TSX Venture Exchange Stock Maintenance Bulletins

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TSX Venture Exchange

Jul 28, 2020, 21:19 ET

VANCOUVER, BC, July 28, 2020 /CNW/ -

TSX VENTURE COMPANIES

SANIBEL VENTURES CORP. ("SBEL.P")
BULLETIN TYPE:  Suspend-Failure to Complete a Qualifying Transaction within 24 months of Listing
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

Further to Exchange bulletins dated July 2, 2020 and July 28, 2020, effective at the open, Thursday, July 30, 2020, trading in the shares of the Company will be suspended, the Company having failed to complete a Qualifying Transaction within 24 months of its listing.

Members are prohibited from trading in the securities of the Company during the period of the suspension or until further notice.

________________________________________

NEX COMPANY:

ELEMENTAL ROYALTIES CORP. ("ELE")
[formerly Elemental Royalties Corp. ("ELE.H")]
BULLETIN TYPE:  Reverse Takeover-Completed, Graduation from NEX to TSX Venture, Symbol Change, Private Placement-Non-Brokered, ResumeTrading
BULLETIN DATE:  July 28, 2020
NEX Company

Further to the TSX Venture Exchange Inc.'s (the "Exchange") bulletin dated July 23, 2020, the Exchange has accepted for filing Elemental Royalties Corp.'s ("Elemental") (formerly Fengro Industries Corp. "Fengro") Reverse Takeover (the "RTO") and related transactions, all as principally described in Fengro's filing statement dated July 15, 2020 (the "Filing Statement").  The RTO includes the following matters, all of which have been accepted by the Exchange.

1.     Acquisition of Elemental Royalties Limited ("Elemental Limited")

On April 27, 2020, Fengro and Elemental Limited entered into a business combination agreement pursuant to which, on July 28, 20202, Fengro acquired all of the issued and outstanding shares of Elemental Limited in consideration of the issuance of 22,664,788 post-consolidated common shares of Fengro.

Prior to completion of the RTO, 1249739 B.C. Ltd. ("ERL Finco"), a wholly-owned subsidiary of Elemental Limited completed a non-brokered private placement of 17,713,615 subscription receipts issued at $1.30 per subscription receipt for aggregate gross proceeds of $23,027,699.50 with each such subscription receipt entitling the holder thereof to receive one (1) share in the resulting issuer in exchange for each subscription receipt held. Upon closing of the RTO and the subsequent conversion of the subscription receipts an additional 17,713,615 post-consolidated common shares of the resulting issuer (formerly Fengro) were issued.  Concurrently with the ERL Finco subscription receipt offering, Fengro completed a subscription receipt financing on substantially equivalent terms issuing 724,100 subscription receipts at $1.30 per subscription receipt (see 'Private Placement-Non-Brokered' below), with each Fengro subscription receipt being converted following closing of the RTO into 724,100 post-consolidated common shares of the resulting issuer.

An aggregate of 40,378,403 resulting issuer shares were issued in connection with the exchange of Elemental shares, and upon conversion of the subscription receipts of Fengro and ERL Finco.

Elemental Limited's core business is the acquisition of royalties over mining projects. Elemental Limited currently has six royalty interests, five on producing mines, and one development asset at the pre-feasibility study stage. Elemental Limited's principal royalty interests include:

1% NSR over Teranga Gold Corporation's Wahgnion gold project in Burkina Faso;

2.25% NSR over Austral Gold Limited's Amancaya gold project in Chile; and

1% NSR over Premier Gold Mines Limited's Mercedes gold-silver mine in Mexico.

Elemental Limited also holds royalty interests in:

0.25% GRR over Base Resources Ltd.'s Kwale mineral sands project in Kenya;

AUS$10/oz or 5% NPI over Zijin Mining Group's Mt Pleasant Gold mine in Western Australia; and

0.5% NSR over Panoramic Resources Ltd.'s Panton Sill project (development stage) in Western Australia.

