VANCOUVER, BC, Sept. 15, 2021 /CNW/ -
TSX VENTURE COMPANIES
KONA BAY TECHNOLOGIES INC. ("KBY.H")
[formerly KONA BAY TECHNOLOGIES INC. ("KBY")]
BULLETIN TYPE: Property-Asset or Share Disposition Agreement, Transfer to NEX, Symbol Change
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a share purchase agreement dated July 27, 2021 between Kona Bay Technologies Inc. (the "Company") and Radames Bernath (the "Purchaser"), whereby the Company agreed to sell to the Purchaser all of the shares in the capital of its subsidiary, Act360Media Inc. ("Act360"), in exchange for a cash payment of $1.00 and the Purchaser's agreeing to indemnify the Company for all liabilities of Act360. The majority shareholders approval on the disposition has been obtained by the Company.
In accordance with TSX Venture Policy 2.5, the Company has not maintained the requirements for a TSX Venture Tier 2 company. Therefore, effective on September 17, 2021, the Company's listing will transfer to NEX, the Company's Tier classification will change from Tier 2 to NEX, and the Filing and Service Office will change from Vancouver, BC to NEX.
As of September 17, 2021, the Company is subject to restrictions on share issuances and certain types of payments as set out in the NEX policies.
The trading symbol for the Company will change from "KBY" to "KBY.H". There is no change in the Company's name, no change in its CUSIP number and no consolidation of capital. The symbol extension differentiates NEX symbols from Tier 1 or Tier 2 symbols within the TSX Venture market.
The Company is classified as a 'Software Development' company.
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NEW CAROLIN GOLD CORP ("LAD")
BULLETIN TYPE: Plan of Arrangement, Delist
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
Pursuant to approval at a special meeting of the shareholders of New Carolin Gold Corp (the "New Carolin") on Sept 9, 2021, New Carolin has received final Court approval on Sept 14, 2021, to complete a plan of arrangement under Section 288 of the BC Business Corporations Act ("BCBCA"). The Plan of Arrangement will be effective as of 12:01 a.m. (Vancouver time) on Thursday, September 16, 2021, and will result in Talisker Resources Ltd. ("Talisker") acquiring all of the issued and outstanding Common Shares New Carolin Gold Corp for consideration of 0.3196 of a common share of Talisker for each Common Share held (the "Arrangement").
A Finder's Fee will be paid to Joma Jore Management & Agiotage, Inc., in connect with the transaction in the amount of $100,000, to be fully satisfied by (i) the issuance of 526,315 New Carolin Shares, having a deemed issue price of $0.095 per share ($50,000); and (ii) the remaining balance of the Finder's Fee ($50,000) shall be fully satisfied by a cash payment.
Effective at the close of business Thursday, September 16th, 2021, the Common Shares, will be delisted from TSX Venture Exchange at the request of the Company.
Further information on the transaction is available on New Carolin Gold Corp SEDAR profile in the information circular dated August 10, 2021 and in news releases dated July 26, to Sept 16, 2021.
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SPYDER CANNABIS INC. ("SPDR")
BULLETIN TYPE: Consolidation
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
Pursuant to a special resolution passed by shareholders on July 12, 2021, the Company has consolidated its capital on a (5) old for (1) new basis. The name of the Company has not been changed.
Effective at the opening, Friday, September 17, 2021, the common shares of Spyder Cannabis Inc. will commence trading on TSX Venture Exchange on a consolidated basis. The Company is classified as an 'All other misc. store retailers' company.
Post - Consolidation |
|
Capitalization: |
Unlimited shares with no par value of which |
14,809,631 shares are issued and outstanding |
|
Escrow |
1,591,949 shares are subject to escrow |
Transfer Agent: |
Capital Transfer Agency |
Trading Symbol: |
SPDR (UNCHANGED) |
CUSIP Number: |
85220Q206 (NEW) |
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VIZSLA COPPER CORP. ("VCU")
BULLETIN TYPE: New Listing-Shares; Private Placement-Non-Brokered; Halt
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
New Listing Shares:
The Company's Listing Application dated September 13, 2021, has been filed with and accepted by TSX Venture Exchange.
