TSX Venture Exchange Stock Maintenance Bulletins

VANCOUVER, BC, July 28, 2023 /CNW/ -

TSX VENTURE COMPANIES

EDISON LITHIUM CORP. ("EDDY")
BULLETIN TYPE:  Consolidation
BULLETIN DATE:  July 28, 2023
TSX Venture Tier 2 Company

Pursuant to a resolution passed by directors July 4, 2023, the Company has consolidated its capital on an eight (8) old for one (1) new basis.  The name of the Company has not been changed.

Effective at the opening August 1, 2023, the common shares of Edison Lithium Corp. will commence trading on TSX Venture Exchange on a consolidated basis. The Company is classified as a 'Mining' company.

Post - Consolidation
Capitalization:	Unlimited	shares with no par value of which
	14,397,666	shares are issued and outstanding
Escrow:	Nil	shares subject to escrow
Transfer Agent:	Odyssey Trust Company
Trading Symbol:	EDDY                   (UNCHANGED)
CUSIP Number:	28103Q208           (new)

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HIGHWOOD ASSET MANAGEMENT LTD. ("HAM") ("HAM.R")
BULLETIN TYPE:  Prospectus-Subscription Receipt Offering, New Listing-Subscription Receipts
BULLETIN DATE:  July 28, 2023
TSX Venture Tier 2 Company

Prospectus-Subscription Receipt Offerin

Effective May 19, 2023, the Company's short form base shelf prospectus dated May 19, 2023 was filed with and accepted by TSX Venture Exchange (the "Exchange") and filed with and receipted by the Manitoba and New Brunswick Securities Commissions, pursuant to the provisions of the Manitoba and New Brunswick Securities Acts.  Effective May 19, 2023, the Company's amended and restated short form base shelf prospectus dated May 19, 2023 (the "Prospectus") was filed with and accepted by the Exchange, and filed with and receipted by the Alberta and Ontario Securities Commissions, pursuant to the provisions of the Alberta and Ontario Securities Acts.  Under Multilateral Instrument 11-102 – Passport System, the Prospectus is deemed to have been filed with and receipted by the securities regulators in British Columbia and Saskatchewan.  The Exchange has also accepted the filing of the Company's prospectus supplement dated July 12, 2023 ("Prospectus Supplement"). 

The Exchange has been advised that closing of the offering pursuant to the Prospectus Supplement occurred on July 27, 2023 for aggregate gross proceeds of $35,000,000 (the "Offering"). 

Agents:	RBC Dominion Securities Inc., Echelon Wealth Partners Inc., Raymond James Ltd., ATB Capital Markets Inc., Canaccord Genuity Corp., CIBC World Markets Inc., Acumen Capital Finance Partners Limited, Stifel Nicolaus Canada Inc., iA Private Wealth Inc., INFOR Financial Inc., and Paradigm Capital Inc.
Offering:	5,833,333 Subscription Receipts
Offering Price:	$6.00 per Subscription Receipt
Agents' Warrants:	N/A
Agent's Fees:	Aggregate cash commission of $2,100,000, payable as to 50% upon closing of the Offering and 50% upon closing of the Company's acquisitions of Castlegate Energy Ltd., Boulder Energy Ltd. and Shale Petroleum Ltd. (the "Acquisitions").  An additional cash commission of up to $315,000 is payable to the Agents pursuant to the exercise of the Over-Allotment Option, on the same terms as previously described.
Over-Allotment Option:	The Agent may over-allot the Subscription Receipts in connection with the Offering and the Company has granted to the Agent, an option to purchase an additional 874,999 Subscription Receipts at $6.00 per receipt for gross proceeds of $5,249,994, until August 26, 2023.

New Listing-Subscription Receipts

Effective at the opening, Tuesday, August 1, 2023, the Subscription Receipts of the Company issued in the Offering will be listed and admitted to trading on TSX Venture Exchange.  The Company is classified as an 'Oil & Gas Extraction' company. 

Corporate Jurisdiction:		Alberta
Capitalization:	5,833,333	Subscription Receipts issued and outstanding
		The Agents of the Offering have until August 26, 2023 to exercise the Over-Allotment Option.  874,999 additional Subscription Receipts may be issued, listed and admitted to trading, if the Agents exercise the Over-Allotment Option in full.
Escrow:		N/A

Transfer Agent:	Odyssey Trust Company
Subscription Receipt Trading Symbol:	HAM.R
Subscription Receipt CUSIP Number:	43127Q 12 6
Conversion Terms:	Each Subscription Receipt entitles the holder to receive, without payment of additional consideration, 1 unit of the Company upon closing of the Acquisitions.  Each unit is comprised of 1 common share and a 0.5 common share purchase warrant.  Each whole warrant is exercisable into 1 common share at an exercise price of $7.50 per share for 36 months from issuance.
Delisting:	The Subscription Receipts will be listed and admitted for trading until the closing of the Acquisitions.  A further bulletin will be issued by the Exchange confirming the delisting of the Subscription Receipts and the listing of the corresponding common shares and warrants.

