VANCOUVER, April 15 /CNW/ -
TSX VENTURE COMPANIES
BULLETIN TYPE: Cease Trade Order
BULLETIN DATE: April 14, 2010
TSX Venture Tier 2 Company
A Cease Trade Order has been issued by the British Columbia Securities
Commission on April 14, 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)
("AHL") Ameriplas Holdings Ltd. comparative financial 09/11/30
statement
management's discussion 09/11/30
& analysis
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 company during the period
of the suspension or until further notice.
TSX-X
------------------------------
BELLHAVEN COPPER & GOLD INC. ("BHV")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to
issue 446,250 shares (10,000 shares at a deemed price of $0.20 per share and
436,250 shares at a deemed price of $0.15 per share) to settle outstanding
debt for $67,465.30.
Number of Creditors: 3 Creditors
The Company shall issue a news release when the shares are issued and the
debt extinguished.
TSX-X
------------------------------
BRIDGEPORT VENTURES INC. ("BPV")("BPV.WT")
BULLETIN TYPE: Graduation
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has been advised that the Company's shares and
warrants will be listed and commence trading on Toronto Stock Exchange at the
opening Friday, April 16, 2010, under the symbol "BPV" and "BPV.WT".
As a result of this Graduation, there will be no further trading under the
symbol "BPV" and "BPV.WT" on TSX Venture Exchange after April 15, 2010, and
its shares and warrants will be delisted from TSX Venture Exchange at the
commencement of trading on Toronto Stock Exchange.
TSX-X
------------------------------
CONFEDERATION MINERALS LTD. ("CFM")
BULLETIN TYPE: Property-Asset or Share Purchase Amending Agreement
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing an Amendment dated March 23,
2010 to the Option Agreement dated February 10, 2006, regarding the Mitchell
Belanger Property, between Rubicon Minerals Corporation, Perry English
(collectively the "Optionors") and Confederation Minerals Ltd. (the
"Company"), whereby the Optionors have agreed to accept $2,000 and 310,000
shares of the Company in satisfaction of $40,000 final payment otherwise
specified by the Option Agreement.
TSX-X
------------------------------
CROWN MINERALS INC. ("CWM")
BULLETIN TYPE: Halt
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
Effective at the opening, April 15, 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
------------------------------
CUE RESOURCES LTD. ("CUE")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to
issue 11,051,420 shares at a deemed value of $0.10 per share to settle
outstanding debt for $1,105,142. There will be 9,456,020 warrants issuable at
$0.15 per share for one year.
Number of Creditors: 6 Creditors
Insider/Pro Group Participation:
Deemed
Insider equals Y/ Amount Price No. of
Creditor Progroup equals P Owing per Share Shares
Resinco Capital
Partners Y $159,540 $0.10 1,595,400
The Company shall issue a news release when the shares are issued and the
debt extinguished.
TSX-X
------------------------------
DAGILEV CAPITAL CORP. ("DCC")
(formerly Dagilev Capital Corp. ("DCC.P"))
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Reinstated
for Trading
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange (the 'Exchange') has accepted for filing Dagilev
Capital Corp.'s (the 'Company' or 'Dagilev') Qualifying Transaction (the 'QT')
and related transactions, all as principally described in its filing statement
dated April 8, 2010 (the 'Filing Statement'). As a result, effective at the
opening Friday, April 16, 2010, the common shares of the Company will be
reinstated for trading and the Company will no longer be considered a Capital
Pool Company. The QT includes the following matters, all of which have been
accepted by the Exchange:
Qualifying Transaction:
Dagilev is acquiring a 100% interest in 5 mineral exploration concessions
located in Spain (the "Property") via two separate arm's length acquisitions
of the holding company that owns the Property:
1. Acquisition of 95% Interest in the Property:
Dagilev has entered into an arm's length agreement dated February 10, 2010
(the "Acquisition Agreement") with Rio Narcea Gold Mines Ltd. (the
"Covenantor"), a wholly-owned subsidiary of Lundin Mining Corp. ("Lundin"),
and the Covenantor's wholly-owned subsidiary Rio Narcea Corporativa S.L. (the
"Vendor") pursuant to which the Company has agreed to acquire 95.04% (the
"Vendor Interest") of the issued and outstanding shares of Exploraciones
Minera del Cantabrico S.A. ("EMC" or "Target"), a Spanish company. EMC owns a
100% interest in the Salave Gold Deposit (the "Principal Property"), comprised
of five mineral concessions (the "Concessions") located in the Principality of
Asturias, Spain, subject to a series of staged payments and a 5% net smelter
returns royalty after 800,000 ounces has been produced due to an arms length
private individual named John Patrick Sheridan ("Sheridan").
