TSX Venture Exchange Daily Bulletins
Mar 06, 2015, 19:52 ET
VANCOUVER, March 6, 2015 /CNW/ -
TSX VENTURE COMPANIES:
ABITIBI ROYALTIES INC. ("RZZ")
BULLETIN TYPE: Property-Asset or Share Disposition Agreement
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the documentation relating to an arm's length Letter Agreement dated February 23, 2015 between the Company, Canadian Malartic GP, Yamana Gold Inc. ("Yamana") and Agnico Eagle Mines Limited ("Agnico Eagle"), in connection with the sale by the Company of its 30% free carried interest in the Malartic CHL Project in consideration for 3,549,695 common shares of Yamana, 459,197 common shares of Agnico Eagle and a 3% NSR on the project.
For further details, please refer to the Company's press release dated February 23, 2015.
LES REDEVANCES ABITIBI INC. (« RZZ »)
TYPE DE BULLETIN : Convention de vente d'actif ou convention de vente d'actions
DATE DU BULLETIN : Le 6 mars 2015
Société du groupe 2 de TSX Croissance
Bourse de croissance TSX a accepté le dépôt de la documentation relativement à une lettre d'entente datée du 23 février 2015 auprès de personnes sans lien de dépendance entre la société, Canadian Malartic GP, Yamana Gold Inc. ("Yamana") and Agnico Eagle Mines Limited ("Agnico Eagle"), relativement à la vente par la société de son intérêt de 30% sous forme de participation passive dans le projet Malartic CHL en considération de 3 549 695 actions ordinaires de Yamana, 459 197 actions ordinaires d'Agnico Eagle et une royauté de 3% NSR sur le projet.
Pour plus d'information, veuillez vous référer au communiqué de presse daté du 23 février 2015.
__________________________________
ARHT MEDIA INC. ("ART")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to the first tranche of a Non-Brokered Private Placement announced February 3, 2015:
| Number of Shares: |
2,672,500 shares |
|||||
| Purchase Price: |
$0.40 per share |
|||||
| Warrants: |
1,336,250 share purchase warrants2 to purchase 1,336,250 shares |
|||||
| Warrant Exercise Price: |
$0.60 for a two year period. The warrants are subject to an accelerated exercise provision in the event the volume weighted average price of the Company's shares is $0.75 or greater for 20 consecutive days. |
|||||
| Number of Placees: |
10 Placees |
|||||
| Insider / Pro Group Participation: |
||||||
| Insider=Y / |
||||||
| Name |
ProGroup=P |
# of Shares |
||||
| Stan Bharti |
Y |
625,000 |
||||
| Finder's Fee: |
PI Financial Corp. will receive a finder's fee of $10,200.00. |
|||||
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.
________________________________________
BERKWOOD RESOURCES LTD. ("BKR")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a Property Option Agreement dated February 12, 2015 between 9187-1400 Quebec Inc. (Rene Rousseau), Victor Cantore (collectively the "Vendors") and the Company whereby the Company has been granted an option to acquire a 100% interest in the Toco River and Takwa River properties located in Quebec. Consideration is 900,000 units (600,000 to 9187-1400 and 300,000 to Cantore) where each unit is comprised of one common share and one common share purchase warrant. Each warrant is exercisable at $0.10 per share for a 24 month period. Following the exercise of the option the Company shall pay to the Vendors a net smelter royalty of 2% on all metals produced from the property. The Company shall, at any time, have the right to buy back one percent of the NSR for $1,000,000 subject to further Exchange review and acceptance.
________________________________________
CYPRIUM MINING CORPORATION ("CUG")
BULLETIN TYPE: Shares for Bonuses, Correction
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange Bulletin dated March 5, 2015, the Bulletin should have indicated that the name of the finder is SC Strategy Consult AG instead of SG Strategy Consult AG. There is no other change to that bulletin.
CORPORATION MINIÈRE CYPRIUM (« CUG »)
TYPE DE BULLETIN : Émission d'actions en paiement de primes, correction
DATE DU BULLETIN : Le 6 mars 2015
Société du groupe 2 de TSX croissance
bulletin aurait dû indiquer que le nom de l'intermédiaire est SC Strategy Consult AG plutôt que SG Stategy Consult AG. Il n'y a pas d'autre changement au bulletin.
_________________________________________
EL TIGRE SILVER CORP. ("ELS")
BULLETIN TYPE: Shares for Bonuses
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 562,791 bonus shares to the following insider(s): Wade Anderson, Ron Hodgson and Ernie Elko in consideration of loans totaling $605,000.
