VANCOUVER, BC, Oct. 7, 2021 /CNW/ -
TSX VENTURE COMPANIES
ANACORTES MINING CORP. ("XYZ")
[formerly First Light Capital Corp. ("XYZ.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol; Private Placement Brokered, Private Placement Non-Brokered; Name Change and Consolidation; Resume Trading
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange (the "Exchange") has accepted for filing the arrangement agreement dated June 16, 2021 (the "Arrangement Agreement") between the Company and its subsidiaries, 1310612 B.C. Ltd. ("Finco") and 1310620 B.C. Ltd. and New Oroperu Resources Inc. (TSXV: ORO) ("New Oroperu") pursuant to which the Company has completed its Qualifying Transaction ("QT"). Anacortes Mining Corp. acquired New Oroperu by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia). As a result, at the opening on Tuesday, October 12, 2021, the Company will no longer be considered a Capital Pool Company. The QT includes the following matters, all of which have been accepted by the Exchange:
Qualifying Transaction – Completed / New Symbol
Pursuant to the Arrangement Agreement, the Company has acquired all of the issued and outstanding shares of New Oroperu through the issuance of 20,074,716 post-Consolidation (defined below) common shares in the capital of First Light based on an exchange ratio of 5.815 Company shares for each New Oroperu share. The Company also completed a three-cornered amalgamation with Finco and 1310620 B.C. Ltd., two special purpose financing vehicles, in which Finco was amalgamated with 1310620 B.C. Ltd.
In addition, the Company issued to three eligible persons, in the aggregate and as partial payment of advisory fees due, 708,333 post-Consolidation Shares and 354,166 share purchase warrants, each exercisable for one post-Consolidation Share at an exercise price of $3.30 until October 6, 2023.
For additional information, please refer to the Company's news releases dated June 17, 2021, July 21, 2021 and October 6, 2021.
Private Placement Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced June 17, 2021. The private placement raised $21,393,500 through the issuance of 53,483,750 subscription receipts (each, a "Brokered Subscription Receipt") at a price of $0.40 per Brokered Subscription Receipt on a pre-consolidation basis. 4,406,250 Brokered Subscription Receipts on a pre-consolidation basis were issued by the Company and 49,077,500 Brokered Subscription Receipts were issued by Finco on a pre-consolidation basis. Each Brokered Subscription Receipt ultimately automatically converted into one Company share and one-half of one Company share purchase warrant on closing of the qualifying transaction with New Oroperu:
Number of Shares: |
53,483,750 pre-consolidation shares |
|
Purchase Price: |
$0.40 per share |
|
Warrants: |
26,741,875 share purchase warrants to purchase 26,741,875 pre- |
|
Warrant Exercise Price: |
$0.55 for a two-year period |
|
Number of Placees: |
260 placees |
|
Insider / Pro Group Participation: |
||
Name |
Insider=Y / |
# of Pre-consolidation Shares |
Medalist Capital Ltd. (Branden Keast) |
Y |
2,500,000 |
Anacortes Management Ltd. (James Currie) |
Y |
500,000 |
Capital Event Management Ltd. (Neil Currie) |
Y |
625,000 |
Currie Capital Corp. (Neil Currie) |
Y |
100,000 |
Aggregate Pro Group Involvement |
P |
2,049,250 |
20 placees |
||
Agent's Fee: |
Haywood Securities Inc. - $692,239.15 cash and 1,852,735 subscription receipts |
|
Clarus Securities Inc. - $ 204,960.85 cash and 620,903 subscription receipts |
||
Leede Jones Gable Inc. - $215,450 cash and 527,375 subscription receipts |
||
PI Financial Corp. - $77,250 cash and 147,125 subscription receipts |
||
Richardson Wealth Limited - $50,355 cash and 125,887 subscription receipts |
||
IA Private Wealth Inc. - $12,000 cash and 30,000 subscription receipts |
||
Echelon Wealth Partners Inc. - $30,000 cash |
||
Canaccord Genuity Corp. - $23,130 cash |
||
RBC Dominion Securities Inc. - $9,550 cash |
||
CIBC World Markets Inc. - $1,500 cash |
||
TD Waterhouse Canada Inc. - $1,350 cash |
||
Sprott Capital Partners LP - $450 cash |
||
National Bank Financial Inc. - $375 cash. |
||
Each non-transferable agent subscription receipt automatically converted into |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release on July 21, 2021 announcing the closing of the private placement and setting out the expiry dates of the hold period. 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.