For further information, see the Filing Statement, which is available under Elemental's profile on SEDAR.

2.     Graduation from NEX to TSX Venture

Elemental has met the requirements to be listed as a TSX Venture Tier 1 Company. Therefore, effective at the opening on Thursday, July 30, 2020, Elemental's listing will transfer from NEX to TSX Venture, the Company's Tier classification will change from NEX to Tier 1 and the Filing and Service Office will change from NEX to Vancouver.

3.     Symbol Change

Effective at the opening on Thursday, July 30, 2020, the trading symbol for Elemental Royalties Corp. will change from ('ELE.H') to ('ELE').  There is no change in the company's name, no change in its CUSIP number and no consolidation of capital. The Company is classified as an 'Investment' company.

Capitalization:

Unlimited

common shares with no par value of which 

46,865,060

common shares are issued and outstanding

Escrow:

8,883,608

shares and 2,760,109 Replacement Performance Rights
and Performance Share Units (as defined in the Filing
Statement) are subject to an 18 month staged release
escrow agreement.

4.     Private Placement-Non-Brokered 

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement of subscription receipts announced May 21, 2020:

Number of Shares: 

724,100 shares (on conversion of subscription receipts)


Purchase Price:

$1.30 per share


Number of Placees:

3 placees


Insider / Pro Group Participation:

Nil


Agency Fee:

$9,413.30 payable to Canaccord Genuity Corp.

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), Elemental must issue a news release announcing the closing of the private placement and setting out the expiry dates of the hold period(s).

5.     Resume Trading

Effective at the opening on Thursday, July 30, 2020 the common shares of Elemental will resume trading on the Exchange.

________________________________________

20/07/28 - TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES

ALTO VENTURES LTD. ("ATV")
BULLETIN TYPE:  Shares for Debt, Correction
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange bulletin dated July 9, 2020 that was issued in connection with the issuance of 250,000 common shares to settle outstanding debt in the amount of $31,875.00, the deemed price per share should have been $0.1275, not $0.1250. 

Number of Creditors: 

1 Creditor


Insider / Pro Group Participation:





Creditor

Insider=Y /  
Progroup=P

Amount 
Owing

Deemed Price
per Share

# of Shares





Marian (Mike) Koziol

Y

$31,875.00

$0.1275

250,000

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

________________________________________

APEX RESOURCES INC. ("APX")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 8, 2020:

Number of Shares:

5,769,231 shares



Purchase Price:

$0.065 per share



Warrants:

5,769,231 share purchase warrants to purchase 5,769,231 shares



Warrant Exercise Price:

$0.14 for a one-year period.  The warrants are subject to an accelerated exercise
provision in the event the volume weighted average price of the Company's
shares is equal to or greater than $0.20 for 21 consecutive trading days.



Number of Placees:

27 placees



Insider / Pro Group Participation:






Name

Insider=Y / 
ProGroup=P

# of Shares

Istana Investments Ltd. (Arthur Troup)

Y

500,000



Finder's Fee:

Leede Jones Gable Inc. - $1,144.00 and 17,700 Finder's Warrants that are
exercisable into common shares at $0.14 per share for a one-year period.



PI Financial Corp. - $10,010.00 and 154,000 Finder's Warrants that are
exercisable into common shares at $0.14 per share for a one-year period.

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release dated July 27, 2020 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.

________________________________________

ASSURE HOLDINGS CORP. ("IOM")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 50,000 shares at a price of US$0.81 per share to settle outstanding debt for US$40,500.00.

Number of Creditors:

5 Creditors

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

________________________________________

AURA RESOURCES INC. ("AUU")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation pertaining to an amalgamation agreement dated June 03, 2020 (the "Agreement"), between Aura Resources Inc. (the "Company") and Territory Metals Corp. ("Territory"). Pursuant to the Agreement, the Company will acquire all of the issued and outstanding shares of Territory through a three-cornered amalgamation in accordance with the provisions of the Business Corporations Act (British Columbia).