Commence Date: |
At the opening on Friday, September 17, 2021 the common shares of the Company will be listed and IMMEDIATELY HALTED on TSX Venture Exchange |
Corporate Jurisdiction: |
British Columbia |
Capitalization: |
Unlimited common shares with no par value of which 81,340,312 common shares will be issued and outstanding on closing of the private placement. |
Escrowed Shares: |
9,312,994 common shares subject to escrow |
Transfer Agent: |
Computershare Investor Services Inc. |
Trading Symbol: |
VCU |
CUSIP Number: |
92858X107 |
Private Placement:
In connection with the Company's Listing Application, the TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced April 20, 2021:
Number of Shares: |
23,816,866 common shares |
|
8,306,331 flow through shares |
||
Purchase Price: |
$0.15 per common share |
|
$0.18 per flow through share |
||
Number of Placees: |
140 placees |
|
Insider / Pro Group Participation: |
||
Name |
Insider=Y / |
# of Shares |
Craig Parry |
Y |
2,316,670 |
Michael Konnert |
Y |
1,083,500 |
Simon Cmrlec |
Y |
1,666,670 |
Karlene Collier |
Y |
27,778 |
Chris Donaldson |
Y |
111,115 |
Grant Tanaka |
Y |
200,000 |
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.
For further information, please refer to the Listing Application dated September 13, 2021 available on SEDAR.
Company Contact: |
Jen Hanson, Corporate Secretary |
Company Address: |
Suite 700 – 1090 West Georgia Street |
Company Phone Number: |
778-899-3050 |
Company Email Address: |
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21/09/15 - TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
ALTAN RIO MINERALS LIMITED ("AMO")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing an Option Agreement dated September 13, 2021 between Altan Rio Australia (Aust) Pty Ltd., the Company's wholly-owned subsidiary and Kym Anthony McClaren whereby the Company will acquire a 90% interest in "E" tenement located in the Southern Cross Greenstone Belt in West Australia. The initial consideration is A$100,000 and A$50,000 in common shares with a deemed price of $0.15 per share after which Altan Australia will hold the option until August 25, 2022. Altan Australia has the right to extend the Initial Option Period for an additional six months by written notice and the payment of A$50,000. If the option is exercised, the additional consideration is A$250,000 and A$250,000 in common shares at a deemed price equal to the 30-day VWAP prior to the date the option is exercised subject to a floor price of not less than $0.0975. Following the exercise of the option, McClaren may convert is retained 10% interest into a 1.5% gross smelter royalty on all metals and minerals extracted. If McClaren wishes to sell the 10% interest, Altan Australia will have the right of first refusal to purchase the interest.
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AVANTI ENERGY INC. ("AVN")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced September 3, 2021:
Number of Shares: |
882,352 shares |
Purchase Price: |
$1.70 per share |
Number of Placees: |
1 placee |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release dated September 14, 2021 announcing the closing of the private placement and setting out the expiry dates of the hold period(s).
________________________________________
CENTRAL AFRICAN GOLD INC. ("CAGR")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation in connection with an Assignment Agreement dated July 1, 201 and Amending Agreement dated August 23, 2021 between KBC Capital Sarl (Yves Kabongo), Lockwood Financial Ltd. (Kevin Torudag), Knafo Holdings Inc. and the Company whereby the Company will acquire the Musefu gold project located in the Dominion Republic of Congo. The consideration is 5,000,000 common shares issuable as follows:
KBC Capital Sarl – 3,465,000 common shares
Lockwood Financial Ltd. – 1,000,000 common shares
Knafo Holdings Inc. – 535,000 common shares
9447- 226 Quebec Inc. (Elia Mikhael) will receive a finder's fee of 330,000 common shares.
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ENERDYNAMIC HYBRID TECHNOLOGIES CORP. ("EHT")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: September 15, 2021
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced August 25, 2021:
Number of Shares: |
5,094,857 common shares |
Purchase Price: |
$0.70 per common share |
Warrants: |
5,094,857 share purchase warrants to purchase 5,094,857 shares |
Warrant Exercise Price: |
$1.00 for a period of two years |
Number of Placees: |
61 Placees |
Insider / Pro Group Participation: |
Name |
Insider=Y / ProGroup=P |
Number of Shares |
David Woolford |
Y |
142,857 |
Broker's Fee: |
Canaccord Genuity Corp. and Leede Jones Gable Inc. have received an aggregate fee of $62,475 in cash and 89,250 finder's warrants, with each warrant exercisable into one common share at $1.00 per share for a period of two years. |
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. For more information, please refer to the Company's news releases dated May 12, 2021, June 28, 2021, July 12, 2021, August 17, 2021 and August 25, 2021.
