TSX Venture Exchange Stock Maintenance Bulletins

News provided by

TSX Venture Exchange

Dec 19, 2019, 18:39 ET

VANCOUVER, Dec. 19, 2019 /CNW/ -

TSX VENTURE COMPANIES

ABRAPLATA RESOURCE CORP. ("ABRA")
AETHON MINERALS CORPORATION. ("AET")
BULLETIN TYPE:  Plan of Arrangement, Property-Asset or Share Purchase Amending Agreement, Delist
BULLETIN DATE:  December 19, 2019
TSX Venture Tier 2 Companies

Arrangement:

TSX Venture Exchange Inc. (the "Exchange") has accepted for filing documentation in connection with an arrangement agreement dated September 11, 2019, as amended October 15, 2019 (the "Agreement") between AbraPlata Resource Corp. ("AbraPlata") and Aethon Minerals Corporation ("Aethon"). Pursuant to the Agreement, AbraPlata acquired from the shareholders of Aethon all of the issued and outstanding common shares of Aethon for consideration of 3.75 common shares of AbraPlata in respect of each common share of Aethon held. Further, under the Agreement, holders of stock options and warrants to acquire Aethon common shares outstanding prior to the effective time of the Agreement will be entitled to receive 3.75 AbraPlata common shares on exercise of each stock option or warrant, as applicable.

The Exchange has been advised that approval of the Agreement by shareholders of Aethon was received at a special meeting of the shareholders of Aethon held on December 12, 2019 and that approval of the Arrangement was received from the Ontario Superior Court of Justice (Commercial List) on December 16, 2019. The full particulars of the Agreement are set forth in Aethon's Management Information Circular dated November 12, 2019 and Supplemental Management Information Circular dated November 29, 2019 which are available under Aethon's profile on SEDAR.

AbraPlata and Aethon closed the Agreement on December 19, 2019.

Amending Agreement:

The Exchange has accepted for filing documentation in connection with a second amending agreement (the "SSRM Amending Agreement") to the second amended and restated share purchase agreement (the "SSRM Sale Agreement") between AbraPlata and SSR Mining Inc. ("SSRM") in respect of deferred consideration payable by AbraPlata to SSRM for AbraPlata's acquisition of the Diablillos property from SSRM. Under the terms of the SSRM Amending Agreement, SSRM has agreed to:

  1. waive and extinguish AbraPlata's obligation to pay certain remaining advance royalty payments in the aggregate amount of US$750,000;

  2. extend the due date of a US$5,000,000 payment due from AbraPlata to SSRM; and

  3. extend the due date of a US$7,000,000 payment due from AbraPlata to SSRM.

As consideration, AbraPlata has agreed to issue 24,160,385 common shares of AbraPlata to SSRM and pay to SSRM CAD$200,000 in cash.

For further information, see Aethon's Management Information Circular dated November 12, 2019 and a copy of the SSRM Amending Agreement, which is available under AbraPlata's profile on SEDAR.

Insider / Pro Group Participation: SSRM is an Insider of AbraPlata.

Delisting:

In conjunction with the closing of the Agreement, Aethon has requested that its common shares be delisted. Accordingly, effective at the close of business, Friday, December 20, 2019, the common shares of Aethon will be delisted from the Exchange.

________________________________________

BUILDERS CAPITAL MORTGAGE CORP.  ("BCF")
BULLETIN TYPE:  Notice of Dividend
BULLETIN DATE:  December 19, 2019
TSX Venture Tier  1 Company

The Issuer has declared the following dividend(s):

Dividend per Class A NV Share:  $0.2016
Payable Date:  January 31, 2020
Record Date:  December 31, 2019
Ex-dividend Date: December 30, 2019                                                   

________________________________________

BAY TALENT GROUP INC. ("HIRE")
[formerly Danacore Industries Inc. ("DANA.P")]
BULLETIN TYPE: Resume Trading, Qualifying Transaction-Completed/New Symbol, Name Change and Consolidation, Regional Office Change
BULLETIN DATE:  December 19, 2019
TSX Venture Tier 2 Company

The common shares of the Company have been halted from trading since April 23, 2019, pending completion of a Qualifying Transaction.

Resume Trading

Effective at the opening, Monday, December 23, 2019, the common shares of Bay Talent Group Inc. will commence trading on TSX Venture Exchange under the new symbol "HIRE". 