Under the terms of the Agreement, each Territory shareholder will be entitled to receive 2 common shares of the Company for each common share of Territory held (the "Exchange Ratio"), which will result in the issuance of 26,581,400 common shares of the Company. Further, based on the Exchange ratio, the Company will issue 320,000 warrants to replace the outstanding warrants of Territory, with equivalent terms.

For further details, please refer to the Company's news releases dated June 04, 2020, July 02, 2020 and July 27, 2020.

_______________________________________

AURELIUS MINERALS INC. ("AUL")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 23, 2020:

Number of Shares: 

38,962,547 common shares

45,130,000 flow-through shares



Purchase Price: 

$0.05 per common share

$0.055 per flow-through share



Warrants: 

19,481,274 share purchase warrants to purchase 19,481274 shares (Common
Share Units) at $0.07 per share for a two-year period.




22,565,000 share purchase warrants to purchase 22,565,000 shares (Flow-
Through Units) at $0.08 per share for a two-year period.



Number of Placees:

80 placees



Insider / Pro Group Participation:



Name

Insider=Y /  
ProGroup=P

# of Shares



Mark N. J. Ashcroft 

Y

500,000 f/t

Germaine Coombs

Y

400,000 nf/t

Amandip Singh

Y

80,000 nf/t

Leede Jones Gable Inc. 
(ITF Lorna MacGillivray 

Y 

450,000 f/t

Garrett Macdonald 

Y

180,000 f/t

One Above Three Below Advisory Inc.
(Jeremy Niemi)

Y

300,000 nf/t

Bansco & Co. In Trust for CMP) 2020
Resources Limited Partnership 

Y 

14,363,367 f/t

Fi8delity Clearing in trust for New Venture  
Equities Fund LP

10,000,000 nf/t

 Jayvee & Co. ITF NI7F0038002
(Sprott Asset Management)

Y

5,650,000 f/t



Finder's Fee:

Dundee Goodman Merchant Partners - $80,914.54 and 1,778,840
Compensation Warrants that are exercisable into common shares at $0.07 per
share for a two-year period.




Sprott Capital Partners LP - $80,914.54 and 1,778,840 Compensation Warrants
that are exercisable into common shares at $0.07 per share for a two-year
period.




Laurentian Bank Securities - $40,457.27 and 889,420 Compensation Warrants
that are exercisable into common shares at $0.07 per share for a two-year
period.




Canaccord Genuity Corp. - $32,455.50 and 635,600 Compensation Warrants
that are exercisable into common shares at $0.07 per share for a two-year
period.




Haywood Securities Inc. - $11,795.00




Raymond James Ltd. - $13,998.60 and 254,520 Compensation Warrants that are exercisable into common shares at $0.07 per share for a two-year period.




Leede Jones Gable Inc. - $17,202.50




Pollit & Co. Inc. - $11,025.00 and 231,000 Compensation Warrants that are
exercisable into common shares at $0.07 per share for a two-year period.




Richardson GMP Limited - $2,100.00




PI Financial Corp. $350.35

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a closing news release dated July 17, 2020 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.

________________________________________

AURELIUS MINERALS INC. ("AUL")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 3,125,000 shares at $0.08 per share to settle outstanding debt for $250,000.00.

Number of Creditors:

1 Creditor





Insider / Pro Group Participation:





Creditor

Insider=Y / 
Progroup=P

Amount
Owing

Deemed Price
per Share

# of Shares





Sprott Capital Partners LP

Y 

$250,000

$0.08

3,125,000

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

________________________________________

BRIGADIER GOLD LIMITED ("BRG")
BULLETIN TYPE:  Correction
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange Bulletin dated July 27, 2020, the Bulletin should have read as follows:

Warrant Exercise Price:

$0.40 for a one year period

________________________________________

CANDENTE GOLD CORP. ("CDG")
BULLETIN TYPE:  Warrant Term Extension
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has consented to the extension in the expiry date of the following warrants:

Private Placement:


# of Warrants: 

5,000,000

Original Expiry Date of Warrants: 

August 12, 2018 extended to August 12, 2020

New Expiry Date of Warrants:

August 21, 2021

Exercise Price of Warrants:

$0.10

These warrants were issued pursuant to a private placement of 10,000,000 shares with 5,000,000 share purchase warrants attached, which was accepted for filing by the Exchange effective November 30, 2016.

