TSX Venture Exchange Stock Maintenance Bulletins
VANCOUVER, BC, Nov. 29, 2021 /CNW/ - TSX VENTURE COMPANIES
GIVEX INFORMATION TECHNOLOGY GROUP LIMITED ("GIVX")
[formerly County Capital 2 Ltd. ("CTWO.P")]
BULLETIN TYPE: Qualifying Transaction-Completed, Name Change and Consolidation, Private Placement-Brokered and Non-Brokered, Graduation
BULLETIN DATE: November 29, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange (the "Exchange") has accepted for filing Givex information Technology Group Limited's (formerly County Capital 2 Ltd., the "Company") Qualifying Transaction ("QT") described in its Filing Statement dated November 14, 2021. As a result, at the opening on December 1, 2021, the Company will no longer be considered a Capital Pool Company.
Pursuant to the business combination agreement dated November 12, 2021 (the "Business Combination Agreement"), the Company has indirectly acquired all the issued and outstanding shares of Givex Corporation ("Givex") for a total of 90,213,300 post-consolidation common shares, excluding the common shares issued in the Private Placement - Brokered and Non-Brokered section below.
Name Change and Consolidation
Pursuant to a resolution passed by directors of the Company on November 12, 2021, the Company consolidated its capital on the basis of 1 post-consolidation common share for every 9.1871 pre-consolidation common shares. The name of the Company has also been changed to "Givex Information Technology Group Limited".
Private Placement – Brokered and Non-Brokered
Prior to the completion of the QT, Givex completed brokered and non-brokered private placements of subscription receipts for total gross proceeds of $22,000,000. The subscription receipts issued at $1 per subscription receipt were indirectly exchanged into 22,000,000 common shares and 11,000,000 common share purchase warrants with an exercise price of $1.25 per share until November 25, 2023, all on a post-consolidation basis in the capital of the Company.
Graduation
TSX Venture Exchange has been advised that the Company's common shares will be listed and commence trading on Toronto Stock Exchange at the market opening on Wednesday, December 1, 2021 under the name "Givex Information Technology Group Limited." with the symbol "GIVX".
As a result of this Graduation, the Company's common shares will be delisted from TSXV at the commencement of trading on Toronto Stock Exchange.
Please refer to the Original Listing bulletin issued by the TSX dated November 29, 2021 for further information on the listing and the Filing Statement dated November 14, 2021, which is available on www.sedar.com for details of the QT.
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MINTO METALS CORP. ("MNTO")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: November 29, 2021
TSX Venture Tier 1 Company
Effective at the opening, Tuesday, November 30, 2021, shares of the Company will resume trading, the Exchange having received all documentation required pursuant to Policy 2.3.
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TENTH AVENUE PETROLEUM CORP. ("TPC")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement, Plan of Arrangement, Notice of Distribution
BULLETIN DATE: November 29, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation an arm's length purchase and sale agreement ("Agreement") dated September 29, 2021 between the Company and Salida Energy Inc. (the "Vendor"). Pursuant to the terms of Agreement, the Company will purchase certain oil and gas assets from the Vendor to obtain approximately 1.31% unit participation and 1.72% revenue and billing working interest in the Swan Hills Unit No. 1 (the "SHU Assets") located in Alberta. As total consideration, the Company will provide the Vendor with an aggregate of 9,716,442 common shares in the capital of the Company at a deemed price of $0.085 per common share.
Plan of Arrangement
Pursuant to a special resolution passed by shareholders of the Company on May 21, 2021, the company has also completed a plan of arrangement ("Arrangement") under section 263 of the Business Corporation Act (Alberta). Pursuant to the terms of the Arrangement, the Company will spin-off its oil and gas assets and liabilities (excluding the SHU Assets) to Odaat Oil Corp., a current wholly-owned subsidiary of Waskahigan Oil & Gas Corp. ("WOGC"). In connection with the Arrangement, WOGC will separate from the Company and become a standalone reporting issuer in the Province of Alberta. As a result of the transaction, the common shares of WOGC will not be listed for trading on any exchange and will further be distributed to the shareholders of the Company as per the notice of distribution mentioned below.