Qualifying Transaction-Completed/New Symbol

TSX Venture Exchange has accepted for filing the Company's Qualifying Transaction described in its Filing Statement dated November 26, 2019. As a result, at the opening on Monday, December 23, 2019, the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following:

The Qualifying Transaction involves the amalgamation of Bay Talent Group Inc. ("Bay Talent") for consideration of 32,998,528 post-consolidation shares at a deemed price of $0.482 per share. Bay Talent also completed a concurrent brokered private placement of 7,813,000 subscription receipts at $0.50 per subscription receipt. Each subscription receipt converted automatically into 1 unit comprised of 1 common share and ½ of 1 warrant upon closing of the Qualifying Transaction. Each whole warrant entitles the holder to purchase 1 common share @ $0.70 per share for 24 months. A corporate finance fee of 390,650 subscription receipts was paid to the Agent in connection with the concurrent brokered private placement.

9,536,667 post-consolidation shares issued to Principals pursuant to the Qualifying Transaction will be subject to a Tier 2 Surplus Security Escrow Agreement to be released over a 36-month period. 3,050,000 post-consolidation shares are subject to a CPC Escrow Agreement

Insider Participation: 

Name

Insider=Y

# of Shares

GIC Merchant Bank Corporation

(Jonson Sun)

Y

4,955,129



Impactreneur Capital Corp.

(Hamed Shahbazi)

Y

2,357,692

Simon Dealy

Y

1,538,462

Steven Wang

Y

1,230,769

Hamed Shahbazi

Y

400,000

Eric Loree Professional Corporation

Y

304,615

Name Change and Consolidation

Pursuant to a resolution passed by directors on September 30, 2019, the Company has consolidated its capital on a 2 old for 1 new basis. The name of the Company has also been changed to "Bay Talent Group Inc." 

Effective at the opening, Monday, December 23, 2019, the common shares of Bay Talent Group Inc. will commence trading on TSX Venture Exchange, and the common shares of Danacore Industries Inc. will be delisted.

Regional Office Change

Pursuant to Policy 1.2, TSX Venture Exchange has been advised of, and accepted the change of the Filing and Regional Office from Vancouver to Calgary.

For further information, please refer to the Company's Filing Statement dated November 26, 2019, which is filed on SEDAR.

The Company is classified as an "Employment placement agencies and executive search services" company.

Capitalization (Post-Consolidation):

Unlimited

shares with no par value of which

48,087,333

shares are issued and outstanding

Escrow:

12,586,667

shares

Transfer Agent:

Computershare Investor Services Inc.

Trading Symbol:

HIRE  (new)

CUSIP Number:

07263D 10 8 (new)

Company Contact:

Allan Hartley, Chief Executive Officer

Company Address:

333 Bay Street, Suite 1700

Toronto, Ontario M5H 2R2 

Company Phone Number:

(647) 872-6180

Company Email Address:

[email protected]

______________________________________

A2Z TECHNOLOGIES CANADA CORP. ("AZ")
[formerly ECC Ventures 1 Corp. ("EONE.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Resume Trading, Private Placement- Non-Brokered, Shares for Services, Name Change and Consolidation
BULLETIN DATE: December 19, 2019
TSX Venture Tier 2 Company

Qualifying Transaction-Completed

TSX Venture Exchange has accepted for filing the Qualifying Transaction ("QT") of ECC Ventures 1 Corp. (the "Company") described in its Filing Statement dated November 28, 2019. As a result, at the opening on Monday, December 23, 2019, the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following:

The Company acquired 99.46% of the issued and outstanding shares of A2Z Advanced Solutions Ltd. ("A2Z") by way of a plan of arrangement (the "Transaction"), and issued 41,690,578 Common Shares on a post-consolidation basis at a deemed price of $0.50 to the security holders of A2Z. Prior to the closing of Transaction, the Company changed its name to "A2Z Technologies Canada Corp.".  It is expected that the Company will acquire the remaining 227,546 (0.54%) outstanding common shares of A2Z in exchange for 227,546 Common Shares on a post-consolidation basis, upon the receipt of further Israeli regulatory and A2Z Israel shareholder approvals, in early 2020. 

As a result of the Transaction, a total of 30,002,008 resulting issuer common shares are escrowed pursuant to an Exchange Tier 2 Surplus escrow and 57,142 resulting issuer common shares are escrowed pursuant to an Exchange Tier 2 Value escrow.

An additional 325,000 common shares of the resulting issuer were issued in connection with a finder's fee pursuant to the QT.

The resulting issuer is classified as a "Commercial and service industry machinery manufacturing" issuer (NAICS Number: 333310).

For further information, please refer to the Company's Filing Statement dated November 28, 2019 available on SEDAR.

