VANCOUVER, Nov. 18, 2013 /CNW/ -
TSX VENTURE COMPANIES:
AGILITY HEALTH, INC. ("AHI")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 18, 2013
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation pertaining to a membership purchase agreement (the "Agreement") dated November 13, 2013, between five arm's length sellers (Collectively, the "Vendors") and Agility Health Rehabilitation, LLC (the "Subco), a wholly owned subsidiary of Agility Health, Inc. (the "Company"). Pursuant to the Agreement, the Subco shall acquire 100% membership interests in Babar Enterprises, LLC (the "Asset") which operates under the name of Excel Sports and Physical Therapy in the greater areas of St. Louis and St. Charles, Missouri.
As consideration, the Company shall pay an aggregate of $1,750,000 and issue 1,897,965 restricted voting shares to the Vendors within a one year period.
Further, the Company will pay to the Vendors any accounts receivables of the Asset that are collected in excess of $350,000 within the first eleven months following closing. In addition, if the Asset's EBITDA exceeds $660,000 for at least three of the four 12 month periods following closing, the Company will pay $250,000 to the Vendors at the end of the fourth year. If the Asset's EBITDA exceeds $660,000 for each of the three months following closing, the Company will pay $250,000 to the Vendors at the end of the first year.
For further information please refer to the Company's press release dated November 13, 2013.
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BARKER MINERALS LTD. ("BML")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: November 18, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced September 26, 2013:
| Number of Shares: | 5,280,000 shares | |||
| Purchase Price: | $0.05 per share | |||
| Warrants: | 5,280,000 share purchase warrants to purchase 5,280,000 shares | |||
| Warrant Exercise Price: | $0.05 for a two year period | |||
| $0.10 in the third to fifth years | ||||
| Number of Placees: | 3 placees | |||
| Insider / Pro Group Participation: | ||||
| Insider=Y / | ||||
| Name | ProGroup=P | # of Shares | ||
| Leroy Campbell & Karen Campbell JT Ten | Y | 5,000,000 | ||
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.
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BRADES RESOURCE CORP. ("BRA")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 18, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a property option agreement dated October 10, 2013 between Brades Resource Corp. (the "Company") and Fission Uranium Corp. ("Fission"), whereby the Company has the option to acquire a 50% interest in Fission's Clearwater West property located in the southwestern Athabasca Basin region of Saskatchewan. In consideration, the Company will issue 1,741,377 common shares upon closing and incur $5 million in exploration expenditures ($700,000 in the first year) over a three year period.
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CROWN GOLD CORPORATION ("CWM")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture/s, Replacement
BULLETIN DATE: November 18, 2013
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange Bulletin dated November 4, 2013, the Bulletin should have read as follows:
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced October 9, 2013:
| Convertible Debenture | $120,000 | |
| Conversion Price | Convertible into units at $0.05 of principal outstanding for the first year and $0.10 for second, third and fourth year. Each unit is comprised of one common share and one share purchase warrant (each exercisable into one common share at a price of $0.05 for a three year period) |
|
| Maturity Date | October 31, 2016 | |
| Interest Rate | 20% | |
| Number of Placees: | 8 placees | |
| Insider / Pro Group Participation: | ||
| Insider=Y / | ||
| Name | ProGroup=P | Amount |
| 834669 Ontario Ltd. (Stephen Dunn) | Y | $48,000 |
| 1822801 Ontario Inc. (Johnny Oliveira) | Y | $15,360 |
| Donald A. Sheldon | Y | $4,800 |
| George Cole | Y | $9,600 |
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.
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DAMON CAPITAL CORP. ("DAM.P")
BULLETIN TYPE: Suspend-Failure to Complete a Qualifying Transaction within 24 months of Listing
BULLETIN DATE: November 18, 2013
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange Bulletin dated October 16, 2013, effective at the open, Tuesday, November 19, 2013, trading in the shares of the Company will be suspended, the Company having failed to complete a Qualifying Transaction within 24 months of its listing.
