TSX VENTURE COMPANIES
BULLETIN TYPE: Cease Trade Order
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
A Temporary Cease Trade Order has been issued by the Ontario Securities
Commission on February 8, 2010, against the following Company for failing to
file the documents indicated within the required time period:
Period
Ending
Symbol Company Failure to File (Y/M/D)
("ESC") Electric-Spin Ltd. audited annual financial 09/09/30
statements
management's discussion 09/09/30
& analysis
Upon revocation of the Temporary 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
company during the period of the suspension or until further notice.
TSX-X
----------------------------------
BRAVO VENTURE GROUP INC. ("BVG")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation in connection
with an Exploration and Option Agreement dated January 1, 2010 between the
Company, Bravo Alaska Inc. ("BAI") and Agnico Eagle (USA) Limited whereby BAI
has been granted an option to earn a 100% interest in 161 lode mining claims
located in the Cortez district along the Battle Mountain-Eureka Gold trend in
central Nevada. The aggregate consideration payable is $24,230.50, which is
due by September 1, 2010, 300,000 common shares and $2,000,000 in exploration
and development on or before the 6th anniversary of the effective date.
The property is subject to a 2% Net Smelter Returns of which BAI has been
granted the right to purchase half for $1,000,000 at any time within six
months after the commencement of the commercial production of minerals or the
products of minerals mined from the Property subject to further Exchange
review and acceptance.
TSX-X
----------------------------------
CANADIAN QUANTUM ENERGY CORPORATION ("CQM")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at the opening, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an announcement;
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.
TSX-X
----------------------------------
CRESCENT RESOURCES CORP. ("CRC")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to
issue 611,110 shares at a deemed value of $0.18 per share to settle
outstanding debt for $110,000.
Number of Creditors: 3 Creditors
Insider/Pro Group Participation:
Deemed
Insider equals Y/ Amount Price No. of
Creditor Progroup equals P Owing per Share Shares
Michael J. Hopley Y $40,000 $0.18 222,222
524124 B.C. Ltd.
(Don Halliday) Y $35,000 $0.18 194,444
Gregory R. Davis Y $35,000 $0.18 194,444
The Company shall issue a news release when the shares are issued and the
debt extinguished.
TSX-X
----------------------------------
CYPRESS DEVELOPMENT CORP. ("CYP")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a Property Option Agreement
dated January 14, 2010 between Cypress Development Corp. (the "Company") and
Robert D. Marvin (the "Optionor"), whereby the Company has an option to
acquire a 100% interest in the Twenty-One Silver-Gold Project consisting of 21
mineral claims located in Mineral County, Nevada. In consideration, the
Company will pay the Optionor USD$24,900 in cash (USD$9,900 in the first
year), issue a total of 150,000 shares (50,000 shares in the first year) and
incur exploration expenditures in the amount of USD$250,000 (USD$50,000 in the
first year) over a three-year period. The Optionor is entitled to receive a 2%
NSR, of which 1% can be purchased by the Company for the sum of USD$1,000,000.
TSX-X
----------------------------------
EMINENCE CAPITAL II INC. ("EII.P")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at 6:12 a.m. PST, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an announcement;
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.
TSX-X
----------------------------------
EVEREST VENTURES CORP. ("EVE.P")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at the opening, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an announcement;
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.
TSX-X
----------------------------------
FIREBIRD RESOURCES INC. ("FIX")
BULLETIN TYPE: Private Placement-Non-Brokered, Correction
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange bulletin dated December 24, 2009, the
Exchange has been advised of the following with regard to a Non-Brokered
Private Placement announced November 20, 2009 and December 4, 2009:
Number of Shares: 3,000,000 shares
Purchase Price: $0.065 per share
Warrants: 3,000,000 share purchase warrants to purchase
3,000,000 shares
Warrant Exercise Price: $0.10 for a five year period
Number of Placees: 16 placees
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ No. of Shares
Cheryl E. David P 10,000
Cathy Marumoto P 5,000
Dan Del Debbio P 10,000
Bryan Henry P 10,000
Finder's Fee: 300,000 units payable to Michael Wilson
- Each finder's fee unit consists of one share
and one share purchase warrant exercisable at
$0.10 per share for two years.
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.