________________________________________

CUBICFARM SYSTEMS CORP. ("CUB")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced 15 July 2020:

Number of Shares:

1,659,600 shares



Purchase Price:

$0.70 per share



Number of Placees:

4 placees



Insider / Pro Group Participation:



Name

Insider=Y / 
ProGroup=P

# of Shares

5 Booths Consulting Inc. (Jeffrey Booth)

Y

116,200

TCF Ventures Corp. (Tim Fernback)

Y

42,900

Rodrigo Santana Pinho

Y

71,500

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 on July 23, 2020 and setting out the expiry dates of the hold period(s).

________________________________________

DAJIN LITHIUM CORP. ("DJI")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 8,400,000 shares at a deemed price of $0.03 per share to settle outstanding debt for $252,000.

Number of Creditors:

6 Creditors





Insider / Pro Group Participation:





Creditor

Insider=Y /  
Progroup=P

Amount 
Owing

Deemed Price
per Share

# of Shares





Alder Investments Ltd.
(Brian Findlay)

Y

$162,000.00

$0.03

5,400,000

Dr. Mark Coolbaugh

Y

$8,100.00

$0.03

270,000

Tuya Tera Geo Corp.
(Dr. Catherine Hickson) 

Y

$16,200.00

$0.03

540,000

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

________________________________________

DURANGO RESOURCES INC. ("DGO")
BULLETIN TYPE:  Shares for Services
BULLETIN DATE: July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing a Shares for Services agreement dated June 1, 2020 between the Company and AGORA Internet Relations Corp. for advertising services. Consideration is $60,000 plus HST that will be payable in common shares in five quarterly payments upon completion of the services provided.

TSX Venture Exchange has accepted for filing the Company's proposal to issue 12,000 shares at a deemed price of $0.08, in consideration of the first quarterly advertising services provided to the company pursuant to the agreement dated June 1, 2020.

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

________________________________________

GALWAY METALS INC. ("GWM")
BULLETIN TYPE: Private Placement-Brokered
BULLETIN DATE: July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced June 3, 2020:

Number of Shares:

17,877,300 flow-through shares and 13,636,400 common shares


Purchase Price:

$0.635 per flow-through share and $0.44 per common share


Number of Placees:

33 Placees


Insider / Pro Group Participation:


Name

Insider=Y / ProGroup=P

Number of Shares

Aggregate Pro Group Involvement
[3 placees]

P

1,441,890



Broker/Finder's Fee:

Paradigm Capital Inc. and Laurentian Bank Securities Inc. received an
aggregate of $1,041,126.09 in cash and 1,890,822 broker warrants. Each
broker warrant is exercisable into one common share of the Company at $0.44
for a period of two years.

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company has issued a news release on June 25, 2020 announcing the closing of the private placement and setting out the expiry dates of the hold period.

________________________________________

GOLDEN RIDGE RESOURCES LTD. ("GLDN")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Jul 08, 2020:

Number of Shares:

14,333,333 shares



Purchase Price:

$0.15 per share



Warrants:

7,166,667 share purchase warrants to purchase 7,166,667 shares



Warrant Initial Exercise Price:

$0.25



Warrant Term to Expiry:

2 Years



Number of Placees:

68 Placees



Insider / Pro Group Participation:



Name

Insider=Y / 
Pro-Group=P

# of Shares

Michael Blady

Y

900,000

Duane Lo

Y

120,000

Elston Johnston

Y

266,667

William  Lindquist 

Y

120,000

Lawrence Nagy

Y

120,000

Aggregate Pro-Group Involvement [5 Placees] 

P

1,183,000



Finder's Fee:

PI Financial Corp.

