group Participation:
Placees |
# of Placee (s) |
Aggregate # of Shares |
Aggregate Existing Insider Involvement: |
3 |
1,312,500 |
Aggregate Pro Group Involvement: |
N/A |
N/A |
Aggregate Cash Amount
|
Aggregate # of Shares
|
Aggregate # of Warrants
|
|
Finder's Fee: |
N/A |
N/A |
N/A |
The Company issued a news release on July 28, 2023 confirming closing of the private placement. Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.
________________________________________
TINY LTD. ("TINY")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: September 12, 2023
TSX Venture Tier 1 Company
TSX Venture Exchange ("Exchange") has accepted for filing documentation the Share Purchase Agreement dated September 6, 2023 (the "Agreement"), between WeCommerce Holdings LP (a wholly-owned subsidiary of the Company) ("WeCommerce") and two arm's length parties (the "Vendors"). Pursuant to the terms of the Agreement, WeCommerce has acquired all of the issued and outstanding share capital of Clean Canvas Ltd. ("Clean Canvas") from the Vendors. As consideration for the acquisition, WeCommerce has paid to the Vendors a cash payment of $11,500,000 USD, plus additional contingent consideration of up to $1,200,000 USD ("Earn-Out") based on Clean Canvas' operating performance over the next 18 months. WeCommerce has the option to fulfill the Earn-Out by way of (i) a cash payment, (ii) through the issuance of up to 1,200,000 Class-A common shares in the capital of the Company ("Shares") at a deemed price equal to the 10-day volume-weighted average price of the Shares prior to issuance, or (iii) a combination of cash and Shares. WeCommerce has retained a purchase price holdback of $750,000 USD to secure against customary post-closing adjustments as well as potential post-closing indemnification claims.
Insider / Pro Group Participation: |
None |
Finders' Fees: |
None |
This acquisition is considered an Arm's Length transaction.
For further information, please refer to the Company's news releases dated September 7, 2023.
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SOURCE TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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