TSX Venture Exchange Stock Maintenance Bulletins
VANCOUVER, BC, Oct. 11, 2022 /CNW/ -
TSX VENTURE COMPANIES
ARIZONA METALS CORP. ("AMC")
BULLETIN TYPE: Graduation
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has been advised that the Company's shares will be listed and commence trading on Toronto Stock Exchange at the opening on October 13, 2022, under the symbol "AMC".
As a result of this graduation, there will be no further trading under the symbol "AMC" on TSX Venture Exchange after October 12, 2022, and its shares will be delisted from TSX Venture Exchange at the commencement of trading on Toronto Stock Exchange.
________________________________________
HYLANDS INTERNATIONAL HOLDINGS INC. ("HIH")
BULLETIN TYPE: Delist
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
Effective at the close of business Wednesday, October 26, 2022, the common shares will be delisted from TSX Venture Exchange at the request of the Company. The company's majority of minority shareholders approved the delist at the annual general and special meeting of shareholders dated October 6, 2022.
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VOLATUS AEROSPACE CORP. ("VOL") ("VOL.WT") ("VOL.WT.A")
BULLETIN TYPE: Prospectus-Unit Offering, Private Placement- Brokered, New Listing-Warrants
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
Prospectus-Unit Offering
Effective September 19, 2022, the Company's final short form prospectus dated September 16, 2022, qualifying the distribution of up to 11,111,200 units (the "Units") of the Company, excluding underwriter's over-allotment option, was filed with and accepted by TSX Venture Exchange (the "Exchange"), and filed with and receipted by the Ontario Securities Commission as principal regulator. Under Multilateral Instrument 11-102 - Passport System the prospectus is deemed to have been filed with and receipted by each of the British Columbia and Alberta Securities Commissions.
The Exchange has been advised that the closing of the offering occurred on October 06, 2022, for gross proceeds of CDN$4,021,852.32 (including the underwriter's over-allotment option that was partially exercised).
Offering: 11,171,812 Units (includes 60,612 Units of underwriter's over-allotment option that was partially exercised). Each Unit consists of one common share and one common share purchase warrant, with each whole warrant being exercisable into one common share at CDN$0.50 until October 06, 2024 (the "Offering").
Unit Price: CDN$0.36 per Unit
Agent(s): Echelon Wealth Partners Inc. and Integral Wealth Securities Limited
Agent(s) Commission: An aggregate of CDN$302,147.37 in cash and 839,299 non-transferrable broker warrants. Each broker warrant entitles the holder to acquire one common share at CDN$0.36 until October 06, 2024.
Over-Allotment Option: The Company granted the Agents an option (the "Over-Allotment Option") to purchase additional Units (the "Additional Units"), at the Offering Price, for a maximum number equal to 15% (1,666,680 Units) of the number of Units sold under the Offering for a period of 30 days from the closing date of the Offering.
Private Placement- Brokered
The Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced on August 29, 2022 (the "Brokered Private Placement"):
Number of Securities: 569,222 common shares
Purchase Price: CDN$0.36 per common share
Warrants: 569,222 common share purchase warrants to acquire 569,222 common shares of the Company
Warrants Exercise Price: $0.50 per Warrant until October 06, 2024
Number of Placees: 16 Placees
Insider / Pro Group Participation: |
||
Placees |
# of Placee (s) |
Aggregate # of Units |
Aggregate Existing Insider Involvement: |
2 |
97,222 |
Aggregate Pro Group Involvement: |
1 |
42,000 |
Broker's Fee: Echelon Wealth Partners Inc - $11,555.94 in cash and 32,099 non-transferable broker warrants
Integral Wealth Securities Limited - $2,151.66 in cash and 5,977 non-transferable broker warrants
Raymond James Ltd. - $756.00 in cash and 2,100 non-transferable broker warrants
Broker's Warrants Terms: Each warrant entitles the holder to purchase one common share at the price of CDN$0.36 until October 06, 2024.
The closing of the Brokered Private Placement occurred on October 06, 2022. The Company confirmed that the gross proceeds from the closing of the Brokered Private Placement were $204,919.92 (569,222 Units). For further information, please refer to the Company's press release dated October 06, 2022 announcing the closing of the private placement and setting out the expiry dates of the hold period(s).
