TSX Venture Exchange Stock Maintenance Bulletins
VANCOUVER, BC, Oct. 4, 2021 /CNW/ -
TSX VENTURE COMPANIES
BENZ CAPITAL CORP. ("BCC.P")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
Further to the bulletin dated September 30, 2021, effective at market open on October 6, 2021, shares of the Company will resume trading. The Company completed its public offering of securities on October 4, 2021. The gross proceeds received by the Company for the public offering was $344,000 (3,444,000 common shares at $0.10 per share).
For further information, please refer to the Company's Prospectus dated June 28, 2021.
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LITTLE FISH ACQUISITION I CORP. ("LILL.P")
BULLETIN TYPE: New Listing-CPC-Shares, Halt
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
This Capital Pool Company's ('CPC') Prospectus dated August 18, 2021 has been filed with and accepted by TSX Venture Exchange and the British Columbia and Alberta Securities Commissions effective August 19, 2021, pursuant to the provisions of the relevant Securities Act and Multilateral Instrument 11-102 Passport System in Alberta (the 'Instrument').
The Company will complete its initial distribution of securities to the public on Wednesday, October 6, 2021. The gross proceeds to be received by the Company for the public offering will be $219,200 (2,192,000 common shares at $0.10 per share).
Commence Date: |
At the opening Wednesday, October 6, 2021, the common shares will be listed and immediately halted from trading on TSX Venture Exchange. |
The closing of the public offering is scheduled to occur on October 6, 2021. A further notice will be published upon the confirmation of closing and the trading halt will be lifted. |
|
Corporate Jurisdiction: |
British Columbia |
Capitalization: |
unlimited common shares with no par value of which |
4,292,000 common shares will be issued and outstanding on completion of the initial public offering |
|
Escrowed Shares: |
2,100,000 common shares |
Transfer Agent: |
Odyssey Trust Company |
Trading Symbol: |
LILL.P |
CUSIP Number: |
537226102 |
Agent: |
Research Capital Corporation |
Agent's Warrants: |
175,360 non-transferable warrants. Each warrant to purchase one share at $0.10 per share for 5 years. |
For further information, please refer to the Company's Prospectus dated August 18, 2021.
Company Contact: |
Simon Cheng, Chief Executive Officer |
Company Address: |
230 - 997 Seymour Street, Office 9, Vancouver, BC, V6B 3M1 |
Company Phone Number: |
(604) 339-0339 |
Company Email Address: |
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NANOTECH SECURITY CORP. ("NTS")
BULLETIN TYPE: Plan of Arrangement – Delist
BULLETIN DATE: October 4, 2021
TSX Venture Tier 1 Company
Pursuant to a special resolution passed by the securityholders of Nanotech Security Corp. ("Nanotech") at a special meeting held on September 28, 2021, and Nanotech will complete a plan of arrangement under Division 5 of Part 9 of the Business Corporations Company Act (British Columbia) on Oct 5, 2021. The Plan of Arrangement will result in Meta Materials Inc. ("META")(NASDAQ: MMAT), indirectly acquiring all of the issued and outstanding common shares ("Common Shares") in the authorized share structure of Nanotech for $1.25 per Common Share in an all-cash transaction.
Effective at the close of business Tuesday October 5th 2021, the Common Shares, will be delisted from TSX Venture Exchange at the request of the Company.
Further information on the transaction is available on Nanotech Security Corp. SEDAR profile in the information circular dated August 25, 2021 and in the news releases dated August 5, August 30, September 23, September 28, October 1 & October 5, 2021.
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TUT FITNESS GROUP INC. ("GYM") ("GYM.WT")
[formerly TUT Fitness Group Inc. ("GYM.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Property-Asset or Share Purchase Agreement, Private Placement-Non-Brokered, New Listing-Warrants, Resume Trading
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange Inc. (the "Exchange") has accepted for filing the Qualifying Transaction of AAJ Capital 2 Corp. (the "Company") (renamed TUT Fitness Group Inc. effective September 29, 2021) described in its filing statement dated September 20, 2021 (the "Filing Statement"). As a result, effective at the opening on Wednesday, October 6, 2021, the trading symbol for the Company will change from GYM.P to GYM and the Company will no longer be considered a Capital Pool Company, thereafter the "Resulting Issuer". The Qualifying Transaction includes the following matters, all of which have been accepted by the Exchange.