TSX-X
----------------------------------
FIREBIRD CAPITAL PARTNERS INC. ("FRD.P")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced December 30, 2009:
Number of Shares: 8,000,000 shares
Purchase Price: $0.05 per share
Number of Placees: 7 placees
Finder's Fee: $22,575 cash payable to Jescorp Capital Inc.
(Michael Wilson)
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.
TSX-X
----------------------------------
FISSION ENERGY CORP. ("FIS")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 1 Company
Effective at the opening, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an announcement;
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.
TSX-X
----------------------------------
FISSION ENERGY CORP. ("FIS")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: February 8, 2010
TSX Venture Tier 1 Company
Effective at 10:00 a.m. PST, February 8, 2010, shares of the Company
resumed trading, an announcement having been made over Marketwire.
TSX-X
----------------------------------
GOLD BULLION DEVELOPMENT CORP. ("GBB")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at 10:52 a.m. PST, February 8, 2010, trading in the shares of
the Company was halted at the request of the Company, pending an announcement;
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.
TSX-X
----------------------------------
GOLD BULLION DEVELOPMENT CORP. ("GBB")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at 12:00 p.m. PST, February 8, 2010, shares of the Company
resumed trading, an announcement having been made over Marketwire.
TSX-X
----------------------------------
GOLDEN GOLIATH RESOURCES LTD. ("GNG")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
the second tranche of a Non-Brokered Private Placement announced October 5,
2009 and amended December 14, 2009:
Number of Shares: 7,080,000 shares
Purchase Price: $0.15 per share
Warrants: 3,540,000 share purchase warrants to purchase
3,540,000 shares
Warrant Exercise Price: $0.25 for a two year period. The warrants are
subject to an accelerated exercise provision in
the event the Company's shares trade at or above
a weighted average trading price of $0.40 for 20
consecutive trading days.
Number of Placees: 10 placees
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ No. of Shares
Agnico-Eagle Mines
Limited Y 1,400,000
Hastings Management
Corp. (Richard Hughes) Y 200,000
Sprott Asset
Management LP Y 2,500,000
Finder's Fee: Long Wave Strategies (Janice Advent) -
$38,160.00 and 254,400 warrants that are
exercisable at $25 per share for a two year
period.
Canaccord Capital Corp. - $1,200.00 and 8,000
warrants that are exercisable at $25 per share
for a two year period.
Redplug Capital (Brandon Munday) - $12,000 and
80,000 warrants that are exercisable at $25 per
share for a two year period.
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.
TSX-X
----------------------------------
HAWK URANIUM INC. ("HUI")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to
issue 365,862 shares at a deemed price of $0.10 per share to settle
outstanding debt for $36,586.43.
Number of Creditors: 5 Creditors
The Company shall issue a news release when the shares are issued and the
debt extinguished.
TSX-X
----------------------------------
JUNEX INC. ("JNX")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 1 Company
Effective at the opening, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an announcement;
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.
TSX-X
----------------------------------
LANDER ENERGY CORPORATION ("LAE.P")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Further to TSX Venture Exchange Bulletin dated February 1, 2010, effective
at the opening, February 8, 2010 trading in the shares of the Company will
remain halted pending receipt and review of acceptable documentation regarding
the Qualifying Transaction pursuant to Listings Policy 2.4.
TSX-X
----------------------------------
LYNDEN ENERGY CORP. ("LVL")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: February 8, 2010
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 January 8,
2010:
Number of Shares: 9,350,000 shares
Purchase Price: $0.30 per share
Warrants: 93,50,000 share purchase warrants to purchase
9,350,000 shares
Warrant Exercise Price: $0.50 for a two year period
Number of Placees: 25 placees
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P No. of Shares
Colin Watt Y 270,000
Richard Andrews Y 1,000,000
Finder's Fee: 354,000 finder's units (comprised of one share
and one warrant exercisable at $0.50 for two
years) and 354,000 finder's warrants
(exercisable at $0.30 for two years) payable to
Jennings Capital Inc.
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.
TSX-X
----------------------------------
MADEIRA MINERALS LTD. ("MDE.P")
BULLETIN TYPE: Notice - QT Not Completed - Approaching 24 Months of
Listing
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
The shares of the Company were listed on the TSX Venture Exchange on March
6, 2008. The Company, which is classified as a Capital Pool Company ("CPC") is
required to complete a Qualifying Transaction ("QT") within 24 months of its
date of listing, in accordance with Exchange Policy 2.4.