The Subscription Receipts are governed by the terms and conditions of a subscription receipt agreement dated July 27, 2023 among the Company, Odyssey Trust Company and RBC Dominion Securities Inc., and were issued pursuant to the Company's Prospectus Supplement. 

For further information, please refer to the Company's Prospectus Supplement filed on SEDAR on July 12, 2023 and the Company's news releases dated July 5, 2023, July 10, 2023 and July 27, 2023. 

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PATHWAY HEALTH CORP.  ("PHC")
BULLETIN TYPE: Suspend
BULLETIN DATE: July 28, 2023
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange bulletin dated July 28, 2023 and Pathway Health Corp., (the "Company") new release dated July 28, 2023, effective at the opening on Tuesday, August 01, 2023, the common shares of the Company will be suspended for failure to maintain Exchange Requirements.

Members are prohibited from trading in the securities of the Company during the period of the suspension or until further notice.

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VOXTUR ANALYTICS CORP. ("VXTR")
BULLETIN TYPE:  Reinstated for Trading
BULLETIN DATE:  July 28, 2023
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange Bulletin dated July 19, 2023, the Exchange has been advised that the Cease Trade Order issued by the Ontario Securities Commission dated July 18, 2023, has been revoked.

Effective at the opening, Tuesday, August 1, 2023, trading will be reinstated in the securities of the Company.

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23/07/28  - TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES

ANFIELD ENERGY INC. ("AEC")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement; Private Placement-Brokered
BULLETIN DATE:  July 28, 2023
TSX Venture Tier 2 Company

Property-Asset or Share Purchase Agreement

TSX Venture Exchange has accepted for filing an acquisition (the "Acquisition") of an arm's length party (the "Subsidiary") pursuant to a share purchase agreement dated June 5, 2023 (the "Agreement") between the Company, the Subsidiary, and the Subsidiary's parent company (the "Parent"). The Subsidiary controls the rights to the Marquez-Juan Tafoya Uranium Project (the "Property") located in the Grants uranium mineral district in the State of New Mexico.

Pursuant to the terms of the Agreement, the Company will issue 185,000,000 shares and pay $5,000,000 to the Parent in order to complete the Acquisition. $4,000,000 of the $5,000,000 was paid at closing with the remaining $1,000,000 due on or before Sept. 25, 2023.

The Company has also granted the Parent the right to nominate one director to the board of the Company, to serve so long as the Parent continues to hold at least 10% of the outstanding shares of the Company.

For further details, please refer to the Company's news releases dated June 6, 2023 and July 20, 2023.

Private Placement-Brokered

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced June 15, 2023:

Number of Shares:	81,820,000 shares
Purchase Price:	$0.055 per share
Warrants:	40,910,000 share purchase warrants to purchase 40,910,000 shares
Warrant Exercise Price:	$0.085 for a two-year period
Number of Placees:	30 placees

Insider / Pro Group Participation:
Placees	# of Placee (s)	Aggregate # of Shares
Aggregate Existing Insider Involvement:	5	9,080,000
Aggregate Pro Group Involvement:	N/A	N/A

Agent's Fee:	Haywood Securities Inc. – $216,770.40 cash and 3,980,305 compensation options
	Red Cloud Securities Inc. - $38,253.60 cash and 655,495 compensation options
	Each non-transferable compensation option is exercisable into one common share of the Company at a price of $0.055 per share for a two-year period.