$34,737.75 cash; 231,585 warrants                    

Canaccord Genuity Corp.

$4,987.50 cash; 33,250 warrants

Leede Jones Gable Inc.

$3,877.50 cash; 25,850 warrants

Odum Brown Limited

$1,275.00 cash; 8,500 warrants  

Sprott Capital Partners LP

$300.00 cash; 2,000 warrants    




Finder Warrant Initial Exercise Price:

$0.25



Finder Warrant Term to Expiry:

same terms as offering

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.

________________________________________

MAKO MINING CORP. ("MKO")
BULLETIN TYPE:  Private Placement-Brokered, Non-Brokered
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement and Non-Brokered Private Placement announced June 26, 2020:

Number of Shares:

71,000,000 shares



Purchase Price: 

$0.40 per share



Warrants:

35,500,000 share purchase warrants to purchase 35,500,000 shares



Warrant Exercise Price:

$0.60 for an eighteen (18) month period



Number of Placees:

70 placees



Insider / Pro Group Participation:



Name

Insider=Y /  
ProGroup=P 

# of Shares



Wexford Spectrum Trading Limited

Y

24,125,890



Wexford Catalyst Trading Limited

Y 

16,874,110



Akbia Leisman

Y

333,500



John Hick

Y 

100,000



Mario Caron

Y

100,000



Aggregate Pro Group Involvement
 [10 placees]

P

710,000



Agent's Fee:

An aggregate of $720,000 in cash and 1,500,000 broker warrants payable to
Stifel Nicolaus Canada Inc., Eight Capital and INFOR Financial Group Inc.  Each
broker warrant entitles the holder to acquire one common share at $0.40 for an
eighteen (18) month period.

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company has issued a news release announcing the closing of the private placement and setting out the expiry dates of the hold period(s). Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.

________________________________________

MARGAUX RESOURCES LTD. ("MRL")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement - Amendment
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

Further to TSX Venture Exchange Bulletin dated February 7, 2017, the Exchange has accepted an amendment with respect to the Option Agreement dated December 23, 2016 as amended by an Amending Agreement dated February 20, 2020 and as further amended by the Second Amending Agreement dated July 10, 2020 (collectively, the "Agreement") between the Company and Yellowstone Resources Ltd (the "Seller"), for the acquisition of 100% of the Bayonne and Sheep Creek Properties (the "Properties"), located in Salmo, British Columbia.

As per the terms of the Second Amending Agreement, the Seller will be paid out over six years. In year one, the Seller will receive $74,000 and 50,000 common shares; in year two, the Seller will receive $80,000 and 150,000 common shares; in year three, the Seller will receive $160,000 and 450,000 common shares; In year four, the seller will receive $50,000 and 1,775,757 common shares; in year five the seller will receive $100,000 and 300,000 common shares and in year six the seller will receive $100,000 and 450,000 common shares.

For further information, please refer to the Company's press release dated January 6, 2017 and July 13, 2020.

________________________________________

MEDCOLCANNA ORGANICS INC. ("MCCN")
BULLETIN TYPE:  Private Placement - Non-Brokered
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 20, 2020:

Number of Shares:

10,000,000 common shares



Purchase Price:

$0.08 per share


Convertible Debenture:

800 convertible debentures ("Debentures") at $1,000 per Debenture.


Conversion Price:

Convertible into common shares at $0.20 per share.



Other Significant Terms:

The Debentures will include five common share purchase warrants for every
one dollar of principal amount of Debentures subscribed for.


