TSX Venture Exchange Stock Maintenance Bulletins

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TSX Venture Exchange

Sep 26, 2024, 23:33 ET

VANCOUVER, BC, Sept. 26, 2024 /CNW/ - 

TSX VENTURE COMPANIES

BULLETIN V2024-2863

BULLETIN TYPE:  Cease Trade Order
BULLETIN DATE:  September 26, 2024
TSX Venture Company

A Cease Trade Order has been issued by the Manitoba Securities Commission on September 25, 2024 against the following company for failing to file the documents indicated within the required time period:

Symbol

Tier

Company

Failure to File

Period

Ending

(Y/M/D)

(''LRT.UN'')

2

Lanesborough Real Estate
Investment Trust

Interim Unaudited Financial Reports

Interim Management's Discussion and Analysis and Certification
of the Interim Filings

24/06/30

24/06/30


Upon revocation of the Cease Trade Order, the Company's shares will remain suspended until the Company meets TSX Venture Exchange requirements. Members are prohibited from trading in the securities of the companies during the period of the suspension or until further notice.

________________________________________

24/09/26 - TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES

BULLETIN V2024-2864

ADAMERA MINERALS CORP. ("ADZ")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  September 26, 2024
TSX Venture Tier 2 Company

Financing Type:                         

Non-Brokered Private Placement

Gross Proceeds:                       

$128,500

Offering:                                   

2,570,000 Listed Shares with 2,570,000 warrants attached

Offering Price:                         

$0.05 per Listed Share

Warrant Exercise Terms:           

$0.10 per Listed Share for a two-year period

Non-Cash Commissions:           

N/A                                                                              

Public Disclosure:                     

Refer to the company's news releases dated December 5, 2023, December 22, 2024 and September 26, 2024. The Company completed a 10:1 consolidation on June 13, 2024. The figures stated above are on a pre-consolidation basis.

_______________________________________

BULLETIN V2024-2865

ADAMERA MINERALS CORP. ("ADZ")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  September 26, 2024
TSX Venture Tier 2 Company

Financing Type:                         

Non-Brokered Private Placement

Gross Proceeds:                       

$508,653.60

Offering:                                   

3,391,024 Listed Shares with 3,391,024 warrants attached

Offering Price:                         

$0.15 per Listed Share

Warrant Exercise Terms:           

$0.20 per Listed Share for a five-year period, subject to an acceleration right.

Non-Cash Commissions:           

N/A                                                                              

Public Disclosure:                     

Refer to the company's news releases dated September 6, 2024 and September 26, 2024.

_______________________________________

BULLETIN V2024-2866

AFTERMATH SILVER LTD. ("AAG")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  September 26, 2024
TSX Venture Tier 2 Company

Financing Type:                         

Non-Brokered Private Placement

Gross Proceeds:                       

$4,999,999.90

Offering:                                   

14,285,714 Listed Shares with 7,142,857 warrants attached

Offering Price:                         

$0.35 per Listed Share

Warrant Exercise Terms:           

$0.45 per Listed Share for a two-year period

Non-Cash Commissions:           

N/A                                                                              

Public Disclosure:                     

Refer to the company's news releases dated September 17, 2024 and September 25, 2024.

_______________________________________

BULLETIN V2024-2867

BEDFORD METALS CORP. ("BFM")
BULLETIN TYPE:  Halt
BULLETIN DATE:  September 26, 2024
TSX Venture Tier 2 Company

Effective at 11:39 a.m. PST, September 25, 2024, trading in the shares of the Company was halted, single stock circuit breaker; this regulatory halt is imposed by Canadian Investment Regulatory Organization, the Market Regulator of the Exchange pursuant to the provisions of Section 10.9(1) of the Universal Market Integrity Rules.

_______________________________________

BULLETIN V2024-2868

BEDFORD METALS CORP. ("BFM")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  September 26, 2024
TSX Venture Tier 2 Company

Effective at 11:44 a.m. PST, September 25, 2024, shares of the Company resumed trading, an announcement having been made.

_______________________________________

BULLETIN V2024-2869

BORON ONE HOLDINGS INC. ("BONE")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: September 26, 2024
TSX Venture Tier 2 Company

Financing Type:                         

Non-Brokered Private Placement

Gross Proceeds:                       

$352,550.00

Offering:                                   

7,051,000 Listed Shares with 7,051,000 warrants attached

Offering Price:                         

$0.05 per Listed Share

Warrant Exercise Terms:           

$0.07 per warrant for a period of 30 Months

Non-Cash Commissions:                                                                                       

                                                                                Units           Warrants

Finders (Aggregate)                                                 N/A             160,000

Commission Terms: Each non-transferrable warrant is exercisable at $0.07 for a 30 Month period.

Public Disclosure:                     

Refer to the company's news release(s) dated September 4, 2024, September 10, 2024 and September 25, 2024.