The Company issued a news release on July 10, 2023 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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ARANJIN RESOURCES LTD.  ("ARJN")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  July 28, 2023
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on June 12, 2023 and July 13, 2023:

Number of Shares:	53,782,668 common shares
Purchase Price:	$0.02 per share
Warrants:	53,782,668 share purchase warrants to purchase 53,782,668 shares
Warrant Exercise Price:	$0.05 for a 24-month period
Number of Placees:	28 placees

Insider / Pro Group Participation:
Placees	# of Placee (s)	Aggregate # of Shares
Aggregate Existing Insider Involvement:	1	10,000,000
Aggregate Pro Group Involvement:	N/A	N/A

	Aggregate Cash Amount	Aggregate # of Shares	Aggregate # of Warrants
Finder's Fee:	$48,473.07	N/A	N/A

The Company issued a news release on July 21, 2023, 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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BLUE SKY URANIUM CORP. ("BSK")
BULLETIN TYPE:  Private Placement-Non-Brokered, Amendment
BULLETIN DATE:  July 28, 2023
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange Bulletin dated July 12, 2023 ("Original Bulletin"), the following amendments to the finder's fee amounts have been made:

	Aggregate Cash Amount	Aggregate # of Shares	Aggregate # of Warrants
Original Finder's Fee:	$84,636.82	N/A	1,128,490

	Aggregate Cash Amount	Aggregate # of Shares	Aggregate # of Warrants
Amended Finder's Fee:	$88,136.82	N/A	1,175,157

                                                                                             

All other details of the Original Bulletin remain unchanged.

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CASA MINERALS INC. ("CASA")
BULLETIN TYPE:  Warrant Price Amendment
BULLETIN DATE:  July 28, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange has consented to the reduction in the exercise price of the following warrants:

Private Placement:
# of Warrants:	1,014,200
Expiry Date of Warrants:	October 6, 2023 (previously amended)
Forced Exercise Provision:	If the closing price for the Company's shares is $0.45 or greater for a period of 10 consecutive trading days, then the warrant holders will have 30 calendar days to exercise their warrants from the date of the Company's press release announcing the accelerated expiry; otherwise the warrants will expire on the 31^st calendar day.
Original Exercise Price of Warrants:	$0.30
New Exercise Price of Warrants:	$0.10

These warrants were issued pursuant to a private placement of 1,014,200 shares with 1,014,200 share purchase warrants attached, which was accepted for filing by the Exchange effective September 2, 2021.

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CASA MINERALS INC. ("CASA")
BULLETIN TYPE:  Warrant Price Amendment
BULLETIN DATE:  July 28, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange has consented to the reduction in the exercise price of the following warrants:

Private Placement:
# of Warrants:	20,000,000
Expiry Date of Warrants:	August 18, 2023 (as to 16,400,000 warrants).
	September 20, 2023 (as to 3,600,000 warrants).
Forced Exercise Provision:	If the closing price for the Company's shares is $0.45 or greater for a period of 10 consecutive trading days, then the warrant holders will have 30 calendar days to exercise their warrants from the date of the Company's press release announcing the accelerated expiry; otherwise the warrants will expire on the 31^st calendar day.
Original Exercise Price of Warrants:	$0.30
New Exercise Price of Warrants:	$0.10

These warrants were issued pursuant to a private placement of 20,000,000 shares with 20,000,000 share purchase warrants attached, which was accepted for filing by the Exchange effective June 25, 2021.

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MARITIME RESOURCES CORP. ("MAE")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  July 28, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the documentation relating to a share purchase agreement dated June 16, 2023, between an arm's length party (the "Vendor") and Maritime Resources Corporation. (the "Company"). Pursuant to the agreement, the Company has agreed to purchase all of the shares of Point Rousse Mining Inc. ("Point Rousse"), which owns all of the property, assets, mineral rights, royalties, and liabilities underlying the Point Rousse Project located in the Province of Newfoundland and Labrador, Canada.

As consideration for the acquisition of Point Rousse, the Company has agreed to issue a total of 23,970,218 common shares in the capital of the Company to the Vendor at deemed price of $0.04172 per share and pay $ 3,000,000 in cash to the Vendor at closing.

For further information, please refer to the Company's press release dated June 19, 2023.

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MCF ENERGY LTD. ("MCF")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement; Private Placement – Non-Brokered
BULLETIN DATE:  July 28, 2023
TSX Venture Tier 2 Company

Property-Asset or Share Purchase Agreement

TSX Venture Exchange has accepted for filing an acquisition (the "Acquisition") of all the issued and outstanding shares of an arm's length party (the "Target") pursuant to a share sale and purchase agreement (the "Agreement") between the Company, the Company's subsidiary, the Target and the shareholders of the Target (the "Target Shareholders"). The Agreement also allows for the Company to obtain a 20% interest in a prospective German oil and gas exploration licence held by a company affiliated with the Target.

