TSX Venture Exchange Stock Maintenance Bulletins
VANCOUVER, Jan. 7, 2019 /CNW/ -
TSX VENTURE COMPANIES
MOSAIC CAPITAL CORPORATION ("M")
BULLETIN TYPE: Declaration of Dividend
BULLETIN DATE: January 7, 2019
TSX Venture Tier 1 Company
The Issuer has declared the following dividend(s):
Dividend per common share: $0.035
Payable Date: January 31, 2019
Record Date: January 15, 2019
Ex-dividend Date: January 14, 2019
________________________________________
PIPESTONE ENERGY CORP. ("PIPE")
[formerly Blackbird Energy Inc. ("BBI")
BULLETIN TYPE: Reverse Takeover-Completed, Company Tier Reclassification, Private Placement-Non-Brokered, Name Change
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
The TSX Venture Exchange (the "Exchange") has accepted for filing Blackbird Energy Inc.'s (the "Company") Reverse Takeover ('RTO'), described in its information circular (the "Information Circular") dated November 21, 2018. The RTO includes the following matters, all of which have been accepted by the Exchange:
Reverse Takeover-Completed
The Company entered into an amended and restated arrangement agreement (the "Agreement") dated October 29, 2018, between the Company and Pipestone Oil Corp. ("Pipestone"). Pursuant to the Agreement, amongst other things: (a) the Company and Pipestone will be amalgamated; (b) Pipestone's sole shareholder will receive 103,750,000 common shares of the amalgamated company ("AmalCo Shares"); (c) each shareholder of the Company will receive 0.1 AmalCo Shares in exchange for each common share held of the Company; and, (d) the minority shareholding interest of the Company in Stage Completions (as defined in the Information Circular) will be indirectly distributed to each Company shareholder on a pro rata basis to the number of the Company common shares held by such shareholder. The completion of items (c) and (d) will be completed by way of Letter of Transmittal.
For additional information on the RTO, please refer to the Company's Information Circular available on SEDAR.
Insider / Pro Group Participation: None. At the time the transaction was agreed to, the Company was at arm's length to Pipestone.
The Exchange has been advised that the above transactions, approved by shareholders on December 19, 2018, have been completed.
The Company is classified as an 'Oil & Gas' company.
Company Tier Reclassification
In accordance with Policy 2.5, the Company has met the requirements for a Tier 1 company. Therefore, effective Wednesday, January 9, 2019, the Company's Tier classification will change from Tier 2 to Tier 1.
Private Placement-Non-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced October 30, 2018. Note that although the Private Placement was for subscription receipts of the Company, the following information is presented after conversion into AmalCo Shares:
Number of Shares: |
7,650,000 shares |
Purchase Price: |
$3.40 per share |
Number of Placees: |
5 placees |
Insider / Pro Group Participation:
Name |
Insider=Y / |
# of Shares |
Bay Resource Partners, L.P. |
Y |
3,374,079 |
c/o GMT Capital Corp. (Thomas E. Claugus) |
||
Bay II Resource Partners, L.P. |
Y |
2,995,898 |
c/o GMT Capital Corp. (Thomas E. Claugus) |
||
Bay Resource Partners Offshore Master |
Y |
5,580,302 |
Fund, L.P. c/o GMT Capital Corp. (Thomas E. Claugus) |
||
Thomas E. Claugus |
Y |
542,980 |
c/o GMT Capital Corp. |
||
GMT Exploration Company LLC |
Y |
3,825,000 |
(Thomas E. Claugus) |
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.
Name Change
Pursuant to the resolution passed by shareholders on December 19, 2018, the Company has changed its name to "Pipestone Energy Corp."
Although there is no consolidation of capital, there effectively is a consolidation of 10 old shares for 1 new share as a result of the exchange ratio in the Agreement.
Effective at the opening, Wednesday, January 9, 2019, the common shares of Pipestone Energy Corp. will commence trading on the Exchange, and the common shares of the Company will be delisted.
