VANCOUVER, March 5, 2020 /CNW/ -
TSX VENTURE COMPANIES
LAST MILE HOLDINGS LTD. ("MILE")
[formerly OjO Electric Corp. ("OJO")]
BULLETIN TYPE: Property-Asset or Share Purchase Agreement, Private Placement-Non-Brokered, Name Change, Resume Trading
BULLETIN DATE: March 5, 2020
TSX Venture Tier 2 Company
Property-Asset or Share Purchase Agreement:
TSX Venture Exchange has accepted for filing documentation: Membership Interest Purchase Agreement, dated as of January 10, 2020, Amendment No. 1 to Purchase Agreement, dated as of February 13, 2020 and Amendment No. 2 to Membership Interest Purchase Agreement dated as February 21, 2020, among OJO ELECTRIC INC., a Delaware corporation ("Buyer"), OJO ELECTRIC CORP., (the "Company"), GOTCHA MEDIA HOLDINGS, LLC, a Delaware limited liability company ("Seller"), and GOTCHA MOBILITY, LLC, a Delaware limited liability company ("Gotcha"), whereby the Company through its subsidiary, OjO Electric Inc., will acquire all of the outstanding membership interests of Gotcha Mobility LLC from Gotcha Media Holdings, LLC.
Considerations under the transaction are:
In cash:
(i) |
US$250,000 on closing |
(ii) |
a six month deferred guaranteed promissory note for US$750,000 |
(iii) |
a two year deferred guaranteed promissory note for US$5 million |
In securities:
(i) |
US$3.5 million in shares, issuable at a deemed price per share equal to the lesser of $0.50 and the issue price per share on the Company's concurrent financing (11,637,500 shares) |
(ii) |
US$2.5 million in shares or by way of a convertible security, convertible at the option of the holders into shares on six month anniversary of closing, at a deemed price equal to the five day V-WAP immediately before the date of issuance, subject to a minimum of $0.05, limited to the extent that the holder will remain below 20% of the outstanding voting shares |
In addition, the Company has agreed to issue 10 million Warrants to two new incoming officers of the Company, Sean Flood and Dave Touwsma, as a retention bonus. The Warrants will be exercisable at $0.50 for a period of five years from the Closing date and will be subject to vesting for three years, with earlier vesting based on specified performance criteria.
An administrative fee of 232,750 shares is payable to Fiore Management & Advisory Corp.
Further information on the transaction is available on the Company's profile in SEDAR in news releases dated November 19, 2019, January 20, and March 4, 2020.
Private Placement:
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced January 20, 2020:
Number of Shares: |
20,790,966 limited voting shares |
Purchase Price: |
$0.40 per share |
Warrants: |
20,790,966 share purchase warrants to purchase 20,790,966 shares |
Warrant Exercise Price: |
$0.60 for a three-year period, subject to acceleration at the option of the Company if the limited voting shares of the Company trade above $1.00 per share for ten consecutive trading days. In addition, if the shares of the Company trade above $0.60 in the five trading days following completion of the acquisition, the exercise price of the warrants will be readjusted to the greater of $0.60 and the 5-day VWAP, subject to a maximum price of $0.75 |
Number of Placees: |
44 placees |
Insider / Pro Group Participation:
Name |
Insider=Y / ProGroup=P |
# of Shares |
Jessica Van Den Akker |
Y |
62,500 |
Aggregate Pro Group Involvement |
P |
287,500 |
[3 placee(s)] |
Finder's Fee: |
An aggregate of 880,000 finders' units (on the same terms as unit offering) and 880,000 finders' warrants is payable to Canaccord Genuity Corp. and Eventus Capital Corp. Each finder's warrant entitles the holder to acquire one share at $0.40 for a three-year period |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), 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.
Name Change / Resume Trading:
Pursuant to a resolution passed by directors January 27, 2020, the Company has changed its name as follows. There is no consolidation of capital.
Effective at the opening Monday, March 9, 2020, the limited voting shares of Last Mile Holdings Ltd. will resume trading on TSX Venture Exchange and the limited voting shares of OjO Electric Corp. will be delisted. The Company is classified as an 'Industrial' company.