_______________________________________

BULLETIN V2024-2870

CVW CLEANTECH INC. ("CVW")
BULLETIN TYPE: Private Placement-Brokered
BULLETIN DATE: September 26, 2024
TSX Venture Tier 2 Company

Financing Type:                         

Brokered Private Placement

Gross Proceeds:                       

$16,749,560

Offering:                                   

18,610,623 Listed Shares

Offering Price:                         

$0.90 per Listed Share

Disclosure:                               

Refer to the company's news releases dated August 7, 2024 and   September 6, 2024

_______________________________________

BULLETIN V2024-2871

CVW CLEANTECH INC. ("CVW")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: September 26, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange (the "Exchange") has accepted for filing an arrangement between CVW CleanTech Inc. (the "Company") and Northstar Clean Technologies Inc. ("Northstar"), pursuant to which the Company has purchased a five-year $14-million second secured 10 per cent convertible debenture of Northstar (the "Debenture"), which replaces the $1.5-million initial convertible debenture, which was previously purchased. The Debenture and accrued or capitalized interest is convertible, upon the attainment of certain agreed-upon volume and revenue thresholds, into royalty interests at Northstar's next two planned asphalt single reprocessing facilities. Upon conversion, the Company shall receive royalty payments based on revenues at Northstar's next two facilities, which will be no less than 12 per cent of such revenues. In the event that Northstar does not reach agreed-upon volume and revenue thresholds within three years from the transaction date for their next two operating facilities, the Company may, at its sole discretion, remain invested in the Debenture or to convert the Debenture into a royalty on Northstar's Calgary facility.

For further details, refer to the Company's news releases dated August 7, 2024 and September 16, 2024. 

______________________________________

BULLETIN V2024-2872

EARTHLABS INC. ("SPOT")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: September 26, 2024
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing documentation with respect to the arm's length acquisition of social media accounts (the "Asset"), pursuant to an asset purchase agreement dated September 23, 2024 (the "Agreement") between EarthLabs Inc. (the "Company") and arm's length vendors (the "Vendors").

Pursuant to the terms of the Agreement and as consideration for the acquisition of the Asset, the Company issued 243,902 common shares in the capital of the Company at a deemed price of $0.205 per share to the Vendors on closing.

For further details, please refer to the Company's news release dated September 25, 2024.

_______________________________________

BULLETIN V2024-2873

EDGE TOTAL INTELLIGENCE INC. ("CTRL")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  September 26, 2024
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing documentation with respect to the non-arm's length acquisition of Block X Capital Corp. ("BlockX") pursuant to the merger agreement between the Company, the Company's wholly owned subsidiary 1494029 B.C. Ltd., and BlockX.

The Company will issue 4,250,000 subordinate voting shares ("SVS") at a price of $0.40 per SVS, for total consideration of $1,700,000, to Victory Square Technologies Inc., who was the sole shareholder of BlockX.

The Company will issue 197,674 SVS at a price of $0.43 per SVS, for total consideration of $85,000, to an arm's length finder.

For further details, please refer to the Company's news releases dated August 2, 2024, and September 26, 2024.

_______________________________________

BULLETIN V2024-2874

HYPERCHARGE NETWORKS CORP. ("HC")
BULLETIN TYPE:  Warrant Price Amendment
BULLETIN DATE: September 26, 2024
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:                                                     

2,380,947

Forced Exercise Provision:                               

If the closing price for the Company's shares is $0.15 or greater for a period of 10 consecutive trading days, then the warrant holders will have 30 days to exercise their warrants; otherwise the warrants will expire on the 31st day.

Expiry Date of Warrants:                                     

May 17, 2026

Original Exercise Price of Warrants:                     

$1.35

New Exercise Price of Warrants:                         

$0.12

These warrants were issued pursuant to a private placement of 4,761,904 shares with 2,380,947 share purchase warrants attached, closed on May 17, 2023.

_______________________________________

BULLETIN V2024-2875

INSPIRE SEMICONDUCTOR HOLDINGS INC. ("INSP")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  September 26, 2024
TSX Venture Tier 2 Company

Financing Type:                         

Non-Brokered Private Placement

Gross Proceeds:                       

$633,864

Offering:                                   

1,775,750 subordinate voting shares ("SVS") and 21,859 proportionate voting share ("PVS") with 887,875 SVS Warrants and 10,927 PVS Warrants attached, respectively. Each PVS is convertible into 100 SVS.

Offering Price:                         

$0.16 per SVS and $16 per PVS

Warrant Exercise Terms:           

$0.18 per SVS Warrant and $18 per PVS Warrant for a three-year period, subject to an acceleration right.

Non-Cash Commissions:           

N/A                                                                              

Public Disclosure:                     

Refer to the company's news releases dated July 2, 2024, August 19, 2024 and September 18, 2024.