The records of the Exchange indicate that the Company has not yet
completed a QT. If the Company fails to complete a QT by the 24-month
anniversary date of March 8, 2010, the Company's trading status may remain as
or be changed to a halt or suspension without further notice, in accordance
with Exchange Policy 2.4, Section 14.6.
TSX-X
----------------------------------
MINERAL HILL INDUSTRIES LTD. ("MHI")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing, documentation relating to
three property acquisitions as follows:
Option Agreement dated May 11, 2009, between the Company and Fayz Yacoub
and Ramy Yacoub whereby the Company will acquire a 100% right, title, and
interest in The Chubb Property consisting of 20 contiguous mineral claims
located within the La Corne Township, Northwestern Quebec. Consideration
consists of an aggregate of $80,000 cash payable over three years ($20,000
payable upon closing) and an aggregate of 800,000 common shares issuable over
three years (200,000 shares issuable upon closing). There are no exploration
work requirements and the property shall be subject to a 2% royalty;
Option Agreement dated August 7, 2009, between the Company and Fayz Yacoub
and Ramy Yacoub whereby the Company will acquire a 100% right, title, and
interest in The International Property consisting of 12 contiguous mineral
claims located within the La Motte Township, Quebec. Consideration consists of
an aggregate of $83,108 cash payable over three years ($23,108 payable upon
closing) and an aggregate of 600,000 common shares issuable over three years
(200,000 shares issuable upon closing). There are no exploration work
requirements and the property shall be subject to a 1% royalty; and
Option Agreement dated September 16, 2009, between the Company and Fayz
Yacoub and Ramy Yacoub whereby the Company will acquire a 100% right, title,
and interest in The Athona Property consisting of 26 contiguous mineral claims
and 4 pending contiguous mineral claims located 40 kilometres northwest of Val
d'Or, Quebec. Consideration consists of an aggregate of $60,000 cash payable
over three years ($3,500 payable upon execution of the agreement), an
aggregate of 450,000 common shares issuable over three years, and $25,000 work
commitment within the first year.
Insider/Pro Group Participation: N/A
TSX-X
----------------------------------
MONEXA TECHNOLOGIES CORP. ("MXA")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement of convertible preferred shares announced
November 23, 2009:
Number of Shares: 2,675,001 Series A Preferred Shares, each of
which is redeemable into one common share of the
Company at the original issuance price of $0.12
per share, plus accrued and unpaid dividends on
or after August 7, 2014. After February 7, 2011,
the Company may elect to convert the Series A
Preferred Shares into common shares subject to
certain conditions.
Purchase Price: $0.12 per share
Warrants: 1,284,000 share purchase warrants to purchase
1,284,000 shares
Warrant Exercise Price: $0.36 for a five year period
Number of Placees: 5 placees
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P No. of Shares
John Jacobson Y 2,083,333
Wendy J. D. Fletcher P 416,667
Garth Albright Y 83,334
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.
TSX-X
----------------------------------
NAYARIT GOLD INC. ("NYG")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at the opening, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an announcement;
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.
TSX-X
----------------------------------
NAYARIT GOLD INC. ("NYG")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at 9:00 a.m. PST, February 8, 2010, shares of the Company
resumed trading, an announcement having been made over StockWatch.
TSX-X
----------------------------------
ORIENT VENTURE CAPITAL INC. ("OVC.P")
BULLETIN TYPE: Miscellaneous
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Further to the Exchange's Bulletin of March 6, 2009 and the Company's
press release of July 10, 2009, the Company which is a Capital Pool Company
('CPC') is required to complete a Qualifying Transaction ('QT') by March 8,
2010.
The records of the Exchange indicate that the Company has not yet
completed a QT. If the Company fails to complete a QT by March 8, 2010, the
Company's trading status may be changed to a halt or suspension without
further notice, in accordance with Exchange Policy 2.4 Section 14.6.