Capitalization: |
Unlimited |
common shares with no par value of which |
189,608,566 |
common shares are issued and outstanding |
|
Escrow: |
105,289,586 |
common shares will be subject to 18 month staged release escrow requirements |
Transfer Agent: |
Computershare Investor Services Inc. |
|
Trading Symbol: |
PIPE |
(new) |
CUSIP Number: |
724112 10 7 |
(new) |
Company Contact: |
Paul Wanklyn, President and Chief Executive Officer |
Company Address: |
1800, 421 – 7th Avenue SW, Calgary, AB, T2P 4K9 |
Company Phone Number: |
(403) 261-2747 |
Company Fax Number: |
(403) 263-2591 |
Company Email Address: |
________________________________________
RAZOR ENERGY CORP. ("RZE")
BULLETIN TYPE: Declaration of Dividend
BULLETIN DATE: January 7, 2019
TSX Venture Tier 1 Company
The Issuer has declared the following dividend(s):
Dividend per common share: $0.0125
Payable Date: January 31, 2019
Record Date: January 15, 2019
Ex-dividend Date: January 14, 2019
________________________________________
NEX COMPANIES
VALENCIA VENTURES INC. ("VVI.H")
BULLETIN TYPE: Delist
BULLETIN DATE: January 7, 2019
NEX Company
Effective at the close of business January 8, 2019, the common shares will be delisted from TSX Venture Exchange at the request of the Company.
________________________________________________
WESTLEAF INC. ("WL")
[formerly IGC RESOURCES INC. ("IGC.H")]
BULLETIN TYPE: Reverse Takeover-Completed, Resume Trading, Name Change and Consolidation, Graduation from NEX to TSX Venture, Private Placement – Brokered, Private Placement – Non-Brokered
BULLETIN DATE: January 7, 2019
NEX Company
The common shares of the Company have been halted from trading since October 4, 2018, pending completion of a Reverse Take-Over ("RTO").
Resume Trading
Effective at the opening, Wednesday, January 9, 2019, the common shares of Westleaf Inc. will commence trading on TSX Venture Exchange under the new symbol "WL", and the common shares of IGC Resources Inc. will be delisted.
Reverse Takeover-Completed
The TSX Venture Exchange has accepted for filing the Company's RTO, which includes the following transactions:
The RTO consists of an arm's length 3-cornered amalgamation involving the Company, its wholly-owned subsidiary, 2147378 Alberta Ltd., and Westleaf Cannabis Inc. ("Westleaf") pursuant to which the Company will acquire all the shares of Westleaf for consideration of 82,630,353 shares of the Company at a deemed price of $0.85 per share.
42,230,000 common shares issued to Principals pursuant to the RTO will be subject to a Tier 2 Value Security Escrow Agreement to be released over a 36-month period upon completion of the RTO. In accordance with the Exchange's Seed Share Resale Restrictions, 4,000,000 common shares will be subject to a Tier 2 Value Security Escrow Agreement to be released over a 36-month period, 980,000 performance warrants will be legended in accordance with a Tier 2 Value Security Escrow Agreement release schedule to be released over a 36-month period, and 6,115,000 common shares will be subject to a 4 month hold with 20% released each month with the first release upon completion of the RTO.
Insider / Pro Group Participation:
Name |
Insider=Y / |
# of Shares |
Thunderchild Developments |
||
Inc. (Thunderchild First Nation) |
Y |
16,000,000 |
Scott Hurd |
Y |
6,500,000 |
Taylor Ethans |
Y |
6,500,000 |
Resina Resources Ltd. |
||
(Stephen Mason) |
Y |
6,500,000 |
Pat Whelan |
Y |
6,500,000 |
Aoi Maru Corp. |
||
(Robb McNaughton) |
Y |
50,000 |
Fidelity Clearing Canada ULC |
||
(ITF Kareen Stangherlin) |
Y |
120,000 |
Zelos Capital Ltd. |
||
(Kareen Stangherlin) |
Y |
20,000 |
Adam Coates |
Y |
40,000 |
Name Change and Consolidation
Pursuant to a resolution passed by directors on November 22, 2018, the Company has consolidated its capital on a 2.9233 old for 1 new basis. The name of the Company has also been changed to "Westleaf Inc."
Effective at the opening, Wednesday, January 9, 2019, the common shares of Westleaf Inc. will commence trading on TSX Venture Exchange, and the common shares of IGC Resources Inc will be delisted.
Graduation from NEX to TSX Venture
The Company has met the requirements to be listed as a TSX Venture Tier 2 Company. Therefore, effective on Wednesday, January 9, 2019, the Company's listing will transfer from NEX to TSX Venture, the Company's Tier classification will change from NEX to Tier 2 and the Filing and Service Office will change from NEX to Calgary.