Listing of Warrants:
Effective at the opening, Thursday, October 13, 2022, the Warrants issued in the Offering (including pursuant to the partial exercise of the Over-Allotment Option) and the Brokered Private Placement will commence trading on TSX Venture Exchange. The Company is classified as a "Industrial" company.
Corporate Jurisdiction: Ontario
Capitalization: up to 15,555,656 warrants created and authorized, of which 11,741,034 Warrants will be issued and outstanding. 11,171,812 Warrants will be tradable, while 569,222 issued pursuant to the Brokered Private Placement will remain subject to a hold period of four months and one day (February 07, 2023).
Warrants Exercise Price: Each Warrant entitles its holder thereof to acquire one common share of the Company at an exercise price of CDN$0.50 per common share at any time prior to 4:00 p.m. (Toronto time) on the date that is October 06, 2024.
Transfer Agent: TSX Trust Company
Trading Symbol: VOL.WT.A
CUSIP Number: 92865G121
The Warrants will be governed by the terms of a warrant indenture dated October 06, 2022, between the Company and TSX Trust Company, as warrant agent. Warrants listed under the Restricted CUSIP will be automatically exchanged into Unrestricted CUSIP upon expiration of the hold period.
The Company has confirmed that closing of the Offering and the Brokered Private Placement occurred on October 06, 2022. For further information, please refer to the Company's press release dated October 06, 2022.
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22/10/11 - TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
ANTLER GOLD INC. ("ANTL")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation relating to a binding agreement and a subsequent amending agreement (collectively the "Agreement") dated April 13, 2022 and July 20, 2022 respectively, between Antler Gold Inc. (the "Company"), its wholly owned subsidiary Antler Gold Namibia (Pty) Ltd., and an arm's length party. Pursuant to the Agreement, the Company shall acquire a 90% indirect interest in the Onkoshi Gold Project (the "Project"), located in Namibia.
CASH ($) |
SECURITIES |
WORK EXPENDITURES (S) |
|
CONSIDERATION: Upon signing of the Agreement (already paid) Upon obtaining an Environmental Clearance Certificate (the "ECC") and successful transfer of the Project to the Company One year from the date of ECC issuance |
$30,000 $50,000 $20,000 |
N/A N/A $100,000 worth, up to a maximum of 1,212,121 common shares (will be priced using the 10 day VWAP immediately prior to issuance) |
N/A N/A N/A |
In addition, a finder's fee of $20,000 was paid to an arm's length party.
For further details, please refer to the Company's news releases dated April 13, 2022 and October 7, 2022.
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CARBONTECH CAPITAL CORP. ("CT.P")
BULLETIN TYPE: Halt
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
Effective at 4:48 a.m. PST, Oct.11, 2022, 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.
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DECISIVE DIVIDEND CORPORATION ("DE")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on September 23, 2022:
Number of Units: 1,848,364 units ("Units"). Each Unit will consist of one (1) common share and one-half of one common share purchase warrant.
Purchase Price: $4.12 per share
Warrants: 924,182 share purchase warrants to purchase 924,182 shares
Warrant Exercise Price: $4.94 for a two year period
Number of Placees: 5 placees
Insider / Pro Group Participation: |
||
Placees |
# of Placee (s) |
Aggregate # of Units |
Aggregate Existing Insider Involvement: |
3 |
1,711,164 |
Aggregate Pro Group Involvement: |
1 |
117,200 |
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 October 3, 2022 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.
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DECISIVE DIVIDEND CORPORATION ("DE")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to the arm's length acquisition of ACR Heat Products Ltd. ("ACR"). Pursuant to the terms of a share purchase agreement ("Agreement") dated October 3, 2022 between the Company and shareholders ("Vendors") of ACR, the Company will acquire all of the outstanding shares of ACR in return for a purchase price of $7,615,266 in cash and further issuing 166,790 common shares, subject to certain escrow conditions, at a deemed price of $4.31 per common share to the Vendors.
In addition, as per the terms of the Agreement, the Vendors will be entitled to receive a potential profit sharing payment of up to £2,750,000 subject certain financial performance targets over the next three years.
Insider / Pro Group Participation: None
For further information, please reference the Company's news release dated October 3, 2022.