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ENERDYNAMIC HYBRID TECHNOLOGIES CORP. ("EHT")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: September 15, 2021
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 20,325,871 common shares at a deemed price of $0.70 per share to settle outstanding debt for $14,228,109.94.
Number of Creditors: 19 Creditors
For more information, please refer to the Company's news releases dated January 28, 2021, May 12, 2021, June 28, 2021, July 12, 2021, July 30, 2021, August 17, 2021 and August 25, 2021.
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ESE Entertainment Inc. ("ESE")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to a share purchase agreement (the "Agreement") dated August 13, 2021 between the Company and Niall Maher, Rob King and Sean McGinley (the "Vendors"), whereby the Company acquired all of the issued and outstanding shares of Auto Simulation Limited, a company doing business as Digital Motorsports ("Digital Motorsports").
Under the terms of the Agreement, the Company acquired all of the shares of Digital Motorsports by (i) making a cash payment of CAD$1,681,250 on closing, (ii) investing €250,000 in Digital Motorsports for ongoing operations and working capital, (iii) issuing 941,500 shares on closing and (iv) if all revenue-based milestones are met during the earn–out period, issuing up to a further 8,473,500 shares over a three to five and a half-year period. All shares issuable under the Agreement will be issued at a deemed price of CAD$1.25 per share (for an aggregate deemed value of CAD$11,768,750).
Finder's Fee: Netberry Ou (Martin Minc) – $42,031.25 cash and 235,375 shares
ZDK Holdings Ltd. (Zachary Dolesky) – $42,031.25 cash and 235,375 shares
For further details, please refer to the Company's news releases dated May 13. 2021, August 16, 2021 and September 15, 2021.
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ESG CAPITAL 1 INC. ("ESGO.P")
BULLETIN TYPE: New Listing-CPC-Shares
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
Reference is made to our bulletin dated September 13, 2021, 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 September 14, 2021, commenced trading at the opening of business on Wednesday, September 15, 2021.
The Company has completed its public offering of securities on September 14, 2021. The gross proceeds received by the Company for the Offering are $200,000 (1,000,000 common shares at $0.20 per share).
GRAPHENE MANUFACTURING GROUP LTD. ("GMG")
BULLETIN TYPE: Private Placement- Non-Brokered
BULLETIN DATE: September 15, 2021
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on August 26, 2021:
Number of Shares: |
425,000 common shares |
Purchase Price: |
CDN$2.14 per share |
Warrants: |
212,500 share purchase warrants to purchase 212,500 common shares |
Warrant Exercise Price: |
CDN$2.60 per share for a 36-month period |
Number of Placees: |
4 Placees |
Insider / Pro Group Participation: None |
|
Finder's Fee: |
CDN$54,750 in cash and 12,750 finder warrants payable to Tri View Capital Ltd. Each finder warrant entitles the holder to acquire one unit at CDN$2.14 for a 36-month 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.
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company has issued a new release announcing the closing of the private placement and setting out the expiry dates of the hold period(s).
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GREENBRIAR CAPITAL CORP. ("GRB")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 1080 shares and 540 share purchase warrants to settle outstanding debt for $1,567.17.
Number of Creditors: |
1 Creditor |
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Insider / Pro Group Participation: |
||||
Insider=Y / |
Amount |
Deemed Price |
||
Creditor |
Progroup=P |
Owing |
per Share |
# of Shares |
Clifford Webb |
Y |
$1,567.17 |
$1.45 |
1080 |
Warrants: |
540 share purchase warrants to purchase 540 shares |
|||
Warrant Exercise Price: |
$1.50 until expiry on August 21, 2021 |
Refer to the Company's news release dated September 7, 2021 for further detail.
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HEMOSTEMIX INC. ("HEM")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on April 9, 2021 and further amended on April 26, 2021:
Second Tranche
Number of Shares: |
82,150 common shares |
Purchase Price: |
$0.35 per common share |
Warrants: |
82,150 common share purchase warrants to purchase 82,150 common shares. |
Warrant Exercise Price: |
$0.40 for a two-year period. The warrants are subject to an acceleration clause such that if, on any 10 consecutive trading days occurring after four months and one day have elapsed following the closing date of the offering, the closing price of the common shares on the Exchange is greater than $0.48 per common share, the company may provide notice in writing to the holders of the warrants by issuance of a press release that the expiry date of the warrants will be accelerated to the 30th day after the date on which the company issues such press release. |
Number of Placees: |
2 placees |
Finder's Fee: |
Nil |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release on September 8, 2021 announcing the closing of the second tranche of the private placement and setting out the expiry dates of the hold period(s).
