TSX Venture Exchange Daily Bulletins

VANCOUVER, Feb. 6. 2015 /CNW/ -

TSX VENTURE COMPANIES:

ALLOYCORP MINING INC. ("AVT")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  February 6, 2015
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 34,833,000 shares at a deemed price of $0.05 per share to settle outstanding debt for $1,741,650.

Number of Creditors:                 

2 Creditors




Insider / Pro Group Participation:











Insider=Y /    

Amount 

Deemed Price


Creditor    

Progroup=P  

Owing    

per Share

# of Shares






Resource Capital fund IV L.P.    

Y

$290,275.00

$0.05

5,805,500

Resource Capital Fund VI L.P.  

Y

$290,275.00

$0.05

5,805,500

Resource Capital Fund VI L.P.  

Y

$1,161,100.00

$0.05

23,222,000

The Company shall issue a news release when the shares are issued and the debt extinguished.

________________________________________

ARIAN RESOURCES CORP. ("ARC")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  February 6, 2015
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 10,192,400 shares at a price of $0.05 per share to settle outstanding debt for $509,620.00.

Number of Creditors:

4 Creditors

The Company shall issue a news release when the shares are issued and the debt extinguished.

________________________________________

CANADIAN IMPERIAL VENTURE CORP. ("CQV")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  February 6, 2015
TSX Venture Tier 2 Company

Effective at the opening on Monday, February 9, 2015, the common shares of Canadian Imperial Venture Corp. (the "Company") will resume trading on TSX Venture Exchange Inc., a news release having been issued on February 5, 2014 announcing that the transaction, previously announced on September 10, 2014, involving the acquisition of Beothuk Energy Inc. has been terminated.

For further information see the news releases dated September 10, 2014 and February 5, 2015 which are available under the Company's profile on SEDAR.

________________________________________

FREE ENERGY INTERNATIONAL INC. ("FEE")
BULLETIN TYPE:  Resume Trading, Property-Asset or Share Purchase Agreement, Shares for Debt
BULLETIN DATE:  February 6, 2015
TSX Venture Tier 2 Company

Resume Trading:

Effective at the Opening on Monday, February 9, 2015, the common shares of the company will resume trading.

Property-Asset or Share Purchase Agreement:

TSX Venture Exchange has accepted for filing documentation with respect to the acquisition of Darelle Media Inc. ("Darelle") in consideration of the issuance of 14,500,000 shares (the "Consideration Shares") and the assumption of debt in the amount of $165,625.

The $165,625 of assumed debt of Darelle has been settled by the issuance of 3,312,500 shares at $0.05 per share to nine (9) Creditors.

9,956,480 of the Consideration Shares are subject to escrow.

Insider / Pro Group Participation




Insider=Y /



Name

ProGroup=P


# of Shares





Aggregate Pro-Group Involvement

P


560,928


[4 Parties]






Shares for Debt:






TSX Venture Exchange has accepted for filing the Company's proposal to issue 7,277,500 to settle outstanding debt for $363,875.







Number of Creditors:

11 Creditors







Insider / Pro Group Participation:







Insider=Y /


Name       

ProGroup=P 

# of Shares




Wescap Capital Inc. (Dean Bethune) 

Y     

973,700

Wescap Business Brokerage Inc. (Dean Bethune)    

Y        

3,323,600

________________________________________

GEMOSCAN CANDA, INC. ("GES")
BULLETIN TYPE:  Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE:  February 6, 2015
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced February 3, 2015:

Convertible Debenture                

$100,000



Conversion Price:                      

Convertible into shares at $0.05 of principal outstanding in year one, and at $0.10 in year two.



Maturity date:                           

two years from issuance



Interest rate:                             

9% per annum



Number of Placees:                   

1 Placee



Insider / Pro Group Participation:


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).