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DEEP-SOUTH RESOURCES INC. ("DSM")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on September 20, 2022:
Number of Shares: 7,840,000 shares
Purchase Price: $0.05 per share
Warrants: 3,920,000 share purchase warrants to purchase 3,920,000 shares
Warrant Exercise Price: $0.10 for a three-year period
Number of Placees: 4 placees
Insider / Pro Group Participation: |
||
Placees |
# of Placee (s) |
Aggregate # of Shares |
Aggregate Existing Insider Involvement: |
N/A |
N/A |
Aggregate Pro Group Involvement: |
1 |
2,400,000 |
Finder's Fee: N/A
The Company issued news releases on September 20, 2022 and September 30, 2022 confirming the 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.
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DLP RESOURCES INC. ("DLP")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 300,000 shares (the "Shares") to settle outstanding debt for $60,000.
Number of Creditors: 1 Creditor
Non-Arm's Length Party / Pro Group Participation: |
||||
Creditors |
# of Creditors |
Amount Owing |
Deemed Price per Share |
Aggregate # of Shares |
Aggregate Non-Arm's Length Party Involvement: |
1 |
$60,000 |
$0.20 |
300,000 |
Aggregate Pro Group Involvement: |
N/A |
N/A |
N/A |
N/A |
The Company obtained disinterested shareholder approval for the issuance of the Shares at its Annual General Meeting held on October 3, 2022. The Company announced its proposal to issue the Shares in a news release, dated August 12, 2022, and shall issue a news release when the Shares have been issued and the debt extinguished.
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EF ENERGYFUNDERS VENTURES, INC ("EFV")
BULLETIN TYPE: Miscellaneous
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted filing the documentation relating to the issuance of 965,025 common shares in the capital of the Company at a deemed price of $0.02 per common share to settle a bonus payment to a non-arm's length party as per the terms of a previous employment agreement dated May 20, 2022.
For further information, please refer to the Company's press release dated October 4, 2022.
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GRIZZLY DISCOVERIES INC. ("GZD")
BULLETIN TYPE: Halt
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
Effective at 5:45 a.m. PST, Oct. 11, 2022, 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.
________________________________________
GRIZZLY DISCOVERIES INC. ("GZD")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
Effective at 8:30 a.m. PST, Oct. 11, 2022, shares of the Company resumed trading, an announcement having been made.
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MONUMENTAL MINERALS CORP. ("MNRL")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to an Option Agreement dated October 5, 2022 (the "Agreement"), between Monumental Minerals Corp. (the "Company") and Lithium Chile Inc. – an arm's length party to the Company (the "Optionor"), whereby the Company may acquire a 50.01% interest in certain mineral claims (the "Salar de Turi Project"), located in Chile.
Under the terms of the Agreement, the Company is required to make aggregate cash payments of $700,000 to the Optionor over a two-year period and incur a minimum of $1,400,000 in exploration expenditures over a two-year period to earn the 50.01% interest in the Project.
Additionally, the Company is required to issue common shares that would result in the Optionor holding, on a non-diluted basis, 9.9% of the issued and outstanding common shares of the Company (the "Payment Shares"), within ten (10) days of the earlier of the closing date of Company's next equity financing and fourteen (14) months following closing of the transaction. The Payment Shares will be subject to a 12-month voluntary hold period from the date of issuance. The issuance of the Payment Shares is subject to specific Exchange approval.
For further details, please refer to the Company's news release dated October 6, 2022.
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NORTHWEST COPPER CORP. ("NWST")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: October 11, 2022
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation pertaining to a Property Option Agreement dated September 13, 2022 (the "Agreement"), between Northwest Copper Corp. (the "Company") and an arm's-length party (the "Optionor"), whereby the Company may acquire a 100% interest certain mineral claims (the "Asitka Property"), located in central British Columbia.
Under the terms of the Agreement, the Company is required to make aggregate cash payments of $230,000 and issue an aggregate of $200,000 in common shares to the Optionor on or before July 31, 2026 to earn the full 100% interest in the Property.
The value of the common shares issuable will be calculated using the 20-day VWAP five days prior to issuance, resulting in the issuance of up to 1,088,435 common shares based on a minimum deemed value of $0.18375 per share.
The Optionor will retain a 1.5% net smelter return royalty on the Property, which is purchasable by the Company for $2,000,000 at any time prior to commencing commercial production from the Property.
For further details, please refer to the Company's news release dated September 27, 2022.
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REGENCY SILVER CORP. ("RSMX")
BULLETIN TYPE: Halt
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
Effective at 6:01 a.m. PST, Oct. 11, 2022, 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.