As consideration for the Vendor Interest, Dagilev has agreed to pay the
Vendor:
- (euro)500,000 on closing;
- issue 5,296,688 common shares to the Vendor on closing; and
- pay (euro)20,000,000 to the Vendor within 180 days of the receipt by
EMC of all the necessary material permits, licenses and approvals
from all the appropriate regulatory bodies and governmental
authorities to allow EMC to construct and operate an open pit mine on
the Concessions and that allows for the production of at least
800,000 ounces of gold from ore extracted from the Concessions.
Underlying Property Agreement:
The Principal Property is the subject of an agreement dated March 9, 2004
(the "Lease Termination Agreement") among EMC, the Covenantor and Sheridan
pursuant to which Sheridan is entitled to receive the staged payments and
royalties from EMC as follows:
- U.S.$5,000,000 within 10 days after the Permit Date;
- U.S.$5,000,000 within 10 days after the Commencement of Commercial
Production with respect to gold;
- U.S.$5,000,000 within 10 days after the First Production Date;
- U.S.$5,000,000 within 10 days after the Second Production Date; and
- U.S.$5,000,000 within 10 days after the Third Production Date.
Pursuant to the Lease Termination Amending Agreement, at the option of EMC
and subject to receipt of any necessary regulatory approvals, any of the above
payments may be satisfied, all but not in part, via the issuance of Common
Shares of Dagilev based on an issue price equal to the average trading price
of the Common Shares of Dagilev on the Exchange over the 30 trading days
preceding the date written notice is given to Sheridan that the payment will
be satisfied by the issuance of Common Shares of Dagilev.
Sheridan is also entitled to be paid a royalty of 5% of net smelter
returns commencing on the Third Production Date. EMC has the right to purchase
one-half of the royalty for U.S.$5,000,000 on or before the expiration of 90
days from the Third Production Date.
Pursuant to the Lease Termination Amending Agreement, Dagilev has agreed
to indemnify Sheridan against all losses actually incurred by Sheridan as a
result of a breach by EMC or any inaccuracy of any representation, warranty or
covenant of EMC contained in the Lease Termination Agreement and has agreed to
guarantee all of the obligations of EMC set forth in the Lease Termination
Agreement. Pursuant to the Lease Termination Amending Agreement, Sheridan is
also entitled to a seat on Dagilev's advisory board so long as he is a
beneficial owner of Common Shares of Dagilev.
In the Lease Termination Agreement, the Covenantor agreed to guarantee
those obligations of EMC and indemnify Sheridan in respect of breaches of the
Lease Termination Agreement by EMC. Pursuant to an agreement dated February 4,
2010 (the "Lease Termination Amending Agreement") among EMC, Sheridan, the
Covenantor and Dagilev, Sheridan consented to Dagilev assuming the
Covenantor's obligations under the Lease Termination Agreement in
consideration for 500,000 common shares of Dagilev issuable on closing and the
sum of $20,000 towards his legal expenses in respect of the Lease Termination
Amending Agreement.
2. Acquisition of Remaining 5% Interest in the Property:
The remaining 4.96% of the issued and outstanding shares of EMC (the
"Freire Interest") are held by Isabel Freire, Isabel Keinel Freire and Olimpia
Freire (collectively the "Freire"). Dagilev has reached an arm's length
agreement with the Freire dated March 17, 2010, pursuant to which the Freire
have agreed to sell the Freire Interest to Dagilev in consideration for
(euro)600,000 payable on closing.
The Acquisition of the Vendor Interest and the Freire Interest
(collectively the "EMC Acquisition") is intended to be Dagilev's QT. For
further information please read the Company's Filing Statement available on
SEDAR.
In addition, the Exchange has accepted for filing the following:
3. Advisory Agreement:
In connection with the EMC Acquisition, Dagilev entered into an agreement
dated December 17, 2009 (the "Advisory Agreement") with Haywood Securities
Inc. pursuant to which Haywood agreed to provide advisory services to Dagilev
in respect of the EMC Acquisition in consideration for the payment of $100,000
cash and the issuance of 200,000 common shares on closing.
