TSX Venture Exchange Stock Maintenance Bulletins
VANCOUVER, Aug. 28, 2018 /CNW/ -
TSX VENTURE COMPANIES
ASTRON CONNECT INC. ("AST")
[formerly, Exalt Capital Corp. ("EXT.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Property- Asset or Share Purchase Agreement, Private Placement-Brokered, Private Placement-Non-Brokered, Name Change, Resume Trading
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing Exalt Capital Corp. ("Exalt" or the "Company", Astron Connect Inc. after the name change) Qualifying Transaction described in its filing statement (the 'Filing Statement') dated June 26, 2018. As a result, effective at the opening on August 30, 2018, the trading symbol for the Company will change from EXT.P to AST and the Company will no longer be considered a Capital Pool Company and will be listed as a Tier 2 technology issuer on the TSX Venture Exchange.
1. Property Asset or Share Purchase Agreement
Pursuant to an acquisition agreement dated February 7, 2018, as amended (the "Acquisition Agreement") the Company issued 29,099,992 shares to the Sachiel Connect Inc. ("Sachiel") shareholders in consideration for all of the issued shares of Sachiel. The Company issued 1,602, 727 to 114833 B.C. Ltd. as an arm's length finder's fee.
Sachiel is a private British Columbia company.
For additional information refer to the Filing Statement dated June 26, 2018 available under the Company's profile on SEDAR and the Company's news release dated August 28, 2018.
2. Private Placement-Brokered:
In connection with the Qualifying Transaction, Exalt completed a Brokered Private Placement announced on December 7, 2017:
| Number of Shares: |
1,223,227 shares |
| Purchase Price: |
$0.22 per share |
| Number of Placees: |
16 Placees |
Insider / Pro Group Participation:
| Name |
Insider=Y / |
# of Shares |
| Aggregate Pro Group Involvement |
P |
12,500 |
| [ 1 Placee] |
| Agent's Fee: |
Mackie Research Capital Corp. – $16,146.60 cash and 73,394 Agent's Warrants. Each Agent's Warrant is exercisable into one common share at a price of $0.22 for a period of two years. |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release dated August 28, 2018 announcing the closing of the private placement and setting out the expiry date of the hold period.
3. Private Placement-Non-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 07, 2017:
| Number of Shares: |
13,377,265 shares |
| Purchase Price: |
$0.22 per share |
| Number of Placees: |
33 Placees |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release dated August 28, 2018 announcing the closing of the private placement and setting out the expiry date of the hold period(s).
4. Name Change:
Pursuant to a resolution passed by directors on June 7, 2018, Exalt Capital Corp. changed its name to "Astron Connect Inc."
Effective at the opening on August 30, 2018, the common shares of Astron Connect Inc. will commence trading on TSX Venture Exchange Inc. The company is classified as a 'technology' company.
| Capitalization: |
Unlimited |
shares with no par value of which |
| 50,803,211 |
shares are issued and outstanding |
|
| Escrow: |
||
| 25,919,447 |
shares are subject to a Tier 2 Value Security Escrow Agreement. |
|
| The stock options under the CPC escrow agreement are released upon the issuance of the bulletin. |
| Transfer Agent: |
TSX Trust Company |
|
| Trading Symbol: |
AST |
(NEW) |
| CUSIP Number: |
04640L101 |
(NEW) |
5. Resume Trading:
Effective at the opening on August 30, 2018, trading in the shares of Astron Connect Inc. (formerly, Exalt Capital Corp.) will resume.
________________________________________
CHILEAN METALS INC. ("CMX")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange ('TSXV') Bulletin dated Monday, August 27, 2018, trading in the shares of the Company will remain halted pending review of compliance with Exchange Requirements.
________________________________________
SEAWAY ENERGY SERVICES INC. ("SEW")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
Seaway Energy Services Inc. ("Seaway") announced on August 27, 2018 that it will not be proceeding with its previously announced letter of intent between Seaway and X2 Blockchain Games Corp. ("X2"), with respect to the proposed acquisition by Seaway of all the shares of X2.