Capitalization: |
Unlimited |
shares with no par value of which |
68,794,732 |
shares are issued and outstanding |
|
Escrow: |
12,770,146 |
shares (this includes the Multiple Voting Shares, New Class |
Transfer Agent: |
Computershare Trust Company of Canada |
|
Trading Symbol: |
MILE |
(new) |
CUSIP Number: |
51811C105 |
(new) |
________________________________________
SAIS LIMITED ("SAIS")
BULLETIN TYPE: Delist
BULLETIN DATE: March 5, 2020
TSX Venture Tier 2 Company
Effective at the close of business on Monday, March 16, 2020, the ordinary shares of SAIS Limited (the "Company") will be delisted from TSX Venture Exchange at the request of the Company.
The voluntary delisting has been accepted by the Company's Board of Directors with a resolution dated February 19, 2020. Furthermore, the voluntary delisting has been accepted by written consent from a majority of the Company's shareholders, other than Promoters, directors, officers or other Insiders of the Company and their Associates and Affiliates.
For more information, please consult the Company's news release dated February 19, 2020.
________________________________________
DECIBEL CANNABIS COMPANY INC. ("DB") ("DB.DB") ("DB.WT")
[formerly Westleaf Inc. ("WL") ("WL.DB") ("WL.WT")]
BULLETIN TYPE: Name Change - Correction
BULLETIN DATE: March 5, 2020
TSX Venture Tier 1 Company
Further to the TSX Venture Exchange Bulletin dated March 4, 2020, the Bulletin should have read as follows:
Pursuant to a resolution passed by directors on March 1, 2020, the Company has changed its name as follows. There is no consolidation of capital.
Effective at the opening March 6, 2020, the common shares, debentures and warrants of Decibel Cannabis Company Inc. will commence trading on TSX Venture Exchange, and the common shares, debentures and warrants of Westleaf Inc. will be delisted. The Company is classified as an 'Industrial' company.
Capitalization: |
Unlimited |
shares with no par value of which |
345,986,628 |
shares are issued and outstanding |
|
Escrow: |
15,421,116 |
shares |
Transfer Agent: |
Computershare Trust Company of Canada |
|
Common Shares |
||
Trading Symbol: |
DB |
(new) |
CUSIP Number: |
243437 10 0 |
(new) |
Debentures |
||
Trading Symbol: |
DB.DB |
(new) |
CUSIP Number: |
243437 AA 8 |
(new) |
Warrants |
||
Trading Symbol: |
DB.WT |
(new) |
CUSIP Number: |
243437 11 8 |
(new) |
________________________________________
20/03/05 - TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
ANGUS VENTURES INC. ("GUS")
BULLETIN TYPE: Property-Asset or Share Acquisition Agreement
BULLETIN DATE: March 5, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange Inc. (the "Exchange") has accepted for filing an asset purchase agreement (the "Agreement") between Angus Ventures Inc. ("Angus") and Talisker Gold Cop. ("Talisker") dated December 11, 2019, pursuant to which Angus will acquire a 100% interest in Talisker's Wawa Properties located in located in the Mishibishu Lake Greenstone Belt of Northern Ontario.
As consideration for the Wawa Properties Angus will pay $577,499 to Talisker, issue 4,000,000 common shares of Angus to Talisker and pay $25,000 to Alexandria Minerals Corporation ("Alexandria") to satisfy a Net Smelter Returns royalty owing by Talisker to Alexandria.
Angus will also issue an aggregate of 400,000 common shares to holders of an underlying net smelter return royalty interest, in consideration of the parties waiving the right to an advance royalty payment.
In connection with the transaction, Angus shall pay a finder's fee to Medalist Capital Ltd. ("Medalist"), an arm's length party, through the issuance of 400,000 common shares of Angus to Medalist.
Insider / Pro Group Participation: Nil.
For further information please refer to Angus' news releases dated December 27, 2019 and February 5, 2020 which are available under Angus' profile on SEDAR.
________________________________________
CANADA CARBON INC. ("CCB")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: March 5, 2020
TSX Venture Tier 1 Company
Effective at 6:45 a.m. PST, March 05, 2020, shares of the Company resumed trading, an announcement having been made.