Private Placement Non-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 17, 2021. The private placement raised $645,000 through the issuance of 1,612,500 subscription receipts (each, a "Non–Brokered Subscription Receipt") at a price of $0.40 per Non–Brokered Subscription Receipt on a pre-consolidation basis. 125,000 Non–Brokered Subscription Receipts were issued by the Company and 1,487,500 Non–Brokered Subscription Receipts were issued by Finco on a pre-consolidation basis. Each Non–Brokered Subscription Receipt ultimately automatically converted into one Company share and one-half of one Company share purchase warrant on closing of the qualifying transaction with New Oroperu:
Number of Shares: |
1,612,500 pre-consolidation shares |
Purchase Price: |
$0.40 per share |
Warrants: |
806,250 share purchase warrants to purchase 806,250 pre-consolidation shares |
Warrant Exercise Price: |
$0.55 for a two-year period |
Number of Placees: |
7 placees |
Finder's Fee: |
Nil |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release on July 21, 2021 announcing the closing of the private placement and setting out the expiry dates of the hold period. Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.
Name Change & Consolidation
Pursuant to a resolution passed by directors on October 4, 2021, the Company has consolidated its capital on a 6 old for 1 new basis. The name of the Company has also been changed as detailed below.
Effective at the opening Tuesday, October 12, 2021, the common shares of Anacortes Mining Corp. will commence trading on TSX Venture Exchange, and the common shares of First Light Capital Corp will be delisted. The Company is classified as a 'Mining' company.
Post - Consolidation |
||
Capitalization: |
unlimited |
shares with no par value of which |
42,080,328 |
shares are issued and outstanding |
|
Escrow: |
no |
shares subject to escrow |
Transfer Agent: |
Computershare Investor Services Inc. |
|
Trading Symbol: |
XYZ |
(new) |
CUSIP Number: |
032427205 |
(new) |
Resume Trading
Effective at market open on Tuesday, October 12, 2021, the Company's shares will resume trading.
Company Contact: |
Horng Dih Lee |
Company Address: |
1090 – 510 Burrard Street |
Vancouver, B.C. V6C 3B9 |
|
Company Phone Number: |
(604) 569-2209 |
Company Fax Number: |
N/A |
Company Email Address: |
________________________________
BASTION SQUARE PARTNERS INC. ("BASQ.P")
BULLETIN TYPE: New Listing-CPC-Shares, HALT
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
This Capital Pool Company's (the Company) Prospectus dated July 29, 2021 has been filed with and accepted by TSX Venture Exchange and the British Columbia, Alberta, Manitoba and Ontario Securities Commissions effective July 29, 2021 pursuant to the provisions of the relevant Securities Act and Multilateral Instrument 11-102 Passport System in Alberta and Manitoba. The Common Shares of the Company will be listed on TSX Venture Exchange on the effective date stated below.
The Company intends to complete its initial distribution of securities to the public on Tuesday October 12, 2021. The gross proceeds to be received by the Company for the Offering will be $1,500,000 (15,000,000 common shares at $0.10 per share).
Commence Date: |
At the market open October 12, 2021 the Common Shares will be |
The closing of the public offering is scheduled to occur on October 12, 2021. A further notice will be issued upon receipt of closing confirmation and the trading halt will be lifted.
Corporate Jurisdiction: |
British Columbia |
|
Capitalization: |
unlimited |
common shares with no par value of which |
25,000,000 |
common shares will be issued and outstanding at the closing of the offering |
|
Escrowed Shares: |
10,000,000 |
common shares will be subject to escrow at the closing of the offering |
Transfer Agent: |
Odyssey Trust Company |
|
Trading Symbol: |
BASQ.P |
|
CUSIP Number: |
070305107 |
|
Agent: |
Haywood Securities Inc. |
Agent's Warrants: |
375,000 non-transferable warrants. One warrant entitles the holder to |
For further information, please refer to the Company's Prospectus dated July 29, 2021.