The letter of intent was initially announced January 22, 2018.
Effective at the open, Thursday, August 30, 2018, the common shares of Seaway Energy Services Inc. will resume trading.
________________________________________
WESTBOND ENTERPRISES CORPORATION ("WBE")
BULLETIN TYPE: Declaration of Dividend
BULLETIN DATE: August 28, 2018
TSX Venture Tier 1 Company
The Issuer has declared the following dividend(s):
Dividend per Share: $0.0025
Payable Date: September 20, 2018
Record Date: September 5, 2018
Ex-Dividend Date: September 4, 2018
________________________________________
TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
ANGUS VENTURES INC. ("GUS.P")
BULLETIN TYPE: Halt
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
Effective at 4.58 a.m. PST, August 28, 2018, 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.
________________________________________
ANTLER GOLD INC. ("ANTL")
BULLETIN TYPE: Private Placement Brokered
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the documentation with respect to a Brokered Private Placement as announced on June 21 and August 14 2018:
| Number of Shares: |
1,719,237 flow-through shares and 573,079 common shares |
| Purchase Price: |
$0.17 per flow-through share and $0.15 per common share |
| Number of Placees: |
10 Placees |
Insider / Pro Group Participation:
| Name |
Insider=Y / |
# of shares |
| James Megann |
Y |
400,000 |
| Daniel Whittaker |
Y |
300,000 |
| Wade Dawe |
Y |
303,028 |
| Finder's Fee: |
$17,018.57 cash and 103,143 compensation warrants to purchase 103,143 common shares at an exercise price of $0.15 per share during a two year period from the closing date of the offering payable to Numus Capital Corp. |
The Company has confirmed the closing of the Private Placement in a news release dated August 24, 2018.
___________________________________________
AVIDIAN GOLD CORP. ("AVG")
BULLETIN TYPE: Private Placement-Brokered
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced May 17, 2018:
| Number of Shares: |
6,465,000 shares |
| Purchase Price: |
$0.50 per share |
| Warrants: |
3,232,500 share purchase warrants to purchase 3,232,500 shares |
| Warrant Exercise Price: |
$0.76 for a two year period. The warrants are subject to an accelerated exercise provision in the event the Company shares trade above $1.00 for 20 consecutive trading days. |
| Number of Placees: |
57 placees |
Insider / Pro Group Participation:
| Name |
Insider=Y / |
# of Shares |
| James Polson |
Y |
500,000 |
| Wendy Bradley |
Y |
500,000 |
| Agent's Fee: |
Red Cloud Klondike Strike Inc. - $53,690.00 and 59,410 common share purchase warrants exercisable into common shares at $0.50 per share to June 27, 2020. |
| Industrial Alliance Securities Inc. - $30,000 and 60,000 common share purchase warrants exercisable into common shares at $0.50 per share to June 27, 2020. |
|
| PI Financial Corp. – 20,606 common share purchase warrants exercisable into common shares at $0.50 per share to June 27, 2020. |
|
| Mackie Research Capital Corporation – 6,602 common share purchase warrants exercisable into common shares at $0.50 per share to June 27, 2020. |
|
| Echelon Wealth Partners Inc. – 10,960 common share purchase warrants exercisable into common shares at $0.50 per share to June 27, 2020. |
|
| GMP Securities – 800 common share purchase warrants exercisable into common shares at $0.50 per share to June 27, 2020. |
|
| Raymond James – 2,400 common share purchase warrants exercisable into common shares at $0.50 per share to June 27, 2020. |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company must issue a news release dated June 27, 2018 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.
________________________________________
DECISIVE DIVIDEND CORPORATION ("DE")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pursuant to a Share Purchase Agreement between the Company and Arms-Length Parties ("the Vendors"). Pursuant to the terms of the agreement the Company acquired all the issued and outstanding shares of Slimline Manufaturing Ltd. In consideration, the company will issue 257,733 common shares at a deemed value of $3.88 and $6,000,000 cash. The company may also pay a potential earn-out payment of up to $1,285,714.29 cash and $214,285.71 in shares based on earnings for the 12 month period ended July 31, 2018.