Maturity date:

July 16, 2022


Warrants:

4,000,000 Warrants to purchase 4,000,000 common shares


Warrant Exercise Price:

Each Warrant is exercisable at $0.20 for a period of 24 months from the date of
issuance. The Warrants will have a forced conversion provision whereby the
Company will have the option to force the conversion of Warrants upon the
common shares trading on the facilities of the Exchange (or such other stock
exchange on which the common shares may then be trading) at a volume-
weighted average trading price at or above $0.40 per share for a period of not
less than 10 consecutive trading days.


Interest rate:

14% per annum


Number of Placees:

1 placee


Insider / Pro Group Participation: 

None

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release on July 20, 2020 announcing the closing of the private placement and setting out the expiry dates of the hold period(s).

________________________________________

ORESTONE MINING CORP. ("ORS")
BULLETIN TYPE:  Halt
BULLETIN DATE:  July 28, 2020
TSX Venture Tier  2 Company

Effective at 9:52  a.m. PST, July 28, 2020, trading in the shares of the Company was halted 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.

________________________________________

ORESTONE MINING CORP. ("ORS")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  July 28, 2020
TSX Venture Tier  2 Company

Effective at  11:30 a.m. PST, July 28, 2020, shares of the Company resumed trading, an announcement having been made.

________________________________________

OTSO GOLD CORP. ("OTSO")
BULLETIN TYPE:  Private Placement- Non-Brokered
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on July 17, 2020 and July 24, 2020:

Number of Shares:

5,400,000 common shares


Purchase Price:

CDN$0.05 per share


Warrants:

5,400,000 common share purchase warrants to purchase 5,400,000 common
shares


Warrant Exercise Price:

CDN$0.06 for a sixty (60) month period


Number of Placees:

5 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.

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).

________________________________________

Otso Gold Corp. ("OTSO")
BULLETIN TYPE: Private Placement-Non Brokered, Convertible Debenture, Amendment
BULLETIN DATE: July 28, 2020
TSX Venture Tier 2 Company

Further to TSX Venture Exchange (the "Exchange") bulletin dated August 10, 2017, the Exchange has accepted for filing a replacement debenture (the "Debentures") and issuance of attached warrants, as announced on July 17, 2020 and July 24, 2020:

Convertible Debenture:

CDN$419,000 principal amount


Conversion Price:

CDN$0.10 per share until maturity


Maturity Date:

Extended from June 30, 2020 to December 30, 2020


Interest Rate:

9% per annum


Warrants:

2,223,077 share purchase warrants to purchase 2,223,077 shares


Warrant Exercise Price:

CDN$0.09 for a one (1) year period


Number of Placees:

1 Placee

The Debentures replaced CDN$419,000 convertible debentures which were issued pursuant to a private placement which was originally accepted for filing by the Exchange effective August 10, 2017.

For further information, please refer to the Company's press releases dated July 17, 2020 and July 24, 2020.

_____________________________________________

PACIFIC BOOKER MINERALS INC.  ("BKM")
BULLETIN TYPE:  Halt
BULLETIN DATE:  July 28, 2020
TSX Venture Tier  2 Company

Effective at 7:00 a.m. PST, July 28, 2020, 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.

________________________________________

QUANTUM BLOCKCHAIN TECHNOLOGIES LTD.  ("QBC.P")
BULLETIN TYPE:  Remain Halted
BULLETIN DATE:  July 28, 2020
TSX Venture Tier  2 Company

Further to the TSX Venture Exchange ('TSXV') Bulletin dated July 27, 2020, 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.

________________________________________

ROYALTY NORTH PARTNERS LTD. ("RNP")
BULLETIN TYPE:  Private Placement-Non-Brokered, Convertible Debenture/s, Amendment
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing an amendment to the following convertible debentures:

Convertible Debentures:

CDN$1,312,000 principal amount outstanding


Original Conversion Price: 

Convertible into common shares at CDN$2.00 (adjusted for a 10 for 1
consolidation completed on September 29, 2017) of principal amount outstanding per share
until maturity. 