1. Acquisition of TUT Fitness Group Limited ("TUT") and 1195143 B.C. Ltd. ("119BC")
Pursuant to an amalgamation agreement dated April 30, 2021 with TUT and a wholly-owned subsidiary of the Company (the "Amalgamation Agreement") and a share exchange agreement with 119BC and the shareholders of 119BC dated April 30, 2021 (the "Share Exchange Agreement") the Company acquired all of the issued and outstanding securities of TUT and 119BC from TUT's and 119BC's securityholders. As part of the Qualifying Transaction, the Company completed a consolidation of its shares on the basis of one new Company share for each two (2) existing Company shares.
Under the Amalgamation Agreement, each holder of TUT shares received one (1) post-consolidation Resulting Issuer share for each TUT Share held and upon TUT's amalgamation with 1302612 B.C. Ltd., a wholly owned subsidiary of the Company. All currently outstanding convertible securities of TUT were exchanged or replaced with convertible securities of the Resulting Issuer based on a 1:1 ratio and on the same economic terms and conditions as previously issued. Pursuant to the Share Exchange Agreement, the Company acquired all of the issued and outstanding securities of 119BC from 119BC's securityholders. Each holder of 119BC Shares received one (1) post-consolidation Resulting Issuer share for each 119BC Share held.
The deemed consideration of the Transaction is approximately $10,935,326, represented by the issuance of 21,870,651 Resulting Issuer Shares to the TUT and 119BC Shareholders at a deemed price of $0.50 per Resulting Issuer share
The Qualifying Transaction is a Non Arm's Length Qualifying Transaction pursuant to the policies of the Exchange and is subject to shareholder approval. Praveen Varshney is a director and Control Person of the Company and an Associate of Varshney Capital Corp. Varshney Capital Corp. is a Control Person of 119BC and will be an Insider of the Resulting Issuer. The Transaction therefore involves Associates, which are Control Persons in both the CPC and in and in relation to the Significant Assets, which are the subject of the Qualifying Transaction.
Majority of the Minority Approval of the Issuer's securityholders to complete the Transaction was obtained by written consents. Votes attached to Company shares held by Non-Arm's Length Parties to the Company or Non-Arm's Length Parties to the Qualifying Transaction were excluded in calculating the Majority of the Minority Approval.
For further information, see the Filing Statement, which is available under the Company's profile on SEDAR.
The Company is classified as an 'Industrial' company.
Capitalization: |
Unlimited shares with no par value of which |
30,715,461 shares are issued and outstanding |
|
Escrow: |
10,350,000 shares, 1,160,000 stock options, 1,000,000 performance warrants and 50,000 warrants are subject to a 36 month staged release escrow agreement |
1,325,000 shares are subject to an 18 month staged release under the CPC Escrow Agreement |
|
Transfer Agent: |
Computershare Investor Services Inc. |
Trading Symbol: |
GYM (new) |
CUSIP Number: |
unchanged |
2. Private Placement-Non-Brokered
The Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 7, 2020:
Number of Shares: |
6,144,810 shares |
|
Purchase Price: |
$0.50 per share |
|
Warrants: |
6,144,810 share purchase warrants to purchase 6,144,810 shares |
|
Warrant Exercise Price: |
$1.00 for a two-year period |
|
Number of Placees: |
130 placees |
|
Insider / Pro Group Participation: |
||
Name |
Insider=Y / ProGroup=P |
# of Shares |
Aggregate Pro Group Involvement |
P |
200,000 |
(4 placees) |
||
Finder's Fee: |
Haywood Securities Inc. - $17,500.00 and 35,000 Finder's Warrants that are exercisable into common shares at $0.50 per share to September 29, 2022. |
|
Research Capital Corporation - $8,750.00 and 17,500 Finder's Warrants that are exercisable into common shares at $0.50 per share to September 29, 2022. |
||
PI Financial Corp. - $3,850.00 and 7,700 Finder's Warrants that are exercisable into common shares at $0.50 per share to September 29, 2022. |
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Canaccord Genuity Corp. - $42,700.00 and 85,400 Finder's Warrants that are exercisable into common shares at $0.50 per share to September 29, 2022. |
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EMD Financial Inc. - $4,200.00 and 8,400 Finder's Warrants that are exercisable into common shares at $0.50 per share to September 29, 2022. |
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RF Securities Clearing LP - $8,400.00 and 16,800 Finder's Warrants that are exercisable into common shares at $0.50 per share to September 29, 2022. |
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Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), 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.