Resume Trading

Further to TSX Venture Exchange bulletin dated July 31, 2019, trading in the securities of the Resulting Issuer will resume at the opening on Monday, December 23, 2019.

Effective at the opening on Monday, December 23, 2019, the trading symbol for the Company will change from "EONE.P" to "AZ".

Private Placement –Non-Brokered

Prior to the completion of the QT, the Company completed a non-brokered private placement of subscription receipts resulting in the issuance of the following common shares of the Company:

Number of Shares:

1,000,000 common shares


Purchase Price:

$0.50 per common share


Number of Placees:

28 Placees

Insider / Pro Group Participation:

Name

Insider=Y /
ProGroup=P

# of Shares

Aggregate Pro Group Involvement

P

50,000

4 placees

Finders' Fees:

An arm's length finder received $1,610 in cash and 2,300 common share purchase warrants at $0.50 for 12 months.

The Company confirmed the closing of the Private Placement via a press release dated December 16, 2019.

Shares for Services

TSX Venture Exchange has accepted for filing the Company's proposal to issue 25,000 common shares at a price of $0.50 per share, to settle $12,500 debts owed to a creditor for services rendered.

Number of Creditors:     1 Creditor

Insider / Pro Group Participation: nil

The Company issued a news release dated December 16, 2019, in connection with that transaction.

Name Change and Consolidation

Pursuant to a resolution by the board of directors dated September 25, 2019, the Company has consolidated its capital on a one and four tenths (1.4) old shares for one (1) new share basis. The name of the Company has also been changed from "ECC Ventures 1 Corp." to "A2Z Technologies Canada Corp.".

Effective at the opening of business on Monday, December 23, 2019, the common shares of "A2Z Technologies Canada Corp." will commence trading on TSX Venture Exchange, and the common shares of "ECC Ventures 1 Corp." will be delisted.

Post-Consolidation and

Post-Transactional

Capitalization:

Unlimited number of common shares with no par value of which 47,076,292 common shares are issued and outstanding on a post-consolidation basis.



Escrow:

31,487,722 common shares, of which 1,648,671 shares are released at the date of this bulletin on a post-consolidation basis.

Transfer Agent:

Computershare Investor Services Inc. (Vancouver)

Trading Symbol:

AZ

(NEW)

CUSIP Number:

002209104

(NEW)

Issuer Contact:

Robert Chisholm, CFO

Issuer Address:

1600, 609 Granville Street, P.O. Box 10068 Pacific Centre, Vancouver, BC V7Y 1C3

Issuer Phone Number:

778-331-4309

Issuer email:

[email protected]

Issuer website:

www.a2zas.com

___________________________________________

LASALLE EXPLORATION CORP. ("LSX")("LSX.WT")
BULLETIN TYPE:  CORRECTION - New Listing-IPO-Shares and Warrants
BULLETIN DATE:  December 19, 2019
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange bulletin dated December 19, 2019, the following heading should have read as follows:

LASALLE EXPLORATION CORP. ("LSX")("LSX.WT")
BULLETIN TYPE:  New Listing-IPO-Shares and Warrants
BULLETIN DATE:  December 18, 2019
TSX Venture Tier 2 Company

All other information remains unchanged.

______________________________________

NEXUS REAL ESTATE INVESTMENT TRUST ("NXR.UN")
BULLETIN TYPE:  Notice of Distribution
BULLETIN DATE:  December 19, 2019
TSX Venture Tier  1 Company

The Issuer has declared the following distribution:

Distribution per Unit:  $0.01333
Payable Date:  January 15, 2020
Record Date:  December 31, 2019
Ex-distribution Date: December 30, 2019                                               

________________________________________

PRODIGY VENTURES INC.  ("PGV")
BULLETIN TYPE:  Notice of Dividend
BULLETIN DATE:  December 19, 2019
TSX Venture Tier  2 Company

The Issuer has declared the following dividend:

Dividend per Common share:  $0.001
Payable Date:  January 8, 2020
Record Date:  December 31, 2019
Ex-dividend Date: December 30, 2019                                                   

________________________________________

RIDER INVESTMENT CAPITAL CORP. ("RDR.P")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  December 19, 2019
TSX Venture Tier 2 Company

Effective at the opening, Monday, December 23, 2019, the securities of Rider Investment Capital Corp. (the "Company") will resume trading, a news release having been issued on December 16, 2019 announcing that the Company will not be proceeding with its proposed transaction, which was previously announced on June 21, 2019. The transaction contemplated would have constituted a Qualifying Transaction as defined under Exchange Policy 2.4.