TSX-X
----------------------------------
PIXMAN NOMADIC MEDIA INC. ("PMN.H")
(formerly Pixman Nomadic Media Inc. ("PMN"))
BULLETIN TYPE: Transfer and New Addition to NEX, Symbol Change, Remain
Suspended
BULLETIN DATE: February 8, 2010
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
Tuesday, February 9, 2010, 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 Montreal to NEX.
As of February 9, 2010, 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 PMN to PMN.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 November 3, 2009, trading in the
Company's securities will remain suspended. Please refer to the Company's
press release dated February 4, 2010 for further information.
Members are prohibited from trading in the securities of the Company
during the period of the suspension or until further notice.
TSX-X
----------------------------------
RED ROCK ENERGY INC. ("RRK")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced January 12, 2010:
Number of Shares: 10,044,928 common shares
Purchase Price: $0.10 per unit
Warrants: 5,022,464 share purchase warrants to purchase
5,022,464 shares
Warrant Exercise Price: $0.18 for a period of two years
Number of Placees: 10 placees
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ No. of Units
David Pinkman Y 500,000
Wayne McNeill P 2,000,000
Olson Holdings Ltd. P 1,000,000
Tasha Cacic P 1,000,000
Sandy Loutitt Y 1,000,000
Finder's Fee: CIBC Wood Gundy - $35,000 cash
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.
TSX-X
----------------------------------
RENEGADE PETROLEUM LTD. ("RPL")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
The TSX Venture Exchange ("the Exchange") accepts for filing documentation
pursuant to a Share Purchase and Sale Agreement (the "Agreement") between the
Company and Duce Oil Ltd. (the "Vendor"), a private oil and gas company with
oil and gas interests in Saskatchewan and North Dakota. Pursuant to the terms
of the Agreement the Company will acquire all of the issued and outstanding
shares of the Vendor as well as working interests of the Vendor's minority
working interest partners. Consideration will be $31,400,000 in cash and the
issuance of 1,650,000 of the Company's shares at a deemed price of $2.00 per
share.
TSX-X
----------------------------------
SAGE GOLD INC. ("SGX")
BULLETIN TYPE: Private Placement-Brokered
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Brokered Private Placement announced December 18, 2009:
Number of Shares: 13,400,000 flow-through shares
Purchase Price: $0.06 per flow-through share
Warrants: 13,400,000 share purchase warrants to purchase
13,400,000 shares
Warrant Exercise Price: $0.10 in the first year
$0.12 in the second year
Number of Placees: 4 placees
Agent's Fee: An aggregate of $52,320 and 1,072,000 broker
options payable to Limited Market Dealer Inc.
and Trinity Wood Capital Corporation. Each
broker option is exercisable into one unit at a
price of $0.06 per unit for a period of two
years. Each unit consists of one common share
and one common share purchase warrant. Each
warrant is exercisable into one common share at
a price of $0.10 per share in the first year and
at a price of $0.12 per share in the second
year.
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.
TSX-X
----------------------------------
SEDEX MINING CORP. ("SDN")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
the second and final tranche of a Non-Brokered Private Placement announced
November 24, 2009 and amended January 6, 2010:
Number of Shares: 10,300,000 flow through shares
3,750,000 non flow through shares
Purchase Price: $0.05 per share
Warrants: 14,050,000 share purchase warrants to purchase
14,050,000 shares
Warrant Exercise Price: $0.10 for the first two year period
$0.15 in the third year
$0.20 in the fourth year
Number of Placees: 12 placees
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ No. of Shares
Hastings Management
Corp (Richard W.
Hughes) Y 1,000,000 non flow through shares
9,800,000 flow through shares
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.
TSX-X
----------------------------------
SEMCAN INC. ("STT.RT")
BULLETIN TYPE: Delist
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange (the "Exchange") bulletins dated
January 6, 2010 and February 4, 2010, the rights of Semcan Inc. (the
"Company") will be delisted from the Exchange as the Company will not be
proceeding with the transaction. The rights will be delisted effective at the
close of business on February 8, 2010.
For further information, please refer to the Company's press release dated
January 26, 2010.
TSX-X
----------------------------------
TOPTENT INC. ("TPT.H")
(formerly Toptent Inc. ("TPT"))
BULLETIN TYPE: Transfer and New Addition to NEX, Symbol Change, Remain
Suspended
BULLETIN DATE: February 8, 2010
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
Tuesday, February 9, 2010, 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 Montreal to NEX.