________________________________________
DESERT MOUNTAIN ENERGY CORP. ("DME")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 05, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Dec 17, 2019:
Number of Shares: |
7,285,682 shares |
Purchase Price: |
$0.22 per share |
Warrants: |
3,642,841 share purchase warrants to purchase 3,642,841 shares |
Warrant Initial Exercise Price: |
$0.33 |
Warrant Term to Expiry: |
2 Years |
Number of Placees: |
61 Placees |
Insider / Pro Group Participation:
Name |
Insider=Y /Pro-Group=P |
# of Shares |
Aggregate Pro-Group Involvement [4 Placees] |
P |
245,000 |
Finder's Fee:
Haywood Securities Inc |
$25,078.90 cash; 113,995 warrants |
Canaccord GEnuity Corp |
$23,100.00 cash; 105,000 warrants |
Mackie Research Capital Corp |
$5,947.48 cash; 27,035 warrants |
Leede Jones Gable Inc |
$6,334.00 cash; 28,700 warrants |
Roche Securities Limited |
$7,700.00 cash; 35,000 warrants |
Finder Warrant Initial Exercise Price: |
$0.22 |
Finder Warrant Term to Expiry: |
Non transferable broker warrants for 24 months from closing. |
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.
The above information is a summary only. Neither TMX Group Limited nor any of its affiliated companies guarantee the accuracy or completeness of the information contained in this document. Readers should consult the issuer's continuous disclosure record for complete details of the transaction.
________________________________________
GOLO MOBILE INC. ("GOLO")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 5, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on February 25, 2020:
Number of Shares: |
12,055,335 shares |
Purchase Price: |
$0.253 per share |
Warrants: |
6,027,667 share purchase warrants to purchase 6,027,667 shares |
Warrant Exercise Price: |
$0.45 for a two year period |
Number of Placees: |
3 placees |
Insider / Pro Group Participation:
Name |
Insider=Y / ProGroup=P |
# of Shares |
James McRoberts |
Y |
3,952,569 |
9050191 Canada Inc. (Peter Mazoff) |
Y |
197,628 |
Finder's Fee: |
none |
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.
________________________________________
GREENLANE RENEWABLES INC. ("GRN")
BULLETIN TYPE: Prospectus-Unit Offering
BULLETIN DATE: March 5, 2020May 11, 2001
TSX Venture Tier 1 Company
The Company's Short Form Base Shelf Prospectus dated July 31, 2019 was filed with and accepted by TSX Venture Exchange, and filed with and receipted by the British Columbia Securities Commission, pursuant to the provisions of the Securities Act (British Columbia), and the Ontario Securities Commission, pursuant to the provisions of the Securities Act (Ontario), on July 31, 2019. The Prospectus was also filed under Multilateral Instrument 11-102 Passport System in Alberta and Manitoba. A receipt for the Prospectus is deemed to be issued by the regulator in each of those jurisdictions, if the conditions of the Instrument have been satisfied.
TSX Venture Exchange has accepted for filing documentation with respect to an offering of 23,000,000 units (including all units under the Greenshoe Option referenced below) of the Company (each, a "Unit") at a price of $0.50 per Unit for total gross proceeds of $11,500,000 (the "Offering"). The Offering was made pursuant to a Prospectus Supplement dated February 11, 2020 to the Company's Short Form Base Shelf Prospectus dated July 31, 2019.
TSX Venture Exchange has been advised that closing of the Offering, including the sale of all Units issuable under the Greenshoe Option referenced below, occurred on February 19, 2020, for gross proceeds of $11,500,000.
Agents: |
Beacon Securities Limited, as lead underwriter and sole bookrunner, on behalf |
Offering: |
23,000,000 Units (including all Units under the Greenshoe Option referenced |
Unit Price: |
$0.50 per Unit |
Warrant Exercise Price/Term: |
$0.70 per share to February 19, 2021 |
Agents' Warrants: |
1,380,000 non-transferable compensation options exercisable to purchase one |
Greenshoe Option: |
The Agents were granted an option for a period of 30 days following the closing |
For further information, please refer to the Company's Short Form Base Shelf Prospectus dated July 31, 2019, Prospectus Supplement dated February 11, 2020, news release dated February 10, 2020, February 11, 2020, February 14, 2020 and February 19, 2020
________________________________________
HORNBY BAY MINERAL EXPLORATION LTD. ("HBE")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 5, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced October 16, 2019:
Number of Shares: |
25,500,000 common shares |
Purchase Price: |
$0.05 per common share |
Warrants: |
12,750,000 share purchase warrants to purchase 12,750,000 shares |
Warrant Exercise Price: |
$0.10 for a period of two years |
Number of Placees: |
19 Placees |
Insider / Pro Group Participation:
Name |
Insider=Y / ProGroup=P |
Number of Shares |
Frederic Leigh |
Y |
5,000,000 |
Aggregate Pro Group Involvement [4 placees] |
P |
1,900,000 |
Broker/Finder's Fee: |
Leede Jones Gable Inc. and PI Financial Corp. received an aggregate of |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company has issued a new 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.