As consideration for the Acquisition, the Company may pay up to €4,500,000 in cash and issue 15,986,750 common shares, with a deemed value of €6,500,000. At closing, the Company paid €1,250,000 in cash and issued a total of 11,067,750 common shares to the Target Shareholders. A total of 4,919,000 common shares are available for issuance, and a total of €3,250,000 in cash is due. Of this amount, €2,250,000 cash is contingent upon the Target achieving a number of predetermined milestones before October 1, 2024, including obtaining a number of licences, net of final working capital adjustments. The common shares have a limited trading right, which expires in three equal instalments four, eight, and twelve months after closing. A success fee of €220,000 was paid in connection with the Acquisition.

For further details, please refer to the Company's news releases dated January 23, 2023, February 22, 2023 and April 3, 2023.

Private Placement

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement of Subscription Receipts announced on February 22, 2023, and February 23, 2023. 

Number of Shares:	24,799,000  Shares
Purchase Price:	$0.50  per Shares
Number of Placees:	206 placees

Insider / Pro Group Participation:
Placees	# of Placee (s)	Aggregate # of Shares
Aggregate Existing Insider Involvement:	2	1,900,000
Aggregate Pro Group Involvement:	6	765,000

	Aggregate Cash Amount	Aggregate #  of Shares	Aggregate # of Warrants
Finder's Fee:	$ 499,970	N/A	1,000,940

Finder's Warrants Terms: Each non-transferable warrant entitles the holder to purchase one common share at the price of $0.62 for a period of 12 months from the date of issuance.

The Company issued a news release on March 17, 2023, confirming the closing of the private placement.

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METAL ENERGY CORP. ("MERG")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  July 28, 2023
TSX Venture Tier 2 Company 

TSX Venture Exchange has accepted for filing documentation relating to an option agreement dated June 16, 2023 and the Amending Agreement dated July 18, 2023 (the "Agreements") between the Company and an arm's length party (the "Optionor"). Pursuant to the terms of the Agreements, the Company will acquire 100% interest in the SourceRock Project, 307 mineral claims in the Thunder Bay-Nipigon area of Northwestern Ontario (the "Property").

Under the terms of the Agreements, the Company will earn a 100% interest in the Property upon providing a $50,000 cash payment to the Optionor upon execution of the Agreements and the Company to commit a minimum of $100,000 to a staking program (representing 2,000 claim units), 3,000,000 common shares deemed at $0.04 per common share and 1,500,000 warrants exercisable for one common share of the Company at a price of $0.10 for a period of 3 years from the date of issuance. The Company will also, on or before the first year anniversary, issue $500,000 worth of common shares of the Company at a price per share equal to the volume-weighted trading price of the Company's shares on the TSXV for 20 trading days prior to the issue date of such shares. If the price per share is below $0.04, the balance of the $500,000 in value will be paid in cash. Upon completion of the above, the Company will have acquired 100% in the Property.

The Company will make advance Royalty payments in cash to the Optionor, if the Company is able to publish a resource estimate, including but not limited to, an arm's length compliant NI 43-101 (the "Report") of the Property, of $20,000 per year, payable annually, on or before each of the 1st through 5th anniversaries of the issuance of the Report. Thereafter, $40,000 per year, payable annually, on or before each of the 6th through 15th anniversaries of the issuance of the Report; and a sum of $500,000 on or before the 16th anniversary of the Report. Any advance Royalty payments made will be deducted from and credited towards any Royalty payments due to the Optionor pursuant to the Royalty Agreement, if any.

The Optionor will retain a 3.0% Net Smelter Royalty ("NSR") on the Property, of which up to 1.0% NSR may be repurchased by the Company for $500,000 up until the fourth anniversary, and if after the repurchase of the first 1% NSR by the fourth anniversary, then the Company may repurchase the remaining 2% NSR for $5,000,000 up until the 10th anniversary. If the Company does not exercise its right to repurchase the NSR within the time frames, the Company will retain at all times a first right of refusal to repurchase the NSR on the same terms and conditions agreed to between the Optionor and such third party.

For further information, refer to the Company's news releases dated June 26, 2023, July 12, 2023 and July 26, 2023.

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PATHWAY HEALTH CORP.  ("PHC")
BULLETIN TYPE:  Halt
BULLETIN DATE:  July 28, 2023
TSX Venture Tier 2 Company

Effective at 4:46   a.m. PST, July 28, 2023, 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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VVC EXPLORATION CORPORATION ("VVC")
BULLETIN TYPE:  Halt
BULLETIN DATE:  July 28, 2023
TSX Venture Tier  2 Company

Effective at 6:19 a.m. PST, July 28, 2023, 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.

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SOURCE TSX Venture Exchange

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