Company Contact: |
Briony Bayer |
Company Address: |
110-517 Fort Street, Victoria, BC V8W 1E7 |
Company Phone Number: |
250-412-1292 |
Company Email Address: |
________________________________________
FARSTARCAP INVESTMENT CORP. ("FRS.P")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
Effective at the opening, Tuesday, October 12, 2021, the securities of Farstarcap Investment Corp. (the "Company") will resume trading. Further to the Exchange Bulletin dated October 2, 2020, a news release was issued on September 27, 2021, announcing that the Company will not be proceeding with its proposed transaction. The transaction contemplated would have constituted a Qualifying Transaction as defined under Exchange Policy 2.4.
________________________________________
NEW OROPERU RESOURCES INC. ("ORO")
BULLETIN TYPE: Plan of Arrangement, Delist
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
Plan of Arrangement:
Pursuant to an arrangement agreement dated June 16, 2021, all of the issued and outstanding shares of New Oroperu have been acquired by Anacortes Mining Corp. (formerly, First Light Capital Corp.)("Anacortes") through the issuance of 20,074,716 common shares in the capital of Anacortes based on an exchange ratio of 5.815 Company shares for each New Oroperu share. Anacortes Mining Corp. acquired New Oroperu by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia)(the "Arrangement").
The Exchange has been advised that the Arrangement was approved by shareholders of the Company at the shareholder meeting held on September 8, 2021. The Supreme Court of British Columbia granted the final order approving the Arrangement on September 10, 2021.
For further information, refer to the Company's management information circular in respect of the shareholder meeting held on September 8, 2021, and its news releases dated June 17, 2021, July 21, 2021, September 9, 2021 and October 7, 2021.
Delist:
In conjunction with the consummation of the Arrangement, the Company has requested that its Common Shares be delisted. Accordingly, effective at the close of business on Friday October 8, 2021, the Common Shares under the symbol ORO of the Company will be delisted from the Exchange.
_______________________________________
NEX COMPANY:
POUNCE TECHNOLOGIES INC. ("POI.H")
BULLETIN TYPE: Delist, Remain Halted
BULLETIN DATE: October 7, 2021
NEX Company
Effective at the close of business, Monday, October 18, 2021, the common shares of Pounce Technologies Inc. will be delisted from TSX Venture Exchange at the request of the Company.
The delisting of the Company's shares was approved by the majority of the minority shareholders.
For further information, please refer to the Company's news release dated October 6, 2021.
Further to NEX Bulletin dated October 2, 2018, trading in the shares of the Company will remain halted while the Company remains listed on NEX.
________________________________________
21/10/07 - TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
AMERICAN MANGANESE INC. ("AMY")
BULLETIN TYPE: Prospectus-Unit Offering, Correction
BULLETIN DATE: October 7, 2021May 11, 2001
TSX Venture Tier 2 Company
Further to the bulletin dated October 6, 2021 with respect to the Company's Short Form Base Shelf Prospectus unit offering of 20,000,000 units at $1.00 per unit, the warrant exercise price should be $1.25 per share to October 24, 2024, not $1.75 per share.
The 1,400,000 Agent's Warrants are exercisable into common shares at $1.00 per share from April 22, 2022 to October 4, 2024, not at $1.25 per share.
________________________________________
EVE & CO INCORPORATED. ("EVE")
BULLETIN TYPE: Private Placement- Non-Brokered
BULLETIN DATE: October 7, 2021
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on September 3, 2021:
Number of Units: |
2,777,778 units |
Purchase Price: |
CDN$0.18 per unit |
Warrants: |
1,338,889 share purchase warrants to purchase 1,338,889 common shares |
Warrant Exercise Price: |
CDN$0.25 per share for a two (2) year period |
Terms to Expiry: |
24 months |
Number of Placees: |
1 placee |
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 1.9(e), the Company has issued a news release on September 29, 2021 announcing the closing of the private placement and setting out the expiry dates of the hold period(s).
________________________________________
FACEDRIVE INC. ("FD")
BULLETIN TYPE: Halt
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
Effective at 6:51 a.m. PST, October 7, 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: October 7, 2021
TSX Venture Tier 2 Company
Effective at 6:56 a.m. PST, October 7, 2021, shares of the Company resumed trading, an announcement having been made.