Notice of Distribution
The Company has declared the following share distribution:
Distribution per Common share: |
One (1) share of WOGC |
Payable Date: |
December 31, 2021 |
Record Date: |
December 3, 2021 |
Ex-Distribution Date: |
December 2, 2021 |
For further information, please reference the Company's news releases dated April 5, 2021, May 5, 2021, May 25, 2021, July 21, 2021, October 15, 2021 and November 29, 2021, and the information circular dated May 14, 2021.
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21/11/29 - TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
A.I.S. RESOURCES LIMITED ("AIS")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: November 29, 2021
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: |
18,970,000 |
Original Expiry Date of Warrants: |
December 1, 2021 |
New Expiry Date of Warrants: |
December 1, 2022 |
Exercise Price of Warrants: |
$0.10 |
These warrants were issued pursuant to a private placement of 18,970,000 shares with 18,970,000 share purchase warrants attached, which was accepted for filing by the Exchange effective December 15, 2020.
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BALD EAGLE GOLD CORP. ("BIG")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 29, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to a Share Purchase Agreement dated November 15, 2021 (the "Agreement"), between the Company and arm's length parties (the "Vendors"), whereby the Company has acquired all of the issued and outstanding shares of Frontier Metals Canada Holdings Corp. (the "Target"), including an 100% interest in the Leviathan Property located in the Heath Mining District of Washington County, Idaho, USA (the "Property").
As consideration, the Company will issue to the Vendors 10,000,000 common shares. The Vendor will retain a 2% net smelter return royalty ("NSR"), subject to a $1,000,000 buy back for one-half (1.0%) of the NSR.
For more information, please refer to the Company's news releases dated November 16, 2021.
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Golden Dawn Minerals Inc. ("GOM")
BULLETIN TYPE: Private Placement Non-Brokered
BULLETIN DATE: November 29, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced November 8, 2021:
Number of Shares: |
5,000,000 flow-through shares |
Purchase Price: |
$0.20 per flow-through share |
Warrants: |
5,000,000 share purchase warrants to purchase 5,000,000 common shares |
Warrant Exercise Price: |
$0.30 for a two-year period |
Number of Placees: |
16 placees |
Finder's Fee: |
Qwest Investment Fund Management Ltd. – $40,000 cash and 200,000 finder's warrants. Each non-transferable finder warrant is exercisable into one common share of the Company at a price of $0.20 per share for a two-year period. |
Arthur Perna – $5,425 cash and 27,125 finder's warrants. Each non-transferable finder warrant is exercisable into one common share of the Company at a price of $0.30 per share for a two-year period. |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued news releases on November 19, 2021 and November 26, 2021 announcing the closing of the private placement and setting out the expiry dates of the hold period. 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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GUANAJUATO SILVER COMPANY LTD. ("GSVR")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: November 29, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 901,224 shares at a deemed price of $0.55 to settle outstanding debt for $495,673.20.
Number of Creditors: |
1 Creditor |
|||
Insider / Pro Group Participation: |
||||
Creditor |
Insider=Y /Amount |
Owing |
Deemed Price per Share |
# of Shares |
Endeavour Silver Corp. |
Y |
$495,673.20 |
$0.55 901,224 |
|
For further details, please refer to the Company's news release dated November 16, 2021. The Company shall issue a news release when the shares are issued and the debt extinguished.
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JADE LEADER CORP. ("JADE")
BULLETIN TYPE: Private Placement – Non-Brokered
BULLETIN DATE: November 29, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced November 1, 2021:
Number of Shares: |
3,214,285 common share units ("Units"). Each Unit consists of one common share ("Share") and one-half of one common share purchase warrant ("Warrant"). |
Purchase Price: |
$0.07 per Unit |
Warrants: |
1,607,142 Warrants to purchase 1,607,142 Shares |
Warrant Price: |
$0.14 exercisable for a period of two years from the date of issuance |
Number of Placees: |
1 placee |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release announcing the closing of the private placement setting out the expiry dates of the hold period(s) on November 17, 2021.