4. Escrow Transfer:
There will also be a transfer within escrow as part of the EMC
Acquisition. David Doherty has agreed to transfer 800,001 escrowed shares to
the following individuals:
Name & Position with Dagilev Number of Shares
Nick Demare, CFO 250,001
Hon. John D. Reynolds, Director 250,000
Douglas Turnbull, Director 100,000
Emilio Hormaeche, Project Manager 150,000
Andy Fedak, Corporate Development 50,000
TOTAL 800,001
5. Bridge Loan:
Dagilev has also reached an agreement (the "Loan Agreement") with Central
Asia Resource Opportunities Ltd., DNN Investments Ltd., Amanda-Marie Huizinga,
Kevin Campbell and Nicole Adshead-Bell (collectively the "Lenders") pursuant
to which the Lenders have agreed to lend (the "Loan") Dagilev the aggregate
principal amount of $850,000. The Loan will bear interest at the rate of 5%
per annum, payable quarterly, and will be repayable on the earlier of the date
that is two years from closing and 30 days from the date Dagilev completes an
equity financing of not less than $2,000,000. The Lenders will be issued an
aggregate of 340,000 common shares as a bonus on closing.
The Exchange has been advised that the above transactions, that did not
require shareholder approval, have been completed.
6. Reinstated for Trading:
Effective at market open, Friday, April 16, 2010, trading will be
reinstated in the securities of the Company (CUSIP 23376W 10 7).
Capitalization: Unlimited common shares with no par value of
which
27,136,689 common shares are issued and
outstanding
Escrow: 7,296,689 common shares are subject to 36 month
staged release escrow
Symbol: DCC (same symbol as CPC but with .P
removed)
The Company is classified as a "Mineral Exploration & Development"
company.
Company Contact: Cary Pinkowski
Company Address: Suite 300 - 1055 West Hastings Street
Vancouver, BC V6E 2E9
Company Phone Number: (604) 694-1600
Company Fax Number: (604) 694-1663
Company Email Address: [email protected]
TSX-X
------------------------------
ENABLENCE TECHNOLOGIES INC. ("ENA")
BULLETIN TYPE: Halt
BULLETIN DATE: April 15, 2010
TSX Venture Tier 1 Company
Effective at 5:59 a.m. PST, April 15, 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
------------------------------
ENABLENCE TECHNOLOGIES INC. ("ENA")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: April 15, 2010
TSX Venture Tier 1 Company
Effective at 8:30 a.m. PST, April 15, 2010, shares of the Company resumed
trading, an announcement having been made over StockWatch.
TSX-X
------------------------------
ENSECO ENERGY SERVICES CORP. ("ENS")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: April 15, 2010
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation pursuant to an
Asset Purchase Agreement dated January 13, 2010 wherein the Company agreed to
acquire certain assets from two private companies (the 'Vendors'). In
consideration, the Company issued approximately $4,000,000 in cash, $3,000,000
in the form of a one-year convertible debenture with a conversion price of
$0.30 per share, and 4,100,000 common shares at a deemed price of $0.20 per
share to certain debtholders of the Vendors.
This transaction was announced in the Company's news releases dated
January 13 and February 18, 2010.
TSX-X
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FIRE RIVER GOLD CORP. ("FAU")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a purchase and sale agreement
(the "Agreement") with Ambrian Partners Limited ("Ambrian") pursuant to which
the Company is purchasing a 1% net smelter royalty return (the "NSR") on the
Nixon Fork Property, a property currently 100% owned by the Company's
wholly-owned subsidiary, Mystery Creek Resources, Inc. ("MCR").
Pursuant to the terms of the Agreement, in consideration for Ambrian
transferring its full interest in the NSR to the Company, the Company has paid
Ambrian (i) $225,000 in cash; and (ii) will issue to Ambrian 225,000 common
share purchase warrants of the Company, with each warrant being exercisable to
acquire one common share of the Company at a price of $0.75 per share for a
period of 18 months from the date of issue of the warrants.
Insider/Pro Group Participation: N/A
TSX-X
------------------------------
FIRST STAR RESOURCES INC. ("FS")
BULLETIN TYPE: Shares for Bonuses
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to
issue 55,172 bonus shares at a deemed value of $0.29 per share to the
following insiders in consideration of $80,000 loans advanced to the Company.