_______________________________________

BULLETIN V2024-2876

NOWVERTICAL GROUP INC. ("NOW")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE: September 26, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation relating to a definitive agreement (the "Agreement") from July 2022, between NowVertical Group Inc. (the "Company") and an arm's length party. Pursuant to the Agreement, the Company shall acquire 100% of the issued and outstanding securities of Resonant Analytics, LLC, a USA-based guided solutions analytics firm.

CASH  ($)

SECURITIES

WORK EXPENDITURES ($)

CONSIDERATION

Earn-out consideration paid over three
fiscal years based on certain adjusted
EBITDA targets, and paid annually
beginning in 2022

$1,500,000 (subject to holdbacks)

2/3 of each of the three earn-out
payments will be paid in cash

900,000 subordinate voting
shares (subject to holdbacks)

1/3 of each of the three earn-out payments will be paid
in subordinate voting shares priced at the greater of the
Company's 20-day VWAP prior to each annual issuance and $1.00 USD per
subordinate voting share.

N/A

N/A

For further details, please refer to the Company's news releases dated July 6, 2022 and July 21, 2022.

_______________________________________

BULLETIN V2024-2877

OPAWICA EXPLORATION INC. ("OPW")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  September 26, 2024
TSX Venture Tier 2 Company

Financing Type:                         

Non-Brokered Private Placement

Gross Proceeds:                       

$600,000

Offering:                                   

12,000,000 Listed Shares with 12,000,000 warrants

Offering Price:                         

$0.05 per Listed Share

Warrant Exercise Terms:           

$0.10 per Listed Share for a two-year period

Commissions in Securities:       

N/A                                                                                                      

Disclosure:                               

Refer to the company's news releases dated April 23, 2024, June 6, 2024 and June 7, 2024.

_______________________________________

BULLETIN V2024-2878

VALKEA RESOURCES CORP. ("OZ")
[formerly OUTBACK GOLDFIELDS CORP.] ("OZ")
BULLETIN TYPE: CORRECTION. Reverse Takeover-Completed, Name Change and Consolidation, Private Placement-Non-Brokered, Resume Trading.
BULLETIN DATE:  September 26, 2024
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange bulletin dated Sept 25, 2024, the Commission Terms: for Private Placement-Non-Brokered: Bridge Financing should have read as follows:

 Each non-transferable warrant is exercisable at $0.40 (post-Consolidation) to purchase one post-consolidation common share for a three-year period, subject to an accelerated expiry.

All other information remains unchanged.

_______________________________________

BULLETIN V2024-2879

PHARMACORP RX INC. ("PCRX")
BULLETIN TYPE:  Halt
BULLETIN DATE:  September 26, 2024
TSX Venture Tier 2 Company

Effective at 11:28 a.m. PST, September 25, 2024, trading in the shares of the Company was halted, pending news; this regulatory halt is imposed by Canadian Investment Regulatory Organization, the Market Regulator of the Exchange pursuant to the provisions of Section 10.9(1) of the Universal Market Integrity Rules.

_______________________________________

BULLETIN V2024-2880

PHARMACORP RX INC. ("PCRX")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  September 26, 2024
TSX Venture Tier 2 Company

Effective at 12:45 p.m. PST, September 25, 2024, shares of the Company resumed trading, an announcement having been made.

_______________________________________

BULLETIN V2024-2881

TROUBADOUR RESOURCES INC. ("TR")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  September 26, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the documentation relating to a share exchange agreement dated September 10, 2024, between an arm's length parties (the "Vendor") and Troubadour Resources Inc. (the "Company"). Pursuant to the agreement, the Company has agreed to acquire all of the issued and outstanding shares of GreenFlame Metals Inc. which owns a one hundred percent (100%) interest in and to 76 mineral licenses covering 4,161 hectares that are contiguous to the Issuer's Senneville Project located in the eastern part of the Abitibi Greenstone Belt, approximately 25 km northeast of the gold mining center of Val-d'Or, Quebec.

As consideration, the Company shall issue a total of 10,000,000 Common Shares upon closing of the acquisition.

For further information, please refer to the Company's press release dated September 12, 2024.

_______________________________________

NEX COMPANY

BULLETIN V2024-2882

OCEANIC WIND ENERGY INC. ("NKW.H")
BULLETIN TYPE:  Property-Asset or Share Disposition Agreement
BULLETIN DATE:  September 26, 2024
NEX Company

TSX Venture Exchange has accepted for filing documentation with respect to the non-arm's length disposition of Naikun Wind Development Inc.  Consideration is $1,500,000 cash paid over two years.

For further details, please refer to the Company's news releases dated August 29, 2024, September 9, 2024 and September 24, 2024.

_______________________________________

SOURCE TSX Venture Exchange

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

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TSX Venture Exchange