________________________________________
FOBI AI INC. ("FOBI")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
Effective at 6:30 a.m. PST, October 7, 2021, shares of the Company resumed trading, an announcement having been made.
________________________________________
HOPE WELL CAPITAL CORP. ("HOPE.P")
BULLETIN TYPE: CPC-Filing Statement
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's CPC Filing Statement dated October 6, 2021, for the purpose of filing on SEDAR.
________________________________________
LUCKY MINERALS INC. ("LKY")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debentures
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has consented to an amendment with respect to a Non-Brokered Private Placement announced September 30, 2021. The amendment is subsequent to a Prospectus-Debenture Offering accepted on November 7, 2018. The terms of the amendment are as follows:
Convertible Debenture: |
$1,259,321 |
Conversion Price: |
Convertible into units consisting of one common share and one-half common |
Maturity date: |
October 4, 2023 |
Warrants |
Each warrant will have a term of two years from the date of issuance of the notes |
Interest rate: |
8% (Any proposal for SFD, subject to prior TSXV min price) |
Number of Placees: |
7 placees |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release dated September 30, 2021 announcing the amendment of the convertible debenture.
________________________________________
NEW OROPERU RESOURCES INC. ("ORO")
BULLETIN TYPE: Halt
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
Effective at 7:43 a.m. PST, October 7, 2021, 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.
________________________________________
ORCUS RESOURCES LTD. ("ORCS.P")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
Effective at 6:30 a.m. PST, October 7, 2021, shares of the Company resumed trading, an announcement having been made.
________________________________________
RT MINERALS CORP. ("RTM")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced September 22, 2021:
Number of Shares: |
8,501,666 Flow-through shares |
|
Purchase Price: |
$0.06 per share |
|
Warrants: |
8,501,666 share purchase warrants to purchase 8,501,666 shares |
|
Warrant Exercise Price: |
$0.06 for a two year period |
|
Number of Shares: |
3,200,000 Non Flow-through shares |
|
Purchase Price: |
$0.05 per share |
|
Warrants: |
3,200,000 share purchase warrants to purchase 3,200,000 shares |
|
Warrant Exercise Price: |
$0.06 for a two year period |
|
Number of Placees: |
16 placees |
|
Insider / Pro Group Participation: |
||
Name |
Insider=Y / |
# of Shares |
Gloria Andrews |
Y |
333,333 |
Aggregate Pro Group Involvement |
P |
401,666 |
[1 placee] |
||
Finder's Fee: |
Stephen Avenue Securities Inc. $4,400 cash and 80,000 warrants payable. |
|
PI Financial Corp. $8,408 cash and 140,133 warrants payable. |
||
9128-6435 Quebec Inc. (Alain Béland) $37,200 cash payable. |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company must issue a news release announcing the closing of the private placement and setting out the expiry dates of the hold period(s). The Company must also issue a news release if the private placement does not close promptly. [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.]
________________________________________
SUMMA SILVER CORP. ("SSVR")
BULLETIN TYPE: Miscellaneous
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 364,209 common shares in the capital of the Company at a deemed price of $0.9542 per common share pursuant to an option agreement dated March 8, 2020 between Summa, LLC and 1237025 Nevada Inc., a wholly owned subsidiary of the Company.
For further information, please reference the Company's news release dated April 14, 2020.
___________________________________________
TRILLIUM GOLD MINES INC. ("TGM")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: October 7, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing an Asset Purchase Agreement dated August 11, 2021 between Sheila Lucy Willis (the "Vendor") and Trillium Gold Mines Inc. (the "Company") whereby the Company will acquire 13 contiguous patented mineral claims for a total of 229 hectares, collectively known as the Willis property. There is a 2% net smelter return ("NSR") royalty payable to the Vendor and the Company has the right to purchase 1% of the NSR for a payment of $1,200,000. Consideration payable to the Vendor is an aggregate of $420,000 and 400,000 common shares in the Company.
For more information, refer to the Company's news release dated August 30, 2021.
________________________________________
SOURCE TSX Venture Exchange
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