Shares Warrants
Patrick Forseille 13,793 Nil
William Wishart 41,379 Nil
TSX-X
------------------------------
GLOBAL DEVELOPMENT RESOURCES, INC. $US ("GDV.H")
(formerly Global Development Resources, Inc. $US ("GDV.U"))
BULLETIN TYPE: Property-Asset or Share Disposition Agreement, Transfer
and New Addition to NEX, Symbol Change
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation a share
purchase agreement (the "Agreement") dated September 30, 2009, between Global
Development Resources, Inc. $US (the "Company") and various shareholders of
the Company (collectively, the "Purchasers"). Pursuant to the Agreement, the
Company shall acquire all the outstanding shares of Global Development
Resources, Inc. (USA) ("GDR USA") - the wholly-owned operating subsidiary of
the Company.
As consideration, the Purchasers shall offer an aggregate of 20,451,419
common shares for cancellation.
For further information, please refer to the Company's press releases
dated September 28, 2009, October 22, 2009 and April 14, 2010 and the
Company's Management Information Circular dated September 21, 2009.
As a result of the transaction and in accordance with TSX Venture Policy
2.5, the Company has not maintained the requirements for a TSX Venture Tier 2
company. Therefore, effective Friday, April 16, 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 Toronto, Ontario
to NEX.
As of April 16, 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 GDV.U to GDV.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.
TSX-X
------------------------------
GOLDEN BAND RESOURCES INC. ("GBN")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: April 15, 2010
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation in connection
with a Purchase and Sale Agreement dated April 5, 2010 between the Company and
Virginia Energy Resources Inc. whereby the Company has acquired an 8%
undivided beneficial percentage interest in the Bingo, Alimak-Decade and RKN
properties located in the Province of Saskatchewan. This is a buy-back of the
participating interest earned by Virginia pursuant to an Option Agreement
dated August 6, 2008 that was accepted for filing August 22, 2008. The
consideration is 7,500,000 common shares.
TSX-X
------------------------------
GOLD SUMMIT CORPORATION ("GSM")
BULLETIN TYPE: Halt
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
Effective at the opening, April 15, 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
------------------------------
HAWTHORNE GOLD CORP. ("HGC")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: April 15, 2010
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced February 4, 2010:
Number of Special
Warrants: 14,338,801 Special Warrants exercisable into one
common share per Warrant at no additional
consideration. If the Company does not enter
into certain approved strategic initiatives
within six months from closing of this
placement, the Warrants will be exercisable into
1.1 common shares per Warrant.
Purchase Price: $0.29 per Special Warrant
Warrants: 7,169,400 share purchase warrants to purchase
7,169,400 shares
Warrant Exercise Price: $0.39 for an eighteen month period
Number of Placees: 1 placee
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ No. of Shares
China Mineral Holdings
Limited (Zheng Zhou) Y 14,338,801
Finder's Fee: $120,000, 589,922 shares and 430,164 finder
warrants payable to Magnesium Interface Inc.
(Kelvin Li). Each finder warrant is exercisable
at $0.50 for a twelve month period into one
common share.
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
------------------------------
INTERNATIONAL NORTHAIR MINES LTD. ("INM")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: April 15, 2010
TSX Venture Tier 1 Company
TSX Venture Exchange has consented to the amendment in the terms of the
following warrants:
Private Placement:
No. of Warrants: 13,070,000
Expiry Date of Warrants: May 19, 2011
Amended Exercise Provision: The holders of these warrants will
be entitled to receive one unit in
place of a common share of the
Issuer issuable upon the exercise of
the warrant at the original exercise
price of $0.10 if the holder
exercises the warrant within 10 days
from the date of announcement by the
Company. Each unit will consist of
one common share and one-half of one
share purchase warrant exercisable
at $0.20 per share for a period of
one year.
These warrants were issued pursuant to a private placement of 13,070,000
shares with 13,070,000 non-transferable share purchase warrants attached,
which was accepted for filing by the Exchange effective May 20, 2009. Any
warrants not exercised under the amended terms above will continue to be
exercisable for common shares of the Issuer under the original warrant terms.
TSX-X
------------------------------
INTERNATIONAL PBX VENTURES LTD. ("PBX")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: April 15, 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 on February
22, 2010 and April 14, 2010:
Number of Shares: 5,160,000 shares
Purchase Price: $0.20 per share
Warrants: 2,580,000 share purchase warrants to purchase
2,580,000 shares
Warrant Exercise Price: $0.30 for a one year period
Number of Placees: 39 placees
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ No. of Shares
Peter Kohl Y 50,000
Pickwick Exploration
Ltd. (Gary Medford) Y 500,000
Finder's Fee: $2,050 payable to Laura Hostick
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
------------------------------
LANDSTAR PROPERTIES INC. ("LPI.H")
(formerly Landstar Properties Inc. ("LPI"))
BULLETIN TYPE: Transfer and New Addition to NEX, Symbol Change
BULLETIN DATE: April 15, 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 the
opening Friday, April 16, 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 Vancouver to NEX.