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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GORDON CREEK ENERGY INC. ("GDN")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: November 18, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 813,080 shares at a deemed price of $0.2325 per share in the amount $189,041.10 to settle the quarterly interest payment obligation due October 31, 2013. These shares represent 50% of the quarterly interest payment in accordance with the terms of the private placement of Gas Linked Debentures which was accepted by the Exchange by bulletins dated January 19, 2011 and September 26, 2011.
| Number of Debentureholders: | 79 debentureholders | ||||
| Insider / Pro Group Participation: | |||||
| Insider=Y / | Amount | Deemed Price | |||
| Debentureholder | Progroup=P | Owing | per Share | # of Shares | |
| Aggregate Pro Group Involvement | P | $16,470.20 | $0.2325 | 70,838 | |
| (4 debentureholders) | |||||
| Stephen Cheikes | Y | $595.48 | $0.2325 | 2,561 | |
| The Storytellers Grp Enterprises | Y | $6,219.45 | $0.2325 | 26,750 | |
| Cameron White | Y | $4,574.79 | $0.2325 | 19,676 | |
| Cam White | Y | $1,984.93 | $0.2325 | 8,537 | |
| Koele Capital Corp. | Y | $6,644.79 | $0.2325 | 28,579 | |
| Bar Anchor Five Ranch | Y | $945.21 | $0.2325 | 4,065 | |
| David Evans | Y | $1,809.41 | $0.2325 | 8,130 | |
The Company shall issue a news release when the shares are issued and the debt extinguished.
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MADISON CAPITAL CORPORATION ("MDC.P")
BULLETIN TYPE: Halt
BULLETIN DATE: November 18, 2013
TSX Venture Tier 2 Company
Effective at 11:10 a.m. PST, November 18, 2013, 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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PACIFIC RIDGE EXPLORATION LTD. ("PEX")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: November 18, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced October 16, 2013:
| Number of Shares: | 1,400,000 shares | |
| Purchase Price: | $0.05 per share | |
| Warrants: | 700,000 share purchase warrants to purchase 700,000 shares | |
| Warrant Exercise Price: | $0.10 for a one year period | |
| Number of Placees: | one 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.
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PRIMARY PETROLEUM CORPORATION ("PIE")
BULLETIN TYPE: Halt
BULLETIN DATE: November 18, 2013
TSX Venture Tier 2 Company
Effective at 5:00 a.m. PST, November 18, 2013, 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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RAINMAKER MINING CORP. ("RMG")
BULLETIN TYPE: Shares for Bonuses
BULLETIN DATE: November 18, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 200,000 bonus shares in consideration of a $50,000 loan to the Company.
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SHANE RESOURCES LTD. ("SEI.H")
[formerly Shane Resources Ltd. ("SEI")]
BULLETIN TYPE: Transfer and New Addition to NEX, Symbol Change
BULLETIN DATE: November 18, 2013
TSX Venture Tier 2 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 the opening, Tuesday, November 19, 2013, 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 Calgary to NEX.
As of November 19, 2013, 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 SEI to SEI.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.
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WESTSHIRE CAPITAL CORP. ("WSH.P")
BULLETIN TYPE: Resume Trading, CPC-Filing Statement
BULLETIN DATE: November 18, 2013
TSX Venture Tier 2 Company
Resume Trading:
Effective at the open, Tuesday, November 19, 2013, trading in the Company's shares will resume.
Further to the Company's August 27, 2013, October 10, 2013 and November 11, 2013 news releases, regarding the proposed amalgamation involving the Company and Avagenesis Corp. (the 'Qualifying Transaction'), TSX Venture Exchange has granted an exemption from sponsorship with respect to the Qualifying Transaction.
This resumption does not constitute acceptance of the Qualifying Transaction and should not be construed as an assurance of the merits of the transaction or the likelihood of completion.
Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance. Prior to the Exchange granting final acceptance of the Qualifying Transaction, the Company must satisfy the Exchange's Initial Listing Requirements. There is a risk that the transaction will not be accepted or that the terms of the transaction may change substantially prior to acceptance. SHOULD THIS OCCUR, A TRADING HALT MAY BE RE-IMPOSED.
CPC-Filing Statement:
TSX Venture Exchange has accepted for filing the Company's CPC Filing Statement dated November 11, 2013, for the purpose of filing on SEDAR.
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NEX COMPANY:
PRECISION ENTERPRISES INC. ("PSC.H")
BULLETIN TYPE: Halt
BULLETIN DATE: November 18, 2013
NEX Company
Effective at 9:59 a.m. PST, November 18, 2013, 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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SOURCE: TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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