________________________________________

IMPERUS TECHNOLOGIES CORP. ("LAB")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement, Private Placement-Brokered, Shares for Bonuses
BULLETIN DATE:  February 6, 2015
TSX Venture Tier 2 Company

Property-Asset or Share Purchase Agreement

TSX Venture Exchange has accepted for filing documentation relating to a Share Purchase Agreement (the "Agreement") dated as of October 14, 2014, as amended on December 16, 2014, January 8, 2015 and January 29,  2015 among Imperus Technologies Corp. (the "Company"), Imperus Technologies (Israel) 2014 Ltd., a wholly owned subsidiary of the Company ("Imperus Israel"), as purchasers, Yaniv Gamzo and Ehud Kantzuker, as vendors, and Diwip Ltd. ("Diwip").  Pursuant to the Agreement, the Company acquired, indirectly through Imperus Israel, all the issued and outstanding shares in the capital of Diwip.

In consideration, the Company paid an aggregate of US$49,576,521 (the "Closing Purchase Price"), of which US$39,661,217 was paid in cash and US$9,915,304 was paid through the issuance of 30,558,280 common shares at a deemed price of $0.404 per share. In addition to the Closing Purchase Price, as further consideration for the Purchased Shares, the Company will pay up to an additional US$50,000,000 in earn-out payments, payable in cash and shares, over two years after closing depending on the achievement of certain financial targets.

For more information, refer to the Company's news releases dated October 14, 2014, December 3, 2014, January 12, 2015 and February 2, 2015 available on SEDAR.

Private Placement-Brokered

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced January 9, 2015:

Number of Shares:         

70,644,500 subscription receipts



Purchase Price:   

$0.35 per subscription receipt.  Each subscription receipt entitles the holder to acquire one common share and one-half of one common share purchase warrant without payment of any additional consideration or further action, upon the date that is the earlier of (i) May 29, 2015, and (ii) the third business day following the issuance of a receipt for a final prospectus qualifying the common shares and warrants underlying the subscription receipts.



Warrants:               

35,322,250 share purchase warrants to purchase 35,322,250 shares.




- Each warrant entitles the holder to acquire one common share at $0.55 until January 28, 2018.



Number of Placees:                   

163 Placees



Insider / Pro Group Participation:






Insider=Y /


Name  


ProGroup=P

# of Shares



Geoffrey Moore    


Y

715,000



Fouad Agha Kajouii   


Y

1,428,571



Bernard Wilson  


Y

50,000



Aggregate Pro-Group Involvement


P

1,963,200


[15 Placees]




Agent's Fee:

An aggregate of $1,483,534 in cash and 4,238,670 broker warrants payable to Dundee Securities Ltd. and Euro Pacific Canada Inc.




- Each broker warrant entitles the holder to acquire one unit at $0.35 until January 28, 2018.

For further details, please refer to the Company's news release dated January 28, 2015.

Shares for Bonuses

TSX Venture Exchange has accepted for filing the Company's proposal to issue 20,000,000 non-transferable bonus warrants in consideration of a US$39,000,000 secured term loan provided to the Company.  The loan bears interest at rate of 12% per annum and matures three years from issuance.

Each bonus warrant is exercisable into one common share at $0.385 for a three year period.

For further details, please refer to the Company's news release dated February 2, 2015.

________________________________________

METALEX VENTURES LTD. ("MTX")
BULLETIN TYPE:  Shares for Services
BULLETIN DATE:  February 6, 2015
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposed issuance of 150,000 shares at a deemed price of $0.05 per share, in consideration of certain services provided to the Company for the quarter ending January 31, 2015, pursuant to an Amended Deferred Share Unit Plan for Glenn Nolan dated

September 13, 2013 and effective August 1, 2013.

The Company shall issue a news release when the shares are issued.