As of April 16, 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 LPI to LPI.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.
TSX-X
------------------------------
NEWCASTLE MINERALS LTD. ("NCM")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing an option agreement dated
March 29, 2010 between Newcastle Minerals Ltd. (the 'Company') and Pete
Robert, Wade Kornick, and 2125930 Ontario Limited (Sheldon Davis and Robert
Robitaille), whereby the Company will acquire a 100% interest in the Potier
and Neville Township property comprised of 26 mineral claims covering
approximately 15,400 acres located between Potier and Neville Townships in
northwestern Ontario.
Total consideration consists of $60,000 in cash payments and 2,700,000
shares of the Company.
In addition, there is a 3% net smelter return relating to the acquisition.
The Company may at any time purchase 1.5% of the net smelter return for
$1,000,000 in order to reduce the total net smelter return to 1.5%.
TSX-X
------------------------------
NOVADX VENTURES CORP. ("NDX")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced March 18 and March 31, 2010:
Number of Shares: 8,500,000 shares
Purchase Price: $0.20 per share
Warrants: 4,250,000 share purchase warrants to purchase
4,250,000 shares
Warrant Exercise Price: $0.25 for a one year period
Number of Placees: 87 placees
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ No. of Shares
0741673 B.C. Ltd.
(Mark Reynolds) Y 120,000
Rowena Everett Y 50,000
Brenda Chisholm P 500,000
Lynford Evans P 25,000
MacDonald's Children
Family Trust
(Neil MacDonald) Y 70,000
Barb Pringle P 25,000
Finder's Fee: $7,500 and 62,500 Finders Warrants payable to
Ascenta Financial Corp.
$4,500 and 37,500 Finders Warrants payable to
Haywood Securities Inc.
$45,050 and 375,000 Finders Warrants payable
toCanaccord Finance Ltd.
$6,000 and 50,000 Finders Warrants payable to
CIBC Wood Gundy
$600 and 5,000 Finders Warrants payable to
Jordan Capital Markets Inc.
$12,900 and 107,500 Finders Warrants payable to
Leede Financial Markets Inc.
$13,500 and 112,500 Finders Warrants payable to
P.I. Financial Corp.
$1,800 and 15,000 Finders Warrants payable to
Raymond James Ltd.
Each Finders Warrant is exercisable at a price
of $0.25 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. (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
------------------------------
PLATO GOLD CORP. ("PGC")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced February 2, 2010 and March 22,
2010:
Number of Shares: 6,800,000 flow-through shares and
1,200,000 non flow-through shares
Purchase Price: $0.05 per flow-through share and
$0.05 per non flow-through share
Warrants: 8,000,000 share purchase warrants to purchase
8,000,000 shares
Warrant Exercise Price: $0.10 for a two year period
Number of Placees: 6 placees
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ No. of Shares
CEYX Properties Ltd.
(Anthony Cohen) Y 1,000,000
Eric Savics P 2,000,000
Anthony Cohen Y 900,000
Finder's Fee: An aggregate of $13,750 in cash and 445,000
finder's warrants payable to Limited Market
Dealer Inc., Haywood Securities Inc. and Jones,
Gable & Company Limited. Each finder's warrant
entitles the holder to acquire one unit at $0.05
for a two year period.
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.
For further details, please refer to the Company's news releases dated
March 22, 2010 and April 6, 2010
TSX-X
------------------------------
PNI DIGITAL MEDIA INC. ("PN")
BULLETIN TYPE: Normal Course Issuer Bid
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has been advised by the Company that pursuant to a
Notice of Intention to make a Normal Course Issuer Bid dated April 9, 2010, it
may repurchase for cancellation, up to 340,000 shares in its own capital
stock. The purchases are to be made through the facilities of TSX Venture
Exchange during the period May 1, 2010 to April 30, 2011. Purchases pursuant
to the bid will be made by Canaccord Capital Corporation on behalf of the
Company.