3. New Listing-Warrants
Effective at the opening Wednesday, October 6, 2021, 6,144,810 warrants of the Company will commence trading on TSX Venture Exchange. The Company is classified as an 'Industrial' company.
Corporate Jurisdiction: |
British Columbia |
Capitalization: |
6,144,810 Warrants with no par value of which |
6,144,810 Warrants are issued and outstanding |
|
Transfer Agent: |
Computershare Investor Services Inc. |
Trading Symbol: |
GYM.WT |
CUSIP Number: |
90109P113 |
The warrants were issued pursuant to the Company's non-brokered private placement financing of 6,144,810 subscription receipts at a price of $0.50 per subscription receipt. One warrant entitles the holder to purchase one common share at a price of $1.00 per common share and will expire on September 29, 2023.
4. Resume Trading:
Effective at the opening on Wednesday, October 6, 2021, trading in the shares of the Company will resume as common shares of TUT Fitness Group Inc.
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NEX COMPANY:
SILK ROAD ENERGY INC. ("SLK.H")
BULLETIN TYPE: Reinstated for Trading
BULLETIN DATE: October 4, 2021
NEX Company
Further to the TSX Venture Exchange Bulletin dated February 4, 2019 and August 9, 2019, the Exchange has been advised that the Cease Trade Order issued by the Alberta Securities Commission and Ontario Securities Commission dated February 1, 2019, has been revoked.
Effective at the opening, Wednesday, October 6, 2021, trading will be reinstated in the securities of the Company.
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21/10/04 - TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
ALTURAS MINERALS CORP. ("ALT")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: October 04, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to an joint venture agreement dated August 30, 2021 ("the Agreement"), between Alturas Minerals Corp. (the "Company") and Frontline Gold Corp. (the "Vendor"). Pursuant to the Agreement, the Company and the Vendor will incorporate a joint venture company (the "JV Company"), whereby the JV Company will hold interest and ownership on the Vendor's 100% owned Copperlode Property (the "Property"), a property located in the Red Lake and contained within the Confederation Greenstone Belt, Ontario. The Company and the Vendor will each own an equal 50% interest in the JV Company, respectively.
Under the terms of the Agreement and as consideration for its interest, the Company will pay CDN$40,000 in cash and issue 750,000 common shares to the Vendor. Further, each party will contribute 50% of the expenses related to the acquisition, maintenance and exploration of the Property.
For further details, please refer to the Company's news release dated February 04, 2021, August 25, 2021 and September 09, 2021.
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ALX RESOURCES CORP. ("AL")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a Property Purchase Agreement dated September 21, 2021 between ALX Resources Corp. (the Company) and Gary Clayton Dunn and Jonathan Stewart Dunn (the Vendors) whereby the Company may acquire a 100% interest in four mineral claims located near McKenzie Lake, Saskatchewan. Consideration is $7,500 and 250,000 common shares. The Vendors retain a 2% NSR with the Company retaining the right to purchase 1% for $1,000,000.
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BALD EAGLE GOLD CORP. ("BIG")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
Effective at 10:15 a.m. PST, Oct. 4, 2021, shares of the Company resumed trading, an announcement having been made.
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BAYHORSE SILVER INC. ("BHS")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 1,515,322 shares at a price of $0.11 per share to settle outstanding debt for $166,685.42.
Number of Creditors: 4 Creditors
The Company shall issue a news release when the shares are issued and the debt extinguished.