Original Maturity Date:

September 7, 2020


Amended Maturity Date:

December 31, 2021


Interest Rate:

8% per annum

These debentures were issued pursuant to a private placement that was originally accepted for filing by the Exchange effective September 12, 2017.

For further information, please refer to the Company's news release dated July 28, 2020.

_______________________________________

SANIBEL VENTURES CORP. ("SBEL.P")
BULLETIN TYPE:  Halt
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2  Company

Effective at 4:40 a.m. PST, July 28, 2020, trading in the shares of the Company was halted
Failure to Complete a Qualifying Transaction within 24 Months Of Listing; 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.

________________________________________

SANTACRUZ SILVER MINING LTD. ("SCZ")
BULLETIN TYPE:  Halt
BULLETIN DATE:  July 28, 2020
TSX Venture Tier  2 Company

Effective at  4:47 a.m. PST, July 28, 2020, 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.

________________________________________

SANTACRUZ SILVER MINING LTD. ("SCZ")
BULLETIN TYPE:  Remain Halted
BULLETIN DATE:  July 28, 2020
TSX Venture Tier  2 Company

Further to the TSX Venture Exchange ('TSXV') Bulletin dated July 28, 2020, trading in the shares of the Company will remain halted Pending Receipt and review of acceptable documentation regarding the Fundamental Acquisition pursuant to Section 5.6(d) of Exchange Policy 5.3

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.

________________________________________

SKY GOLD CORP. ("SKYG")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Jul 23, 2020:

Number of Shares:

20,000,000 shares



Purchase Price:

$0.10 per share



Warrants:

10,000,000 share purchase warrants to purchase 10,000,000 shares



Warrant Initial Exercise Price:

$0.15



Warrant Term to Expiry:

2 Years



Number of Placees:

44 Placees



Insider / Pro Group Participation:



Name

Insider=Y / 
Pro-Group=P

# of Shares

England Communications Ltd.  
(Michael England)

Y

210,000

John Masters

Y

100,000

Aggregate Pro-Group Involvement
[3 Placees] 

P

405,000



Finder's Fee:

PI Financial Corp.

$45,600.00 cash                       

Canaccord Genuity Corp.

$1,600.00 cash 

Haywood Securities Inc.

$12,000.00 cash                       

Echelon Wealth Partners

$2,720.00 cash 

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.

________________________________________

SOUTHERN EMPIRE RESOURCES CORP. ("SMP")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced May 25, 2020:

Number of Shares:

8,043,861 shares



Purchase Price:

$0.50 per share



Number of Placees:

84 placees



Insider / Pro Group Participation: 



Name

Insider=Y /  
ProGroup=P

# of Shares

Dale Wallster

Y

3,151

Mulgravian Ventures Corporation
(Dale Wallster)

Y

5,155

Brodie Dunlop

Y

25,000

Aggregate Pro Group Involvement 
[7 placees]

P

360,000



Finder's Fee:

Eventus Capital Corp. receives $72,000

Canaccord Genuity Corp receives 116,800 shares

Haywood Securities Inc. receives $43,600

PI Financial Corp. receives $17,728.04

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release announcing the closing of the private placement and setting out the expiry dates of the hold period on June 12, 2020.

________________________________________

THOR EXPLORATIONS LTD. ("THX")
BULLETIN TYPE:  Private Placement-Brokered
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced June 12, 2020:

Number of Shares: 

75,548,530 shares


Purchase Price:

$0.18 per share for 73,525,409 shares

$0.16 per share for 2,023,121 shares


Number of Placees:

18 placees


Agent's Fee:

Hannam & Partners (Advisory) LLP and Paradigm Capital Inc. receive a 6% cash
commission.

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company must issued a news release announcing the closing of the private placement and setting out the expiry dates of the hold period on July 9, 2020 and July 10, 2020.