_______________________________________

STORAGEVAULT CANADA INC.  ("SVI")
BULLETIN TYPE:  Notice of Dividend
BULLETIN DATE:  December 19, 2019
TSX Venture Tier  2 Company

The Issuer has declared the following dividend:

Dividend per Common Share:  $0.002653
Payable Date:  January 15, 2020
Record Date:  December 31, 2019
Ex-dividend Date: December 30, 2019

________________________________________

UGE INTERNATIONAL LTD. ("UGE")
BULLETIN TYPE:  Consolidation
BULLETIN DATE:  December 19, 2019
TSX Venture Tier 2 Company

Pursuant to a special resolution passed by shareholders on September 13, 2019, the Company has consolidated its capital on a (4)  old for (1)  new basis. The name of the Company has not been changed.

Effective at the opening, Monday, December 23, 2019, the  common shares of UGE International Ltd. will commence trading on TSX Venture Exchange on a consolidated basis. The Company is classified as a 'Power And Communication Line And Related Structures Construction' company.

Post - Consolidation

Capitalization:

Unlimited

shares with no par value of which

20,250,440

shares are issued and outstanding

Escrow

Nil

shares are subject to escrow

Transfer Agent:

TSX Trust Company

Trading Symbol:

UGE

(UNCHANGED)

CUSIP Number:

903510402

(NEW)

________________________________________

19/12/19 - TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES

BELMONT RESOURCES INC. ("BEA")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  December 19, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation in connection with a Mineral Property Acquisition Agreement dated November 30, 2019 between the Company and George Saburo Nakade whereby the Company has acquired the Bear Reverted Crown Grant Mineral Claim located in the Greenwood Mining Division, B.C.  Consideration is $25,000 and 100,000 common shares.

_______________________________________

DISCOVERY METALS CORP. ("DSV")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  December 19, 2019
TSX Venture Tier  2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on October 10, 2019:

Number of Shares:

(i) 38,911,108 common shares

(ii) 3,311,111 subscription receipts ("Subscription Receipts")


Purchase Price:

(i) $0.45 per share

(ii) $0.45 per Subscription Receipts



Number of Placees:

21 placees

Insider / Pro Group Participation:

Name

Insider=Y /
ProGroup=P

# of Shares

2176423 Ontario Ltd. (Eric Sprott)

Y

7,800,000

2176423 Ontario Ltd. (Eric Sprott)

Y

3,311,111 Subscription Receipts

Andreas L'Abbé

Y

150,000

Aggregate Pro Group Involvement

P

1,129,999

[2 placees]

Finder's Fee:

Arlington Group Asset Management Limited - $507,000 in cash payments and 637,333 in Broker Warrants.


PI Financial Corp. - $10,500 in cash payments and 11,667 in Broker Warrants.

Haywood Securities Inc. - $13,500 in cash payments and 15,000 in Broker Warrants.

RBC Dominion Securities Inc. – $14,850 in cash payments and 16,500 in Broker Warrants.

Sprott Capital Partners - $360,000 in cash payments and 383,333 in Broker Warrants.

Canaccord Genuity Corp. – $66,600 in cash payments.



Each Broker Warrant is exercisable at $0.50 for a period of two years from the date of issuance.

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release on November 5, 2019 announcing the closing of the private placement and setting out the expiry dates of the hold period(s).

________________________________________

FINLAY MINERALS LTD. ("FYL")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  December 19, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Nov 21, 2019:

Flow-Through Shares:


Number of FT Shares:

6,250,000 flow through shares


Purchase Price:

$0.08 per flow through share


Warrants:

3,125,000 share purchase warrants to purchase 3,125,000 shares


Warrant Initial Exercise Price:

$0.20


Warrant Term to Expiry:

4 Years


Non Flow-Through Shares:


Number of Non-FT Shares:

10,000,000 non flow through shares


Purchase Price:

$0.05 per non flow through share


Warrants:

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


Warrant Initial Exercise Price:

$0.20


Warrant Term to Expiry:

4 Years


Number of Placees:

3 Placees

Insider / Pro Group Participation:

Name

Insider=Y /
Pro-Group=P

# of Shares

John J. Barakso

Y

6,187,500

Baril Developments Ltd.

Y

10,000,000

(John Barakso)

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.

________________________________________

LOGICA VENTURES CORP. ("LOG.P")
BULLETIN TYPE:  New Listing-CPC-Shares
BULLETIN DATE: December 19, 2019  
TSX Venture Tier 2 Company

Reference is made to our bulletin dated December 17, 2019, with respect to the listing of the Company's shares.