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REGENCY SILVER CORP. ("RSMX")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
Effective at 10:45 a.m. PST, Oct. 11, 2022, shares of the Company resumed trading, an announcement having been made.
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URBANIMMERSIVE INC. ("UI")
BULLETIN TYPE: Halt
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
Effective at 6:58 a.m. PST, Oct. 11, 2022, 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.
________________________________________
URBANIMMERSIVE INC. ("UI")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
Effective at 9:45 a.m. PST, Oct. 11, 2022, shares of the Company resumed trading, an announcement having been made.
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XORTX THERAPEUTICS INC. ("XRTX")
BULLETIN TYPE: Prospectus-Unit Offering
BULLETIN DATE: October 11, 2022
TSX Venture Tier 2 Company
Prospectus - Unit Offering
Effective October 4, 2022, the Company's final short form prospectus dated October 4, 2022 (the "Prospectus") was filed with and accepted by TSX Venture Exchange (the "Exchange"), and filed with and receipted by the Securities Exchange Commission.
The Exchange has been advised that the closing of the offering pursuant to the Prospectus occurred on October 7, 2022, for gross proceeds of US$5,000,000.
Offering: 1,400,000 Units (the "Unit"). Each Unit will consist of one common share and one common share purchase warrant (the "Warrant").
3,600,000 Pre-Funded Warrant Units (the "Pre-Funded Warrant Unit"). Each Pre-Funded Warrant Unit will consist of one pre-funded warrant (the "Pre-Funded Warrant") and one common share purchase warrant (the "Warrant").
Unit Price: US$1.00 per Unit and US$0.9999 per Pre-Funded Warrant Unit.
Pre-Funded Warrants: 3,600,000 Pre-Funded Warrants to purchase 3,600,000 common shares.
Pre-Funded Warrant Exercise
Price: US$0.0001 per Pre-Funded Warrant.
Warrants: 5,000,000 Warrants to purchase 5,000,000 common shares.
Warrant Exercise Price/Term: US$1.22 per Warrant for 5 years from the date of issuance.
Underwriters: A.G.P./Alliance Global Partners
Underwriters' Fees: Aggregate of US$349,974.80 cash commission and 250,000 Compensation Warrants (non-transferable). Each Compensation Warrant is exercisable for US$1.22 per common share, being 5.0% of the Units and Pre-Funded Warrant Units sold in the offering. The Underwriter's Compensation Warrants are exercisable beginning six months from the effective date of the offering, from time to time, in whole or in part, within five years commencing from the effective date of the offering.
Over-allotment Option: The Company granted the Underwriters an Over-Allotment Option to purchase up to an additional 750,000 Units and/or Pre-Funded Warrant Units, being 15% of the Units and Pre-Funded Warrant Units sold pursuant to the Offering. This over-allotment option is exercisable in whole or in part at any time for a period of 45 days following the closing date.
The underlying Warrants are governed by the terms and conditions of the Warrant Agency Agreement and were issued pursuant to the Company's Prospectus dated October 4, 2022.
For further details, please refer to the Company's Prospectus filed on SEDAR on October 5, 2022 and the Company's news releases dated October 4, 2022 and October 7, 2022.
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NEX COMPANY:
HORIZON PETROLEUM LTD. ("HPL.H")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: October 11, 2022
NEX Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on August 23, 2022:
Number of Shares: 50,000,000 shares
Purchase Price: $0.02 per share
Warrants: 50,000,000 share purchase warrants to purchase 50,000,000 shares
Warrant Exercise Price: $0.05 for a one year period
Number of Placees: 20 placees
Insider / Pro Group Participation: |
||
Placees |
# of Placee (s) |
Aggregate # of Shares |
Aggregate Existing Insider Involvement: |
1 |
7,500,000 |
Aggregate Pro Group Involvement: |
N/A |
N/A |
Aggregate Cash Amount |
Aggregate # of Shares |
Aggregate # of Warrants |
|
Finder's Fee: |
$15,300 |
NA |
2,220,000 |
Finder's Warrants Terms: Each warrant is exercisable to purchase one unit same as the offering at an exercise price of $0.02 for a one year peroid.
The Company issued news releases on September 30, 2022 and October 6, 2022, confirming the closing of the private placement.
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SOURCE TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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