Private Placement-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced on October 17, 2018:
Number of Shares: |
23,656,945 shares |
Purchase Price: |
$0.85 per share |
Warrants: |
11,828,473 share purchase warrants to purchase 11,828,473 shares |
Warrant Exercise Price: |
$1.30 for a one year period |
$1.30 in the second year |
|
Number of Placees: |
177 placees |
Name |
Insider=Y / |
# of Shares |
Delbert Wapass |
Y |
235,294 |
Taylor Ethans |
Y |
120,000 |
Agent's Fee: |
Canaccord Genuity Corp., Eight Capital and GMP Securities LP receive, in aggregate, $1,206,504 cash and 1,419,416 warrants, exercisable at $0.85 for 24 months |
Private Placement-Non-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 28, 2018:
Number of Shares: |
453,411 shares |
Purchase Price: |
$0.85 per share |
Warrants: |
226,706 share purchase warrants to purchase 226,706 shares |
Warrant Exercise Price: |
$1.30 for a one year period |
$1.30 in the second year |
|
Number of Placees: |
5 placees |
For further information, please refer to the Company's Filing Statement dated November 29, 2018, which is filed on SEDAR.
The Company is classified as a 'Cannabis Stores' company.
Post - Consolidation |
||
Capitalization: |
Unlimited shares with no par value of which |
|
110,386,055 shares are issued and outstanding |
||
Escrowed |
46,230,000 common shares |
|
Escrow Term: |
3 year(s) |
|
Transfer Agent: |
Computershare Trust Company of Canada |
|
Trading Symbol: |
WL |
(new) |
CUSIP Number: |
960563 10 4 |
(new) |
Company Contact: |
Scott Hurd, President & CEO |
|
Company Address: |
1000, 517 – 10th Avenue SW |
|
Calgary, AB T2R 0A8 |
||
Company Phone Number: |
403-870-4798 |
|
Company Email Address: |
||
________________________________________
TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
ASCOT RESOURCES LTD. ("AOT")
BULLETIN TYPE: Halt
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
Effective at 6.01 a.m. PST, January 7, 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.
________________________________________
ASCOT RESOURCES LTD. ("AOT")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
Effective at 7.30 a.m. PST, January 7, 2019, shares of the Company resumed trading, an announcement having been made.
________________________________________
BLACKBIRD ENERGY INC. ("BBI") ("BBI.WT")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
Effective at 5.00 a.m. PST, January 7, 2019, shares of the Company resumed trading, an announcement having been made.
________________________________________
BWR EXPLORATION INC. ("BWR")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 5, 2018:
Number of Units: |
947,500 units, each consisting of 3 flow through shares, 1 non flow through share, and one half of one warrant. Total shares: |
a) 2,842,500 flow through shares |
|
b) 947,500 non flow through shares |
|
Purchase Price: |
$0.20 per unit |
Warrants: |
473,750 share purchase warrants to purchase 473,750 shares |
Warrant Exercise Price: |
$0.075 for a one year period |
Number of Placees: |
13 placees |
Insider / Pro Group Participation:
Name |
Insider=Y / |
# of Units |
Neil Novak |
Y |
75,000 |
Earl Coleman |
Y |
75,000 |
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.
________________________________________
ENTHUSIAST GAMING HOLDINGS INC. ("EGLX")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
Effective at 9.15 a.m. PST, January 7, 2019, shares of the Company resumed trading, an announcement having been made.
________________________________________
HAWKEYE GOLD & DIAMOND INC. ("HAWK")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a Sale and Purchase Agreement dated November 30, 2018 between Hawkeye Gold and Diamond Inc. (the "Company") and James Gregory Davison (the "Vendor") whereby the Company has acquired a 100% interest in the Cariboo Lake Project located in Barkerville, BC, Canada. Consideration is $1,000 cash and 350,000 common shares. 250,000 of the common shares are within 90 days of the completion of a Preliminary Economic Assessment Report on the Property.
CASH |
SHARES |
WORK EXPENDITURES |
$1,000 |
350,000 |
Nil |
_________________________________________________________
HAWKEYE GOLD & DIAMOND INC. ("HAWK")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a Sale and Purchase Agreement dated November 30, 2018 between Hawkeye Gold and Diamond Inc. (the "Company") and James Gregory Davison (the "Vendor") whereby the Company has acquired a 100% interest in the Switft River Project located in Barkerville, BC, Canada. Consideration is $4,000 cash and 450,000 common shares. 250,000 of the common shares are within 90 days of the completion of a Preliminary Economic Assessment Report on the Property.