For further information, please refer to the Company's press releases dated May 14, 2018, and May 31, 2018.
________________________________________
ENFORCER GOLD CORP. ("VEIN")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
Effective at 7.00 a.m. PST, August 28, 2018, shares of the Company resumed trading, an announcement having been made.
________________________________________
GROWMAX RESOURCES CORP. ("GRO")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: August 28, 2018
TSX Venture Tier 1 Company
Effective at 7.00 a.m. PST, August 28, 2018, shares of the Company resumed trading, an announcement having been made.
________________________________________
HANDA MINING CORPORATION ("HAND")
BULLETIN TYPE: Halt
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
Effective at 9.07 a.m. PST, August 28, 2018, 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.
________________________________________
HANDA MINING CORPORATION ("HAND")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
Effective at 11.00 a.m. PST, August 28, 2018, shares of the Company resumed trading, an announcement having been made.
________________________________________
LAURION MINERAL EXPLORATION INC. ("LME")
BULLETIN TYPE: Private Placement - Non-Brokered
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange (the "Exchange") has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 26, 2018:
| Number of Shares: |
4,673,888 flow-through shares and 680,000 non-flow-through shares. |
| Purchase Price: |
$0.09 per share |
| Warrants: |
5,353,888 share purchase warrants to purchase 5,353,888 common shares |
| Warrant Exercise Price: |
$0.12 for a period of two years |
| Number of Placees: |
5 Placees |
| Finders' Fee: |
An aggregate of $24,500 in cash and 272,221 finders' warrants payable to GloRes Capital Inc. and Leede Jones Gable Inc. Each finder's warrant entitles the holder to acquire one common share at $0.12 for a period of two 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.
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company has issued news release announcing the closing of the private placement dated August 2, 2018.
________________________________________
METALEX VENTURES LTD. ("MTX")
BULLETIN TYPE: Shares for Services
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposed issuance of 150,000 shares at a deemed price of $0.05 per share, in consideration of certain services provided to the Company for the period ending July 31, 2018, pursuant to an Amended Deferred Share Unit Plan for Lorie Waisberg dated September 13, 2013 and effective August 1, 2013.
The Company shall issue a news release when the shares are issued.
________________________________________
METALEX VENTURES LTD. ("MTX")
BULLETIN TYPE: Shares for Services
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposed issuance of 150,000 shares at a deemed price of $0.05 per share, in consideration of certain services provided to the Company for the period ending July 31, 2018, pursuant to an Amended Deferred Share Unit Plan for Glenn Nolan dated September 13, 2013 and effective August 1, 2013.
The Company shall issue a news release when the shares are issued.
________________________________________
PERISSON PETROLEUM CORPORATION ("POG")
BULLETIN TYPE: Halt
BULLETIN DATE: August 28, 2018
TSX Venture Tier 1 Company
Effective at 8.17 a.m. PST, August 28, 2018, trading in the shares of the Company was halted pending company contact; 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.
________________________________________
SMARTCOOL SYSTEMS INC. ("SSC")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
Property-Asset or Share Purchase Agreement:
TSX Venture Exchange Inc. (the "Exchange") has accepted for filing documentation pertaining to an agreement dated August 1, 2018 (the "Agreement") between Smartcool Systems Inc. (the "Company") and Damian Smith.
Pursuant to the Agreement, the Company acquired all of the issued and outstanding shares of Total Energy Concept Inc. ("Total Energy") for consideration of $150,000 as well as the issuance of 15,000,000 common shares and 5,000,000 non-transferable warrants of the Company.
Damian Smith is the sole shareholder of Total Energy.
Insider / Pro Group Participation: N/A
For additional information please refer to the Company's news releases dated March 13, 2018, June 19, 2018 and August 28, 2018.
_______________________________________
WELL HEALTH TECHNOLOGIES CORP. ("WELL")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: August 28, 2018
TSX Venture Tier 2 Company
Effective at 6.30 a.m. PST, August 28, 2018, shares of the Company resumed trading, an announcement having been made.
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SOURCE TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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