________________________________________
FSI ENERGY GROUP INC. ("FSI.H")
[formerly FSI Energy Group Inc. ("FSI")]
BULLETIN TYPE: Transfer and New Addition to NEX, Symbol Change, Remain Suspended
BULLETIN DATE: March 6, 2015
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 at the opening on Monday, March 9, 2015, 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 March 9, 2015, 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 FSI to FSI.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.
Further to the TSX Venture bulletin dated December 5, 2014, trading in the shares of the Company will remain suspended.
Members are prohibited from trading in the securities of the Company during the period of the suspension or until further notice.
_______________________________________
FURA EMERALDS INC. ("FUR")
[formerly Wolf Resource Development Corp. ("WRD")]
BULLETIN TYPE: Name Change
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
Pursuant to a resolution passed by shareholders on June 5, 2015, the Company has changed its name as follows. There is no consolidation of capital.
Effective at the opening, Monday, March 9, 2015, the common shares of Fura Emeralds Inc. will commence trading on TSX Venture Exchange, and the common shares of Wolf Resource Development Corp. will be delisted. The Company is classified as a 'Mineral Exploration/Development' company.
| Capitalization: |
Unlimited |
shares with no par value of which |
| 20,519,168 |
shares are issued and outstanding |
|
| Escrow: |
Nil |
shares |
| Transfer Agent: |
Equity Financial Trust Company |
|
| Trading Symbol: |
FUR |
(NEW) |
| CUSIP Number: |
361057 10 2 |
(NEW) |
_______________________________________
GATEKEEPER SYSTEMS INC. ("GSI")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 5, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced February 2, 2015 and February 12, 2015:
| Number of Shares: |
2,703,334 shares |
|||
| Purchase Price: |
$0.15 per share |
|||
| Warrants: |
1,351,667 share purchase warrants to purchase 1,351,667 shares |
|||
| Warrant Exercise Price: |
$0.25 for a two year period |
|||
| Number of Placees: |
19 Placees |
|||
| Insider / Pro Group Participation: |
||||
| Insider=Y / |
||||
| Name |
ProGroup=P |
# of Shares |
||
| Douglas Andrew Dyment |
Y |
953,334 |
||
| Aggregate Pro Group Involvement |
P |
100,000 |
||
| [1 Placee ] |
||||
| Finder's Fee: |
$14,670 plus 97,800 finder's warrants exercisable at $0.25 per share for 24 months is payable to Canaccord Genuity Corp. |
|||
| $8,580 plus 28,600 finder's warrants is payable to Canfarm Investments Inc. (Alexander Wurm, Daniel Schieber) |
||||
| 28,600 finder's warrants is payable to Falkins Wealth Management AG (Adrian Morger) |
||||
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.
________________________________________
MARAUDER RESOURCES EAST COAST INC. ("MES.H")
[formerly Marauder Resources East Coast Inc. ("MES")]
BULLETIN TYPE: Transfer and New Addition to NEX, Symbol Change, Remain Suspended
BULLETIN DATE: March 6, 2015
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 at the opening on Monday, March 9, 2015, 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 March 9, 2015, 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 MES to MES.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.
Further to the TSX Venture bulletin dated December 8, 2014, trading in the shares of the Company will remain suspended.
Members are prohibited from trading in the securities of the Company during the period of the suspension or until further notice.
_______________________________________
MISSION READY SERVICES INC. ("MRS")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture/s; Amendment
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has consented to the amendment of the following convertible debentures:
| Convertible Debenture |
$375,000 |
| Original Conversion Terms: |
Convertible into 1,500,000 shares at a conversion price of $0.25 |
| Amended Conversion Terms: |
Convertible into 1,500,000 units consisting of one common share and one half of one share purchase warrant, each whole warrant entitling the holder to purchase one common share at an exercise price of $0.50, exercisable until September 30, 2017, and subject to an accelerated expiry. |
| Maturity Date: |
April 12, 2015 |
| Interest Rate: |
8% |
The convertible debentures were issued pursuant to a private placement which was originally accepted for filing by the Exchange effective December 24, 2013.
For further information, please refer to the Company's press release dated February 20, 2015.
________________________________________
MONTAN MINING CORP. ("MNY")
[formerly Strait Minerals Inc. ("SRD")]
BULLETIN TYPE: Name Change and Consolidation, Amalgamation
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
Name Change and Consolidation
Pursuant to a resolution passed by shareholders February 24, 2015, the Company has consolidated its capital on the basis of 10 existing common shares for 1 new common share. The name of the Company has also been changed as follows.