CASH |
SHARES |
WORK EXPENDITURES |
$4,000 |
450,000 |
Nil |
________________________________________
HIVE BLOCKCHAIN TECHNOLOGIES LTD. ("HIVE")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a cloud hosting agreement dated November 25, 2018 (the "Cloud 1 Agreement") between the Company's wholly owned subsidiary, HIVE Blockchain Switzerland AG ("HIVE Switzerland") and Genesis Development AG ("Genesis AG"), a subsidiary of Genesis Mining Ltd. ("Genesis") pursuant to which Genesis AG will provide cloud-based computational resources to the Company in exchange for an upfront payment of US$6 million consisting of (i) US$2.5 million payment in cash or Ether, and (ii) US$3.5 million payable in 8,317,490 shares of the Company based on the Company's stock price on November 9, 2018. In addition, the Company must pay US$495,000 per month for a period of 12 months.
The transaction is a Non-arm's length transaction as Genesis is a Control Person of the Company. There are no finder's fees.
For further information, please refer to the Company's news releases dated November 30, 2018 and January 2, 2019.
Name |
Insider=Y / |
CASH |
SHARES |
WORK EXPENDITURES |
Genesis |
Y |
$Nil |
8,317,490 |
$Nil |
________________________________________
IDM MINING LTD. ("IDM")
BULLETIN TYPE: Halt
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
Effective at 6.01 a.m. PST, January 7, 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.
________________________________________
IDM MINING LTD ("IDM")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
Effective at 7.30 a.m. PST, January 7, 2019, shares of the Company resumed trading, an announcement having been made.
________________________________________
INTERNATIONAL CORONA CAPITAL CORP. ("IC")
BULLETIN TYPE: Halt
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
Effective at 5.43 a.m. PST, January 7, 2019, 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.
________________________________________
INTERNATIONAL CORONA CAPITAL CORP. ("IC")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange ('TSXV') Bulletin dated January 7, 2019, trading in the shares of the Company will remain halted pending receipt and review of acceptable documentation regarding the change of business and/or Reverse Take-Over pursuant to Listings Policy 5.2.
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.
________________________________________
INTERNET OF THINGS INC. ("ITT")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: January 7, 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: |
3,010,000 |
Original Expiry Date of Warrants: |
January 5, 2019 |
New Expiry Date of Warrants: |
January 5, 2021 |
Exercise Price of Warrants: |
$0.125 |
These warrants were issued pursuant to a private placement of $301,000 principal amount of convertible debentures, which was accepted for filing by the Exchange effective January 11, 2016.
For further details, please refer to the Company's news release dated December 24, 2018.
________________________________________
MINERA ALAMOS INC. ("MAI")
BULLETIN TYPE: Shares for Bonuses
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 200,000 non-transferable bonus warrants in consideration of a CDN$2,000,000 loan made to the Company.
Warrants |
|
Osisko Gold Royalties Inc. |
200,000 |
Each bonus warrant is exercisable into one common share at $0.30 for an eighteen (18) month period.
For further details, please refer to the Company's news release dated December 12, 2018.
_______________________________
NORTHERN SUPERIOR RESOURCES INC. ("SUP")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 7, 2019
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 20, 2018: All numbers are on a post consolidation basis.
Number of Shares: |
3,030,300 shares |
Purchase Price: |
$0.33 per share |
Warrants: |
1,515,150 share purchase warrants to purchase 1,515,150 shares |
Warrant Exercise Price: |
$0.40 for a one year period |
Number of Placees: |
3 placees |
Finder's Fee: |
Red Cloud Klondike Strike Inc. $60,000 cash, 60,606 common shares and 242,424 common share purchase warrants payable (post consolidation). Each warrant has the same terms as the offering. |
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.]
________________________________________
POND TECHNOLOGIES HOLDINGS INC. ("POND")
BULLETIN TYPE: Warrant Term Extension, Correction
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
CORRECTION:
Further to the TSX Venture Exchange Bulletin dated January 3, 2019, the Bulletin should have read as follows:
New Expiry Date of Warrants: |
December 21 Warrants expire January 30, 2021 |
February 23 Warrants expire January 30, 2021 |
|
September 21 Warrants expire January 30, 2021 |
|
December 28 Warrants expire January 30, 2021 |
|
January 30 Warrants expire January 30, 2021 |
The remainder of the bulletin remains unchanged.
________________________________________
VIRIDIUM PACIFIC GROUP LTD. ("VIR")
BULLETIN TYPE: Halt
BULLETIN DATE: January 7, 2019
TSX Venture Tier 2 Company
Effective at 5.00 a.m. PST, January 7, 2019, trading in the shares of the Company was halted due to dissemination; 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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