As of February 9, 2010, 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 TPT to TPT.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 October 15, 2009, trading in the
Company's securities will remain suspended. Please refer to the Company's news
release of December 16, 2009 for further information.
Members are prohibited from trading in the securities of the Company
during the period of the suspension or until further notice.
TSX-X
----------------------------------
WEST FOURTH CAPITAL INC. ("WTF.P")
BULLETIN TYPE: Miscellaneous
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Further to the Exchange's Bulletin of March 6, 2009 and the Company's
press release of April 28, 2009, the Company which is a Capital Pool Company
('CPC') is required to complete a Qualifying Transaction ('QT') by March 8,
2010.
The records of the Exchange indicate that the Company has not yet
completed a QT. If the Company fails to complete a QT by March 8, 2010, the
Company's trading status may be changed to a halt or suspension without
further notice, in accordance with Exchange Policy 2.4 Section 14.6.
TSX-X
----------------------------------
WEST HAWK DEVELOPMENT CORP. ("WHD")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at 11:57 a.m. PST, February 2010, trading in the shares of the
Company was halted at the request of the Company, pending an announcement;
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.
TSX-X
----------------------------------
NEX COMPANIES
ARCLAND RESOURCES INC. ("ADR.H")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: February 8, 2010
NEX Company
Further to TSX Venture Exchange Bulletin dated February 5, 2010, effective
at 6:52 a.m. PST, February 8, 2010 trading in the shares of the Company will
remain halted pending receipt and review of acceptable documentation regarding
the Change of Business and/or Reverse Takeover pursuant to Listings Policy
5.2.
TSX-X
----------------------------------
FIBRE-CROWN MANUFACTURING INC. ("FBR.H")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
NEX Company
Effective at the opening, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an announcement;
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.
TSX-X
----------------------------------
GFM RESOURCES LIMITED ("GFM.H")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE: February 8, 2010
NEX Company
Further to the Company's news release dated January 18, 2010, the TSX
Venture Exchange (the "Exchange") has approved the following three
transactions:
Private Placement-Non-Brokered, Convertible Debenture/s
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced January 18, 2010 in regards to a
convertible loan issued in 2007:
Convertible Debenture: $210,000
Conversion Price: Convertible into common shares at an average
weighted price of $0.38 of principal outstanding
Maturity date: Five years from date of issuance
Interest rate: Prime
Number of Placees: 1 placee
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ Principal Amount
Grupo Ferrominero, S.A.
De C.V. (Jose Antonio
Rivera) Y $210,000
Private Placement-Non-Brokered, Convertible Debenture/s
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced January 18, 2010 in regards to a
convertible loan issued in 2008:
Convertible Debenture: $170,000
Conversion Price: Convertible into common shares at an average
weighted price of $0.14 of principal outstanding
Maturity date: Five years from date of issuance
Interest rate: Prime
Number of Placees: 1 placee
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ Principal Amount
Grupo Ferrominero, S.A.
De C.V. (Jose Antonio
Rivera) Y $170,000
Private Placement-Non-Brokered, Convertible Debenture/s
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced January 18, 2010 in regards to a
convertible loan issued in 2009:
Convertible Debenture: $230,000
Conversion Price: Convertible into units consisting of one common
share and one common share purchase warrant at a
price of $0.10 of principal outstanding.
Maturity date: Five years from date of issuance
Warrants: Each warrant will have a term of one year from
the date of issuance of the notes and entitle
the holder to purchase one common share. The
warrants are exercisable at the price of $0.10
Interest rate: Prime
Number of Placees: 1 placee
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ Principal Amount
Grupo Ferrominero, S.A.
De C.V. (Jose Antonio
Rivera) Y $230,000
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company
must issue a news release announcing the closing of the private placements and
setting out the expiry dates of the hold period(s). The Company must also
issue a news release if the private placements do not close promptly.
TSX-X
----------------------------------
GFM RESOURCES LIMITED ("GFM.H")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: February 8, 2010
NEX Company
TSX Venture Exchange has accepted for filing the Company's proposal to
issue 221,749 shares to settle outstanding debt for $93,255.20.