Effective at the opening on Monday, March 9, 2015, the common shares of Montan Mining Corp. will commence trading on TSX Venture Exchange, and the common shares of Strait Minerals Inc. will be delisted. The Company is classified as a 'Mining Exploration and Development' company.
| Post - Consolidation |
||||
| Capitalization: |
Unlimited |
shares with no par value of which |
||
| 6,203,259 |
shares are issued and outstanding |
|||
| Escrow |
nil |
shares |
||
| Transfer Agent: |
Equity Financial Trust Company |
|||
| Trading Symbol: |
MNY |
(NEW) |
||
| CUSIP Number: |
61186P102 |
(NEW) |
||
The post-consolidation capitalization above is calculated prior to the issuance of Company shares in conjunction with the Amalgamation and Private Placement completed on March 5, 2015. The total post-consolidated capitalization of the Company after completion of the Amalgamation and Private Placement is 19,728,259 common shares.
Amalgamation
TSX Venture Exchange has accepted for filing documentation relating to an amalgamation agreement (the "Agreement") dated as of January 6, 2015 between Montan Capital Corp. ("Montan Capital", a TSXV listed issuer), Montan Mining Corp., ("Montan", a TSXV listed issuer and formerly Strait Minerals Inc.) and 1023174 B.C. Ltd., a wholly owned subsidiary of Montan ("Newco").
Pursuant to the Agreement, Montan Capital has amalgamated with Newco by way of a three-cornered amalgamation. The shareholders of Montan received one post-consolidation common share of Montan in exchange for every 1 Montan Capital share held. Strait issued an aggregate of 8,000,000 shares to the former Montan Capital shareholders. A finder's fee of 250,000 Montan Shares was issued to Longford Exploration Services Ltd. in relation to the amalgamation.
For more information, refer to the Company's news release dated March 6, 2015.
________________________________________
MONTAN MINING CORP. ("MNY")
[formerly Strait Minerals Inc. ("SRD")]
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement (first tranche) announced December 3, 2014:
| Number of Shares: |
5,275,000 post-consolidated shares |
|||||
| Purchase Price: |
$0.10 per share |
|||||
| Number of Placees: |
34 Placees |
|||||
| Insider / Pro Group Participation: |
||||||
| Insider=Y / |
||||||
| Name |
ProGroup=P |
# of Shares |
||||
| Michel Robert |
Y |
250,000 |
||||
| Ryan Fletcher |
Y |
150,000 |
||||
| Luis Zapata |
Y |
150,000 |
||||
| Aggregate Pro Group Involvement |
P |
150,000 |
||||
| [2 Placees] |
||||||
| Finder's Fee: |
$5,600 in cash and 56,000 finders' warrants payable to Leede Financial Markets Inc. Each finder's warrant entitles the holder to acquire one post-consolidated common share at $0.10 until March 6, 2016. |
|||||
For further details, please refer to the Company's news release dated March 6, 2015.
________________________________________
NIOCORP DEVELOPMENTS LTD. ("NB")
BULLETIN TYPE: Graduation
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has been advised that the Company's shares will be listed and commence trading on Toronto Stock Exchange at the opening on Monday, March 9, 2015, under the symbol "NB".
As a result of this Graduation, there will be no further trading under the symbol "NB" on TSX Venture Exchange after close of market March 6, 2015, and its shares will be delisted from TSX Venture Exchange at the commencement of trading on Toronto Stock Exchange.
________________________________________
SMARTCOOL SYSTEMS INC. ("SSC")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 4,630,440 shares at a deemed price of $0.05 per share to settle outstanding debt for $231,522.
| Number of Creditors: |
10 Creditors |
|||
| Insider / Pro Group Participation: |
||||
| Insider=Y / |
Amount |
Deemed Price |
||
| Creditor |
Progroup=P |
Owing |
per Share |
# of Shares |
| George M. Burnes |
Y |
$25,000 |
$0.05 |
500,000 |
| Christopher John Lefaivre |
Y |
$25,000 |
$0.05 |
500,000 |
| Cuc Kim Nguyen |
Y |
$25,000 |
$0.05 |
500,000 |
| Steven Martin |
Y |
$25,000 |
$0.05 |
500,000 |
The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
SMART EMPLOYEE BENEFITS INC. ("SEB")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation relating to a Share Purchase Agreement (the "Agreement") dated December 31, 2014 between the shareholders of Paradigm Consulting Group Inc. and Paradigm Consulting Services Partnership (collectively, the "Vendors"), arm's length parties, and Smart Employee Benefits Inc. (the "Company"). Pursuant to the Agreement, the Company shall acquire all the issue and outstanding shares of the Vendors which provides management and information technology consulting services to healthcare, insurance, financial services, public sector, telecom and energy companies.
In consideration, the Company shall pay an aggregate of $9,288,112 in cash, issue a $1,182,786 convertible note (bearing an interest rate of $3% per annum, maturing in three years and convertible into common shares at a price $0.50 per share), 5,913,877 common shares and 1,000,000 share purchase warrants (each exercisable into one common share at a price of $0.50 for a four year period). In addition, the Company may pay an aggregate of up to $ 2,365,572 over a four year period based on certain performance measures.