________________________________________

METALEX VENTURES LTD. ("MTX")
BULLETIN TYPE:  Shares for Services
BULLETIN DATE:  February 6, 2015
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposed issuance of 150,000 shares at a deemed price of $0.05 per share, in consideration of certain services provided to the Company for the quarter ending January 31, 2015, pursuant to an Amended Deferred Share Unit Plan for Lorie Waisberg dated September 13, 2013 and effective August 1, 2013.

The Company shall issue a news release when the shares are issued.

________________________________________

NMC RESOURCES LTD. ("NRC")
BULLETIN TYPE:  Halt
BULLETIN DATE:  February 6, 2015
TSX Venture Tier 1 Company

Effective at 12:52 p.m., PST, February 6, 2015, trading in the shares of the Company was halted at the request of the Company, pending new.  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.

________________________________________

PNG GOLD CORP. ("PGK")
BULLETIN TYPE:  Remain Halted
BULLETIN DATE:  February 6, 2015
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange ('TSXV') Bulletin dated February 5, 2015, effective at 5:05 a.m.,

February 6, 2015, trading in the shares of the Company will remain halted pending receipt and review of acceptable documentation regarding a Change of Business and/or Reverse Take-Over pursuant to TSXV 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.

________________________________________

SIMBA ENERGY INC. ("SMB")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  February 6, 2015
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced January 30, 2015.  This private placement is being conducted in reliance of a discretionary pricing waiver provided for in Notice to Issuers dated April 7, 2014:

Number of Shares:                    

15,000,000 shares



Purchase Price:                        

$0.03 per share



Warrants:                                 

7,500,000 share purchase warrants to purchase 7,500,000 shares



Warrant Exercise Price:            

$0.05 for a two year period



Number of Placees:                   

1 Placee

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.]

________________________________________

SNIPP INTERACTIVE INC. ("SPN")
BULLETIN TYPE:  Private Placement- Brokered
BULLETIN DATE:  February 6, 2015
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced January 14, 2015:

Number of Shares:   

22,322,727 common shares (including 7,772,727 shares issued pursuant to an over-allotment option)



Purchase Price:    

$0.55 per share



Warrants:   

11,161,363 share purchase warrants attached to purchase 11,161,363 shares



Warrant Exercise Price: 

US$0.63 for a two year period



Number of Placees:              

182 Placees



Insider / Pro Group Participation:



Insider=Y /


Name     

ProGroup=P

# of Shares




Aggregate Pro Group Involvement

P

2,125,363



[15 Placees]




Broker's Fee: 

An aggregate of $982,200 plus 1,785,818 broker's warrants (each exercisable into one unit comprised of one common share and one-half share purchase warrant at a price of $0.55 for a period of two years.




- Each warrant is exercisable into one share at a price of US$0.53 for a two year period) as broker's fees plus 661,591 units (at the same terms as above) as a corporate advisory fee is payable to Canaccord Genuity Corp., as lead underwriter.

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.

________________________________________

NEX COMPANIES:

CAPTIVA VERDE INDUSTRIES LTD. ("VEG.H")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  February 6, 2015
NEX Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 4, 2014:

Number of Shares:                    

633,000 shares



Purchase Price:                        

$0.25 per share



Warrants:                                 

316,500 share purchase warrants to purchase 316,500 shares



Warrant Exercise Price:            

$0.30 for a one year period



Number of Placees:                   

7 Placees



Finder's Fee:                            

$5,235 cash and 20,940 warrants payable to Global Securities Corporation


Finder's fee warrants are exercisable at $0.30 for one year.

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.

________________________________________

WANGTON CAPITAL CORP. ("WT.H")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  February 6, 2015
NEX Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced January 13, 2015:

Number of Shares:                    

2,000,000 shares



Purchase Price:                        

$0.075 per share



Number of Placees:                   

8 Placees



Finder's Fee:                            

200,000 shares payable to Natan Nikolas

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.

________________________________________

SOURCE TSX Venture Exchange

For further information: Market Information Services at 1-888-873-8392, or email: information@venture.com


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