Number of Creditors: 1 Creditor
Insider/Pro Group Participation:
Deemed
Insider equals Y/ Amount Price No. of
Creditor Progroup equals P Owing per Share Shares
Grupo Ferrominero,
S.A. De C.V.
(Jose Antonio
Rivera) Y $93,255.20 $0.42 221,749
TSX-X
----------------------------------
UPPER CANADA GOLD CORPORATION ("UCC")
(formerly Washmax Corp. ("WMC.H"))
BULLETIN TYPE: Reverse Takeover-Completed, Shares for Debt, Private
Placement- Non-Brokered, Name Change and Consolidation, Graduation from
NEX to TSX Venture, Resume Trading
BULLETIN DATE: February 8, 2010
NEX Company
The common shares of the Company have been halted from trading since
August 4, 2009, pending completion of a Reverse Take-Over.
The TSX Venture Exchange has accepted for filing the Company's Reverse
Take-Over ("RTO"), which includes the following transactions:
Acquisition of the Dingman Property, Ontario:
Further to an option agreement between the Company and Opawica
Explorations Inc. ("Opawica") dated July 31, 2009; the Company has acquired
from Opawica the Dingman gold property, Ontario in exchange for 46,979,007
pre-consolidation common shares in the Company. A finder's fee of 500,000
pre-consolidation common shares was paid to the Sheridan Group Limited.
Shares for debt:
The Company has issued 3,633,044 post-consolidation common shares to
settle outstanding debt for $653,948.
Number of Creditors: 3 Creditors
Insider/Pro Group Participation:
Deemed
Insider equals Y/ Amount Price No. of
Creditor Progroup equals P Owing per Share shares
Thomas Sills Y $50,000 $0.18 277,778
Patrick Churchill Y $145,950 $0.18 810,833
P.M. Holdings Ltd.
(Patrick
Churchill) Y $457,998 $0.18 2,544,433
The Company has also issued an additional 1,021,790 post-consolidation
common shares at a deemed price of $0.20 per share and 510,895 common share
purchase warrants to settle outstanding debt for $204,358:
Number of Creditors: 3 Creditors
Warrants: 510,895 share purchase warrants to purchase
shares
Warrant Exercise Price: $0.40 for a two-year period
Private Placement-Non-Brokered:
The Company has completed a Non-Brokered Private Placement announced
January 19, 2010:
Number of Shares: 11,250,000 shares (post-consolidation)
Purchase Price: $0.20 per share
Warrants: 5,625,000 share purchase warrants to purchase
5,625,000 shares
Warrant Exercise Price: $0.40 for a two-year period
Number of Placees: 14 placees
Finder's Fee: $157,500 and 787,500 warrants paid to RWS
Capital Services Inc. Each warrant is
exercisable into 1 unit at $0.20 per unit for
2 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.
Graduation from NEX to TSX Venture:
The Company has met the requirements to be listed as a TSX Venture Tier 2
Company. Therefore, effective Tuesday, February 9, 2010, the Company's listing
will transfer from NEX to TSX Venture, the Company's Tier classification will
change from NEX to Tier 2 and the Filing and Service Office will change from
NEX to Toronto.
Name Change and Consolidation:
Pursuant to a resolution passed by shareholders on January 19, 2010, the
Company has consolidated its capital on a 4 old for 1 new basis. The name of
the Company has also been changed as follows.
Effective at the opening Tuesday, February 9, 2010, the common shares of
Upper Canada Gold Corporation will commence trading on TSX Venture Exchange,
and the common shares of Washmax Corp. will be delisted. The Company is
classified as an "Exploration/Development" company.
Post - Consolidation
Capitalization: Unlimited number of common shares with no par
value of which
31,737,086 shares are issued and outstanding
Escrow: 24,396,046 common shares, and
3,875,000 common share purchase warrants
Transfer Agent: Equity Transfer & Trust Company
Trading Symbol: UCC (new)
CUSIP Number: 915583 10 8 (new)
Company Contact: Michael Churchill, President and CEO
Company Address: 1050 Bathurst Street No. 1
Toronto, ON M5R 3G7
Company Phone Number: (416) 678-0928
Company Fax Number: (416) 862-2659
Company Email Address: [email protected]
TSX-X
----------------------------------
For further information: Market Information Services at 1-888-873-8392, or email: [email protected]
Share this article