For more information, refer to the Company's news releases dated August 26, 2014 and December 23, 2014 and January 28, 2015.
________________________________________
STANDARD TOLLING CORP. ("TON")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 1,363,636 shares to settle outstanding debt for $150,000.
| Number of Creditors: |
2 Creditors |
The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
STRAIT MINERALS INC. ("SRD")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: March 6, 2015
TSX Venture Tier 2 Company
Effective at 6:30 a.m., PST, March 6, 2015, shares of the Company resumed trading, an announcement having been made.
________________________________________
THESCORE, INC. ("SCR") ("SCR.WT")
BULLETIN TYPE: Prospectus-Unit Offering, New Listing-Warrants
BULLETIN DATE: March 6, 2015
TSX Venture Tier 1 Company
Effective February 26, 2015, the Company's final short form prospectus dated February 26, 2015 qualifying for distribution 34,400,000 Units of the Company, was filed with and accepted by TSX Venture Exchange (the "Exchange"), and filed with and receipted by the Ontario Securities Commission. Under Multilateral Instrument 11-102 - Passport System the prospectus is deemed to have been filed with and receipted by the securities regulators for each of the British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Labrador Securities Commissions.
The Exchange has been advised that the closing of the offering occurred on March 5, 2015, for gross proceeds of CDN$26,505,200.
| Offering: |
34,400,000 Units plus 5,160,000 over-allotment Units |
| Unit Price: |
$0.67 per Unit. Each Unit consists of one Class A subordinate voting share and one-half of one Class A subordinate voting share purchase warrant, with each whole warrant being exercisable into one Class A subordinate voting share at $1.00 until expiry on March 5, 2018. |
| "At any time following the 12-month anniversary of the closing date and prior to the expiry date of the warrants, the Company has the right, if the volume weighted average trading price of the Class A shares as reported on the Exchange and calculated cumulatively over any period of 20 consecutive trading days is greater than $1.25, to give notice in writing (the "Notice of Acceleration") to the holders of the warrants by way of notice to the warrant agent and the issuance of a press release, within 30 days of such occurrence, that the warrants will expire at 5:00 p.m. (Toronto time) on the 30th calendar day following the date of the Notice of Acceleration unless the warrants are exercised by the holders of the warrants prior to such time." |
|
| Underwriter(s): |
Mackie Research Capital Corporation, Canaccord Genuity Corp. and Beacon Securities Limited. |
| Underwriter(s) Commission: |
An aggregate of CDN$1,172,000 in cash and 699,580 broker warrants. Each broker warrant entitles the holder to acquire one Unit at $0.67 for a two year period. |
| Over-Allotment Option: |
The over-allotment was exercised in full to purchase an additional 5,160,000 Units. |
Listing of Warrants:
Effective at the opening, Monday, March 9, 2015, the common share purchase warrants of the Company will commence trading on TSX Venture Exchange. The Company is classified as an 'Other Support Services' company.
| Corporate Jurisdiction: |
Ontario |
||
| Capitalization: |
19,780,000 |
warrants are issued and outstanding |
|
| Transfer Agent: |
Valiant Trust Company |
||
| Trading Symbol: |
SCR.WT |
||
| CUSIP Number: |
88367Q112 |
||
These warrants were distributed pursuant to the Company's Short Form Prospectus dated February 26, 2015. Each warrant entitles the holder to purchase one Class A subordinate voting share of the Company at a price of $1.00 per share until expiry on March 5, 2018.
At any time following the 12-month anniversary of the closing date and prior to the expiry date of the warrants, the Company has the right, if the volume weighted average trading price of the Class A shares as reported on the Exchange and calculated cumulatively over any period of 20 consecutive trading days is greater than $1.25, to give notice in writing (the "Notice of Acceleration") to the holders of the warrants by way of notice to the warrant agent and the issuance of a press release, within 30 days of such occurrence, that the warrants will expire at 5:00 p.m. (Toronto time) on the 30th calendar day following the date of the Notice of Acceleration unless the warrants are exercised by the holders of the warrants prior to such time."
For further details, please refer to the Company's Short Form Prospectus dated February 26, 2015.
______________________________________
NEX COMPANY:
VALENCIA VENTURES INC. ("VVI.H")
BULLETIN TYPE: Halt
BULLETIN DATE: March 6, 2015
NEX Company
Effective at 11:26 a.m., PST, March 6, 2015, 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.
________________________________________
SOURCE TSX Venture Exchange
For further information: Market Information Services at 1-888-873-8392, or email: [email protected]