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JURA ENERGY CORPORATION ("JEC")
BULLETIN TYPE: Halt
BULLETIN DATE: November 29, 2021
TSX Venture Tier 1 Company
Effective at 5:45 a.m. PST, Nov. 29, 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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LIFEIST WELLNESS INC. ("LFST") ("LFST.WT.B") ("LFST.WT.A")
BULLETIN TYPE: Halt
BULLETIN DATE: November 29, 2021
TSX Venture Tier 1 Company
Effective at 7:23 a.m. PST, Nov.29, 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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LIFEIST WELLNESS INC. ("LFST") ("LFST.WT.B") ("LFST.WT.A")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: November 29, 2021
TSX Venture Tier 1 Company
Effective at 8:30 a.m. PST, Nov. 29, 2021, shares of the Company resumed trading, an announcement having been made.
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MINTO METALS CORP. ("MNTO")
BULLETIN TYPE: Halt
BULLETIN DATE: November 29, 2021
TSX Venture Tier 1 Company
Effective at 5:00 a.m. PST, Nov. 29, 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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ORGANTO FOODS INC ("OGO")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 29, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to a Share Sale and Purchase Agreement (the "Agreement") dated November 16, 2021, between Organto Foods Inc. (the "Company") and two (2) arm's length parties (collectively, the "Vendors"), whereby the Company has agreed to acquire all of the issued and outstanding shares of Beeorganic B.V. (the "Target") – a privately held Dutch corporation that provides fresh fair-trade organic bananas with sales in the Netherlands, Belgium and France.
Under the terms of the Agreement, the Company will make a cash payment of €600,000 euro and issue an aggregate of 1,579,670 common shares to the Vendors on closing in consideration of the Target's issued and outstanding shares.
Additionally, an earnout of up to €150,000 euro is payable by the Company if certain growth targets are met over a three year period.
For further details, please refer to the Company's news release dated November 17, 2021.
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PACTON GOLD INC. ("PAC")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: November 29, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced November 25, 2021:
Number of Shares: |
3,718,180 flow-through shares |
Purchase Price: |
$0.55 per share |
Number of Placees: |
2 placees |
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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PLAYMAKER CAPITAL INC. ("PMKR")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 29, 2021
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation pertaining to a Purchase and Sale Agreement (the "Agreement") dated October 29, 2021, between the Company and an arm's length party (the "Vendor") whereby the Company has acquired the rights to the social accounts @VarskySports on Twitter, Instagram, and Facebook, which have a cumulative global audience of more than two million followers.
Under the terms of the Agreement, the Company has made a cash payment of USD$175,000 and has issued 45,479 common shares at a deemed $0.6819 per share. The Vendor is also entitled to an aggregate USD $60,000 services rendered payment which can be satisfied via cash or common share issuance.
For more information, please refer to the Company's news release dated November 1, 2021, and November 15, 2021.
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NEX COMPANIES:
GSTAAD CAPITAL CORP. ("GTD.H")
BULLETIN TYPE: Halt
BULLETIN DATE: November 29, 2021
NEX Company
Effective at 8:48 a.m. PST, Nov. 29, 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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PEZM GOLD INC. ("PEZM.H")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: November 29, 2021
NEX Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced November 2, 2021:
Number of Shares: |
700,000 shares |
|
Purchase Price: |
$1.30 per share |
|
Warrants: |
350,000 share purchase warrants to purchase 350,000 shares |
|
Warrant Exercise Price: |
$1.40 for a one-year period |
|
Number of Placees: |
4 placees |
|
Insider / Pro Group Participation: |
||
Name |
Insider=Y / ProGroup=P |
# of Shares |
Aggregate Pro Group Involvement |
P |
25,000 |
[1 placee] |
||
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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SOURCE TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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