________________________________________

TRENCHANT CAPITAL CORP. ("TCC")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 3,836,589 shares to settle outstanding debt for $191,829.64.

Number of Creditors:

8 Creditors





Insider / Pro Group Participation:





Creditor

Insider=Y /
Progroup=P

Amount 
Owing

Deemed Price 
per Share

# of Shares

Tom English

Y

$123,497.27

$0.05

2,469,945

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

________________________________________

WARRIOR GOLD INC. ("WAR")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced May 27, 2020 and June 30, 2020:

Number of Shares: 

8,333,334 flow through shares

4,083,333 non-flow through shares




Purchase Price:

$0.087 per flow through share

$0.06 per non-flow through share




Warrants: 

4,166,667 share purchase warrants attached to flow through shares and
2,041,666 share purchase warrants attached to non-flow through shares to
purchase a total of 6,208,333 shares




Warrant Exercise Price:

$0.10 for an 18 month period. If, at any time after the expiry of the four month
hold period, the closing price of the common shares is greater than $0.20 for 20
or more consecutive trading days, the expiry date of the warrants will be
accelerated to the 30th business day following notice.




Number of Placees:

6 placees




Insider / Pro Group Participation:




Name

Insider=Y /
ProGroup=P

# of Shares

Steve Burleton

Y

500,000

nft

Salil Dhaumya

Y

166,667

nft

Gary Nassif

Y 

166,667

nft

Peter Winnell 

Y

83,334

nft




Finder's Fee:

Echelon Capital Markets receives $2,100 and 35,000 non-transferable warrants,
each exercisable for one share at a price of $0.10 for an 18 month period.

Foster & Associates Financial Services Inc. receives $19,600 and 326,666 non-
transferable warrants, each exercisable for one share at a price of $0.10 for an
18 month period.

Kernaghan & Partners Ltd. receives $1,400 and 23,332 non-transferable
warrants, each exercisable for one share at a price of $0.10 for an 18 month
period.

Raymond James Ltd. receives $7,000 and 116,666 non-transferable warrants,
each exercisable for one share at a price of $0.10 for an 18 month period.

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news releases announcing the closing of the private placement and setting out the expiry dates of the hold periods on June 30, 2020 and July 6, 2020. [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.]

________________________________________

XANDER RESOURCES INC. ("XND")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  July 28, 2020
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 12, 2020:

Number of Shares:

4,000,000 shares



Purchase Price:

$0.20 per share



Warrants:

4,000,000 share purchase warrants to purchase 4,000,000 shares



Warrant Exercise Price:

$0.25 for a one year period. The warrants have an acceleration provision such
that if the closing price of the Company's shares is $0.33 or greater for any 15
consecutive trading days, the warrants will expire on the 30th day after the
Company provides notice of acceleration.



Number of Placees:

41 placees



Insider / Pro Group Participation: 

Name

Insider=Y /  
ProGroup=P 

# of Shares



1282803 Ontario Inc. (James Fairbairn)

Y

25,000

Michael Dehn

Y

25,000

Aggregate Pro Group Involvement 
 [1 placee]

P

100,000



Finder's Fee:

PI Financial Corp. receives $2,100 and 10,500 non-transferable warrants, each
exercisable for one share at a price of $0.25 for a one year period.

Mackie Research Capital Corporation receives $10,500 and 52,500 non-
transferable warrants, each exercisable for one share at a price of $0.25 for a
one year period.

Canaccord Genuity Corp. receives $28,350 and 141,750 non-transferable
warrants, each exercisable for one share at a price of $0.25 for a one year period.

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release announcing the closing of the private placement and setting out the expiry dates of the hold period on July 24, 2020. [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.]

________________________________________

NEX COIMPANY :

CLUNY CAPITAL CORP. ("CLN.H")
BULLETIN TYPE:  Halt
BULLETIN DATE:  July 28, 2020
NEX Company

Effective at 7:00  a.m. PST, July 28, 2020, 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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