TSX-X
------------------------------
PROPHECY RESOURCE CORP. ("PCY")
(formerly: Red Hill Energy Inc. ("RH"),
Prophecy Resource Corp. ("PCY"))
BULLETIN TYPE: Plan of Arrangement, Delist, Name Change
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Companies
1. Plan of Arrangement:
Pursuant to special resolutions passed by the shareholders of each of Red
Hill Energy Inc. ('Red Hill') and Prophecy Resource Corp. ('Prophecy') on
April 12, 2010 and a final order of the British Columbia Supreme Court, Red
Hill and Prophecy will complete a plan of arrangement under Part 9 Division 5
of the Business Corporation Act (British Columbia). The Plan of Arrangement
will complete on April 16, 2010, and will result in:
- the Non Coal assets of Red Hill and $1,000,000 to be transferred to a
British Columbia company to be incorporated by Red Hill as a wholly
owned subsidiary of Red Hill for the purposes of completing the Spin-
Out Transaction ("Spinco") in exchange for securities of Spinco (0.25
Spinco shares for each Red Hill Share), which securities will be
transferred to the Red Hill Shareholders;
- Prophecy and a wholly owned subsidiary of Red Hill will amalgamate
under the provisions of the BCBCA;
- the shares and other securities of Prophecy will be exchanged for
securities of Red Hill (on a 1 to 1 basis); and
- the shares and other securities of Red Hill will be exchanged for new
securities of Red Hill (0.92 new Red Hill Shares for each one Red
Hill Share).
2. Delist:
Effective at the close of business Friday, April 16, 2010 the common
shares of Prophecy Resource Corp. will be delisted from TSX Venture Exchange
at the request of Prophecy.
3. Name Change:
Pursuant to a resolution passed by shareholders of Red Hill Energy Inc.
('Red Hill' or the "Company"), on April 12, 2010 the Company has changed its
name from Red Hill Energy Inc. to Prophecy Resource Corp. There is no
consolidation of capital.
Effective at the opening Monday, April 19, 2010, the common shares of
Prophecy Resource Corp. will commence trading on TSX Venture Exchange, and the
common shares of Red Hill Energy Inc. will be delisted. The Company is
classified as a 'Mineral Exploration and development' company.
Capitalization: Unlimited shares with no par value of which
96,672,974 shares are issued and outstanding
Escrow: Nil shares
Transfer Agent: Computershare Trust Company of Canada
Trading Symbol: PCY (NEW for Red Hill n/c to Prophecy)
CUSIP Number: 74354B 10 4 (NEW as per Plan of Arrangement)
Company Contact: Paul McKenzie
Company Address: 2060-777 Hornby Street
Vancouver, BC V6Z 1S4
Company Phone Number: (604) 642.2625
Company Fax Number: (604) 642.2629
Company Email Address: [email protected]
Further in formation on this transaction can be found in the Joint
Information Circular dated March 15, 2010, and the Companies' news releases
dated April 15, 2010.
TSX-X
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ROCKHAVEN RESOURCES LTD. ("RK")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced March 25, 2010:
Number of Shares: 1,460,000 non-flow through shares
5,696,666 flow through shares
Purchase Price: $0.25 per non-flow through share
$0.30 per flow through share
Warrants: 730,000 share purchase warrants attached to non-
flow through shares to purchase 730,000
additional non-flow through shares at a price of
$0.40 for a two year period.
2,848,333 share purchase warrants attached to
flow through shares to purchase 2,848,333 non-
flow shares at a price of $0.60 for a two year
period.
Number of Placees: 32 placees
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ No. of Shares
ECEE Money Limited
(William Douglas Eaton) Y 270,000 nft
Harley Mayers P 150,000 nft
Gus Wahlroth P 200,000 nft
Mark Blythe Y 33,333 f/t
Robert C. Carne Y 70,000 f/t
Paul Heinrich P 70,000 f/t
David Skoglund Y 70,000 f/t
Matthew Turner Y 70,000 f/t
Glenn R. Yeadon Y 33,334 f/t
Finders' Fees: Limited Market Dealer Inc. receives $84,000 and
337,333 non-transferable finder's options, each
exercisable for one unit with the same terms as
the flow through units above at a price of $0.30
for a two year period.
Raymond James Ltd. receives $6,660 and 29,600
non-transferable finder's options, each
exercisable for one unit with the same terms as
the flow through units above at a price of $0.30
for a two year period.
PI Financial Corp. receives $13,200 and 70,400
non-transferable finder's options, each
exercisable for one unit with the same terms as
the flow through units above at a price of $0.30
for a two year period.