We have received confirmation that the closing has occurred. Therefore, the common shares of the Company, which were listed at the close of business December 18, 2019, commenced trading at the opening of business on Thursday, December 19, 2019.

The Company has completed its public offering of securities prior to the opening of market on December 19, 2019. The gross proceeds received by the Company for the Offering are $300,000 (3,000,000 common shares at $0.10 per share).

_________________________________________________

LUCKYSTRIKE RESOURCES LTD. ("LUKY")
BULLETIN TYPE:  Private Placement-Non-Brokered, Amendment
BULLETIN DATE:  December 19, 2019
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange Bulletin dated December 18, 2019, the Exchange has accepted an amendment with respect to a Non-Brokered Private Placement announced December 17, 2019:

Number of additional Shares:

62,500 flow-through shares


Purchase Price:

$0.40 per share


Warrants:

62,500 share purchase warrants to purchase 62,500 shares


Warrant Exercise Price:

$0.80 for a one-year period


Number of Placees:

2 placees

For further details, please refer to the Company's news release dated December 18, 2019.

_______________________________________

O3 MINING INC. ("OIII")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  December 19, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing an Asset Purchase and Assignment Agreement dated December 12, 2019 between O3 Mining Inc. (the Company) and Monarch Gold Corporation (the Vendor) whereby the Company may acquire a 100% interest in the Simkar project (5 square kilometeres), located 20 km east of Val-d'Or, Quebec. Consideration is $140,000 cash, 435,000 common shares and 435,000 common share purchase warrants. Each warrant is exercisable into one common share at $4.20 for 3 years from closing.

________________________________________

OTIS GOLD CORP. ("OOO")
BULLETIN TYPE:  Halt
BULLETIN DATE:  December 19, 2019
TSX Venture Tier  2 Company

Effective at 5:12 a.m. PST, December 19, 2019, 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.

________________________________________

OTIS GOLD CORP. ("OOO")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  December 19, 2019
TSX Venture Tier  2 Company

Effective at 10:00 a.m. PST, December 19, 2019, shares of the Company resumed trading, an announcement having been made.

________________________________________

SILVER SPRUCE RESOURCES INC. ("SSE")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  December 19, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation in relation to an option and purchase agreement (the "Agreement") dated November 20, 2019 between Silver Spruce Resources Inc. (the "Company") and Benjamin Kuzmich, Alexander Pleson and Nathan Brandon (collectively, the "Vendors"). Pursuant to the Agreement, the Company will purchase 100% interest in the Melchett Lake VMS mineral property located in the Thunder Bay mining district, Northern Ontario. As consideration, the Company will pay the Vendors, $150,000 in cash and 5,000,000 shares of the Company, spread over three years. Minimum work expenditures total $1,000,000, with $100,000 during the first year, $200,000 in the second year and $700,000 prior to the third anniversary. The Vendors will retain a 2% Net Smelter Return royalty of which 1% can be purchased by the Company for $1,000,000 and the remaining 1% at market price.

For further information, please see the Company's press release dated November 25, 2019.

_______________________________________

SMOOTH ROCK VENTURES CORP. ("SOCK")
BULLETIN TYPE:  Warrant Term Extension
BULLETIN DATE:  December 19, 2019
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:

4,285,714

Original Expiry Date of Warrants:

December 27, 2019

New Expiry Date of Warrants:

December 27, 2022

Exercise Price of Warrants:

$0.10

These warrants were issued pursuant to a private placement of 4,285,714 shares with 4,285,714 share purchase warrants attached, which was accepted for filing by the Exchange effective December 20, 2017.

________________________________________

THOR EXPLORATIONS LTD. ("THX")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  December 19, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced August 19, 2019:

Number of Shares:

78,669,250 shares


Purchase Price:

$0.20 per share


Number of Placees:

11 placees


Finder's Fee:

Alternative Resource Capital $13,100 cash payable.

Kinda Associates Ltd. $318,192 cash payable.

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.

________________________________________

VENTRIPOINT DIAGNOSTICS LTD. ("VPT")
BULLETIN TYPE:  Remain Halted
BULLETIN DATE:  December 19, 2019
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange Bulletin dated December 12, 2019 and press release of December 18, 2019; effective Thursday December 19, 2019, trading in the shares of the Company will remain halted pending review of Exchange Requirements.

________________________________________

SOURCE TSX Venture Exchange

Market Information Services at 1-888-873-8392, or email: [email protected]

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