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BENZ CAPITAL CORP. ("BCC.P")
BULLETIN TYPE: Halt
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
Effective at 5:00 a.m. PST, Oct. 4, 2021, trading in the shares of the Company was halted pending closing; 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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BUZZ CAPITAL 2 INC. ("BUZH.P")
BULLETIN TYPE: Halt
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
Effective at 12:45 p.m. PST, Oct. 01, 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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CASTLE PEAK MINING LTD. ("CAP")
BULLETIN TYPE: Halt
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
Effective at 11:40 a.m. PST, Oct. 01, 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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CASTLE PEAK MINING LTD. ("CAP")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
Effective at 12:15 p.m. PST, Oct. 01, 2021, shares of the Company resumed trading, an announcement having been made.
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FRONTLINE GOLD CORPORATION ("FGC")
BULLETIN TYPE: Property-Asset or Share Disposition Agreement
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to a joint venture agreement dated August 30, 2021 ("the Agreement"), between Frontline Gold Corporation (the "Company") and Alturas Minerals Corp. (the "Purchaser"). Pursuant to the Agreement, the Company and the Purchaser will incorporate a joint venture company (the "JV Company"), whereby the JV Company will hold interest and ownership on the Company's 100% owned Copperlode Property (the "Property"), a property located in the Red Lake and contained within the Confederation Greenstone Belt, Ontario. The Company and the Purchaser will each own an equal 50% interest in the JV Company, respectively.
Under the terms of the Agreement and as consideration for its interest, the Purchaser will pay CDN$40,000 in cash and issue 750,000 common shares to the Company. Further, each party will contribute 50% of the expenses related to the acquisition, maintenance and exploration of the Property.
For further details, please refer to the Company's news release dated February 04, 2021, August 25, 2021 and September 09, 2021.
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P SQUARED RENEWABLES INC. ("PSQ.P")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 2, 2020, July 16, 2020, January 26, 2021 and February 5, 2021:
Number of Shares: 925,000 shares
Purchase Price: $0.20 per share
Number of Placees: 4
Insider / Pro Group Participation:
NIL
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P2 GOLD INC. ("PGLD")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced September 15, 2021 and September 17, 2021:
Number of Shares: 2,520,000 flow-through common shares
Purchase Price: $0.50 per share
Number of Placees: 15 placees
Finder's Fee: $12,500 in cash payable to Clarus Securities Inc.
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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UNISERVE COMMUNICATIONS CORPORATON ("USS")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: October 4, 2021
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 28, 2021, August 26, 2021 and September 29, 2021:
Number of Shares: |
7,000,000 shares |
|
Purchase Price: |
$0.10 per share |
|
Warrants: |
7,000,000 share purchase warrants to purchase 6,689,640 shares |
|
Warrant Exercise Price: |
$0.12 in the first year |
|
$0.15 in the second year |
||
Number of Placees: |
13 placees |
|
Insider / Pro Group Participation: |
||
Name |
Insider=Y / ProGroup=P |
# of Shares |
369 Terminal Holdings Ltd. |
||
(Michael C. Scholz) |
Y |
3,400,000 |
KDW Consulting Inc. |
||
(Kelly Walker) |
Y |
100,000 |
Owen Morley |
Y |
600,000 |
Earnest Charles Beaudin |
Y |
100,000 |
Walter Schultz |
Y |
100,000 |
Aggregate Pro Group Involvement |
P |
300,000 |
[1 placee] |
||
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), 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.
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YUBBA CAPITAL CORP. ("YUB.P")
BULLETIN TYPE: Halt
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
Effective at 5:20 a.m. PST, Oct. 4, 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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YUBBA CAPITAL CORP. ("YUB.P")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: October 4, 2021
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange ('TSXV') Bulletin dated Oct. 4, 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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NEX COMPANY:
NOBELIUM TECH CORP. ("NBL.H")
BULLETIN TYPE: CPC-Filing Statement, Remain Halted
BULLETIN DATE: October 4, 2021
NEX Company
TSX Venture Exchange has accepted for filing the Company's CPC Filing Statement dated September 28, 2021, for the purpose of filing on SEDAR.
Further to TSX Venture Exchange bulletin dated Oct.08, 2020, trading in the shares of the Company will remain halted.
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SOURCE TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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