Macquarie Private Wealth Inc. receives $5,000
and 20,000 non-transferable finder's options,
each exercisable for one unit with the same
terms as the flow through units above at a price
of $0.30 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
------------------------------
SCEPTRE VENTURES INC. ("SVP.P")
BULLETIN TYPE: New Listing-CPC-Shares
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
This Capital Pool Company's ('CPC') Amended and Restated Prospectus dated
March 31, 2010 has been filed with and accepted by TSX Venture Exchange and
the British Columbia, Alberta, Saskatchewan and Ontario Securities Commissions
effective April 6, 2010, pursuant to the provisions of the British Columbia,
Alberta, Saskatchewan and Ontario Securities Acts. The Common Shares of the
Company will be listed on TSX Venture Exchange on the effective date stated
below.
The Company has completed its initial distribution of securities to the
public. The gross proceeds received by the Company for the Offering were
$270,000 (2,700,000 common shares at $0.10 per share).
Commence Date: At the opening Friday, April 16, 2010, the
Common shares will commence trading on TSX
Venture Exchange.
Corporate Jurisdiction: British Columbia
Capitalization: unlimited common shares with no par value of
which
8,605,380 common shares are issued and
outstanding
Escrowed Shares: 3,315,380 common shares
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol: SVP.P
CUSIP Number: 806215109
Sponsoring Member: Canaccord Financial Ltd.
Agent's Options: 270,000 non-transferable stock options. One
option to purchase one share at $0.10 per share
up to 24 months.
For further information, please refer to the Company's Amended and
Restated Prospectus dated March 31, 2010.
Company Contact: Erin Chutter
Company Address: 501 - 525 Seymour Street
Vancouver, BC V6B 3H7
Company Phone Number: (604) 688-4219
Company Fax Number: (604) 608-9342
Company Email Address: [email protected]
Seeking QT primarily in these sectors:
- Resource
TSX-X
------------------------------
SEARCH MINERALS INC. ("SMY")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
Effective at 6:30 a.m. PST, April 15, 2010, shares of the Company resumed
trading, an announcement having been made over StockWatch.
TSX-X
------------------------------
SHELTERED OAK RESOURCES CORP. ("OAK")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to a
purchase agreement (the "Purchase Agreement") dated April 5, 2010, between
Sheltered Oak Resources Inc. ("Subco") - a wholly owned subsidiary of
Sheltered Oak Resources Corp. (the "Company"), and two arm's length parties
(collectively, the "Vendors"). Pursuant to the Purchase Agreement, the Company
shall acquire a 100% interest in four unpatented mining claims and the mining
rights to one patented mining claim (the "Interest") in the Larder Lake Mining
District located in the Pacaud and Catharine Townships in Ontario (the
"Property"). As consideration, the Company must issue the Vendors an aggregate
of 100,000 common shares of the Company and pay an aggregate of $75,000 by
September 26, 2012. The Vendors shall retain a 2% net smelter royalty ("NSR")
of which 50% of the NSR can be purchased by the Company at any time for
$1,000,000. The Company will also pay the Vendors a 2% NSR as an advance
royalty payment.
The Company has also entered into an option termination agreement (the
"Option Termination Agreement") dated April 5, 2010 with another arm's length
party (the "Original Optionee") Under a prior option agreement between the
Original Optionee and the Vendors, the Original Optionee had an option to
acquire the Interest on the Property. The Option Termination Agreement
obligates the Original Optionee to terminate the prior option agreement. As
consideration, the Company must pay the Original Optionee an aggregate of
$80,000 by September 26, 2012, issue 150,000 common shares of the Company
immediately upon closing and issue a further $45,000 worth of shares of the
Company by September 26, 2012. Future share issuance is subject to further
Exchange approval at the time of issuance.
For further information, please refer to the Company's press release dated
April 9, 2010.
TSX-X
------------------------------
SKYHARBOUR RESOURCES LTD. ("SYH")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: April 15, 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 March 25,
2010:
Number of Shares: 2,500,000 flow through shares
Purchase Price: $0.05 per share
Warrants: 2,500,000 share purchase warrants to purchase
2,500,000 shares
Warrant Exercise Price: $0.10 for a two year period
Number of Placees: 11 placees
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ No. of Shares
Bryan Paul P 100,000
Finders' Fees: $2,275 payable to Northern Securities Inc.