________________________________________
ISIGN MEDIA SOLUTIONS INC. ("ISD")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 29, 2021:
Number of Shares: |
16,650,200 common shares |
|
Purchase Price: |
$0.05 per common share |
|
Warrants: |
16,650,200 share purchase warrants to purchase 16,650,200 common shares |
|
Warrant Exercise Price: |
$0.075 for a two-year period |
|
Number of Placees: |
24 placees |
|
Insider / Pro Group Participation: |
||
Insider=Y / |
||
Name |
ProGroup=P |
# of Shares |
Alex Romanov |
Y |
1,000,000 |
Bruce Reilly |
Y |
1,000,000 |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company has issued news releases dated August 6, 2021 and September 3, 2021, announcing 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.
________________________________________
MILLENNIAL PRECIOUS METALS CORP. ("MPM")
BULLETIN TYPE: Miscellaneous
BULLETIN DATE: September 15, 2021
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation pertaining to the issuance of 350,000 common shares of the Company at a deemed price of $0.61 per common share and the payment of $221,522.68 cash commission to Stifel Nicolaus Canada Inc. (the "Finder") in consideration of the financial advisor services provided by the Finder in connection with the acquisition of Clover Nevada LLC's interest in each of the Wildcat Property, the Mountain View Property, the Marr Property, the Ocelot Property, the Eden Property and the Dune Property located in Nevada. Further details regarding the acquisition are set out in the Form 2B (listing application) of Millennial dated April 19, 2021, which is available on SEDAR.
For further details, please refer to the Company's news release dated June 11, 2021.
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New Carolin Gold Corp. ("LAD")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 1,473,684 shares at a deemed price of $0.095 per share to settle outstanding debt for $140,000.
Number of Creditors: |
1 Creditor |
|||
Insider / Pro Group Participation: |
||||
Insider=Y / |
Amount |
Deemed Price |
||
Creditor |
Progroup=P |
Owing |
per Share |
# of Shares |
Primarius Capital Corporation |
Y |
$140,000 |
$0.095 |
1,473,684 |
(Kenneth Holmes) |
For further details, please refer to the Company's news release dated September 14, 2021. The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
RHYOLITE RESOURCES LTD. ("RYE")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to a Share Purchase Agreement (the "Agreement") dated September 7, 2021, between Rhyolite Resources Ltd. (the "Company") and Fred Stanford (the "Vendor"), whereby the Company has agreed to acquire all of the issued and outstanding shares of Muckahi Inc. (the "Target") – a privately held holding company that controls a license to a proprietary mining system for use in underground hard rock mines which involves adaptations to conventional mining systems and equipment and which is commonly referred to as the "Muckahi Mining System".
Under the terms of the Agreement, the Company will issue an aggregate of 9,500,000 common shares to the Vendor over a four-year period in consideration of all the Target's outstanding shares.
For further details, please refer to the Company's news release dated September 7, 2021.
________________________________________
SINTANA ENERGY INC. ("SEI")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
Effective at 11:15 a.m. PST, Sept. 15, 2021, shares of the Company resumed trading, an announcement having been made.
________________________________________
SONORO GOLD CORP. ("SGO")
BULLETIN TYPE: Halt
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
Effective at 8:21 a.m. PST, Sept.15, 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.
________________________________________
SONORO GOLD CORP. ("SGO")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
Effective at 10:45 a.m. PST, Sept. 15, 2021, shares of the Company resumed trading, an announcement having been made.
________________________________________
STRATEGEM CAPITAL CORPORATION ("SGE")
BULLETIN TYPE: Normal Course Issuer Bid
BULLETIN DATE: September 15, 2021
TSX Venture Tier 2 Company
TSX Venture Exchange has been advised by the Company that pursuant to a Notice of Intention to make a Normal Course Issuer Bid dated September 8, 2021, it may repurchase for cancellation, up to 471,846 Class A common shares in its own capital stock. The purchases are to be made through the facilities of TSX Venture Exchange or other recognized marketplaces during the period September 20, 2021 to September 19, 2022. Purchases pursuant to the bid will be made by Canaccord Genuity Corp., Baldeep Chahal,Error! Bookmark not defined. on behalf of the Company.
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SOURCE TSX Venture Exchange
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