$1,400 payable to Fab Carella
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
------------------------------
TARANIS RESOURCES INC. ("TRO")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced April 7, 2010:
Number of Shares: 5,000,000 shares
Purchase Price: $0.20 per share
Warrants: 5,000,000 share purchase warrants to purchase
5,000,000 shares
Warrant Exercise Price: $0.30 for a two year period
In the event that the closing price of the Company's shares is $0.50 or
greater for a period of 20 consecutive trading days, the Company may give
notice of an earlier expiry of the warrants, in which case they would expire
30 calendar days from the giving of such notice.
Number of Placees: 12 placees
Insider/Pro Group Participation:
Insider equals Y/
Name ProGroup equals P/ No. of Shares
McChip Resources Inc.
(Richard McCloskey) Y 250,000
George R. Kent &
Associates Ltd.
(George Kent) Y 300,000
Finder's Fee: $49,700 and 248,500 finder's options payable to
HDL Capital Corporation
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
------------------------------
TERRANE METALS CORP. ("TRX.WT.A")
BULLETIN TYPE: New Listing-Warrants
BULLETIN DATE: April 15, 2010
TSX Venture Tier 1 Company
Effective at the opening Friday, April 16, 2010, the Series A warrants of
the Company will commence trading on TSX Venture Exchange. The Company is
classified as a 'Mineral Exploration' company.
Corporate Jurisdiction: British Columbia
Capitalization: 31,818,500 Series A warrants with no par value
of which
31,818,500 Series A warrants are issued and
outstanding
Transfer Agent: Computershare Trust Company
Trading Symbol: TRX.WT.A
CUSIP Number: 88103A 12 4
The warrants were issued pursuant to the Company's Short Form Prospectus
dated April 9, 2010. Each warrant entitles the holder to purchase one common
share at a price of $1.50 per share and will expire on Saturday, April 16,
2011.
TSX-X
------------------------------
TORCH RIVER RESOURCES LTD. ("TCR")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pursuant to an
Option Agreement dated April 12, 2010 between Torch River Resources Ltd. (the
'Company') and a private vendor (the 'Vendor') wherein the Company has been
granted the option to acquire all right, title and interest in 12 mineral
claims located in the Omineca Mining Division in British Columbia known as the
Fort-Elden Property (the 'Property'). In order to exercise the option, the
Company must issue cash and shares to the Vendor and incur work expenditures
on the Property, as follows:
Work
Cash No. of Shares Commitment
Upon Signing: $10,000 nil nil
Within 18 months: nil 500,000 $50,000
Within 30 months: nil 500,000 $100,000
Within 42 months: nil 1,000,000 $100,000
This transaction was announced in the Company's news release dated April
12, 2010.
TSX-X
------------------------------
VATIC VENTURES CORP. ("VCV.P")
BULLETIN TYPE: Notice - QT Not Completed - Approaching 24 Months of
Listing
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
The shares of the Company were listed on the TSX Venture Exchange on May
15, 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 May 17, 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
------------------------------
ZEOX CORPORATION ("ZOX")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: April 15, 2010
TSX Venture Tier 2 Company
Further to TSX Venture Exchange Bulletin dated April 13, 2010, effective
at the opening, April 15, 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
------------------------------
NEX COMPANIES
CHAMPLAIN RESOURCES INC. ("CPL.H")
BULLETIN TYPE: Resume Trading, Change of Business-Announced
BULLETIN DATE: April 15, 2010
NEX Company
Effective at the opening Friday, April 16, 2010, trading in the Company's
shares will resume.
Further to the Company's news release dated February 9, 2010, regarding
the proposed acquisition of an interest in the Gordon Lake Gold Project,
Champlain will earn an interest in the Gordon Lake Gold Project by way of a
three year option agreement with staged payments, share issuances and spending
commitments. The proposed transaction constitutes a change of business (the
'Change of Business') which remains subject to regulatory and other approvals.
This resumption of trading does not constitute acceptance of the Change of
Business, and should not be construed as an assurance of the merits of the
transaction or the likelihood of completion. The Company is required to submit
all of the required initial documentation relating to the Change of Business
within 75 days of the issuance of the February 9, 2010 news release. IF THIS
DOCUMENTATION IS NOT PROVIDED, OR IS INSUFFICIENT, A TRADING HALT MAY BE
RE-IMPOSED.
Completion of the transaction is subject to a number of conditions,
including but not limited to, Exchange acceptance and shareholder approval.
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.
TSX-X
------------------------------
For further information: Market Information Services at 1-888-873-8392, or email: [email protected]
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