________________________________________
KALYTERA THERAPEUTICS INC. ("KLY") ("KLY.WT.B") ("KLY.WT.A")
BULLETIN TYPE: Halt
BULLETIN DATE: March 5, 2020
TSX Venture Tier 1 Company
Effective at 8:19 a.m. PST, March 05, 2020, 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.
________________________________________
LEONOVUS INC. ("LTV")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: March 5, 2020
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange ('TSXV') Bulletin dated March 04, 2020, trading in the shares of the Company will remain halted pending receipt and review of acceptable documentation regarding the Fundamental Acquisition pursuant to Section 5.6(d) of Exchange Policy 5.3
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.
________________________________________
MEDCOLCANNA ORGANICS INC. ("MCCN")
BULLETIN TYPE: Shares for Services
BULLETIN DATE: March 5, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 720,000 shares at a deemed price of $0.075, as a signing bonus pursuant to an executive employment agreement between the Company and one of its Officers.
Insider / Pro Group Participation:
Creditor |
Insider=Y / |
Amount |
Deemed Price |
# of Shares |
Daniel Herrera |
Y |
$54,000.00 |
$0.075 |
720,000 |
For further details, please refer to the Company's news release dated November 21, 2019.
________________________________________
MEDCOLCANNA ORGANICS INC. ("MCCN")
BULLETIN TYPE: Shares for Services
BULLETIN DATE: March 5, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 120,000 shares at a deemed price of $0.25 per share to settle outstanding debt for $30,000.
Number of Creditors: |
1 Creditor |
Insider / Pro Group Participation: |
None |
The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
MEDX HEALTH CORP. ("MDX")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: March 05, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal issue 3,103,878 common shares at a deemed value of $0.12 per share and 3,103,878 warrants, with each warrant exercisable into one common share at $0.20 for a two (2) year period, to settle outstanding debt for $372,465.32.
Number of Creditors: |
1 Creditor |
Warrants: |
3,103,878 share purchase warrants to purchase 3,103,878 shares |
Warrant Exercise Price: |
$0.20 for a two (2) year period |
For further information, please refer to the Company's news release dated March 03, 2020. The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
ROKMASTER RESOURCES CORP. ("RKR")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: March 5, 2020
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 option agreement dated December 23, 2019 (the "Agreement"), among Rokmaster Resources Corp. (the "Company"), Huakan International Mining Inc. ("Huakan") and Huakan shareholders.
Pursuant to the Agreement, the Company has acquired the option to acquire a 100% interest in the Revel Ridge property, British Columbia (the "Property").
Consideration for the Property is as follows:
- $200,000 (paid) within 5 business days of the date on which Rokmaster has obtained Exchange acceptance of the Agreement (the "Effective Date");
- an additional $1,000,000 within 5 business days of the first anniversary of the Effective Date;
- an additional $4,000,000 within 5 business days of the second anniversary of the Effective Date;
- an additional $6,000,000 within 5 business days of the third anniversary of the Effective Date;
- an additional $13,000,000 within 5 business days of the fourth anniversary of the Effective Date; and
- an additional $20,000,000 within 5 business days of the fifth anniversary of the Effective Date.
In addition, to maintain the Option, Rokmaster is to complete an updated Preliminary Economic Assessment (the "Updated PEA") on the Property on or before the first anniversary of the Effective Date. If and when Rokmaster has satisfied the aforementioned option exercise conditions, Rokmaster would have the right and option, in lieu of acquiring the Property, to instead acquire all of Huakan's issued and outstanding shares from Huakan's shareholders.
Eternal Wealth Capital Corp. (John Lee Wong) will receive a finder's fee equal to 3% of the value of any cash payment to be made by Rokmaster to Huakan pursuant to the Agreement, which finder's fee is payable in cash or in common shares of Rokmaster, at the option of Rokmaster.
Insider / Pro Group Participation: Not applicable.
For further information please refer to the Company's news releases dated December 30, 2019, February 25, 2020 and March 4, 2020.
______________________________________
ROKMASTER RESOURCES CORP. ("RKR")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 05, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Jan 02, 2020:
Number of Shares: |
11,666,667 shares |
Purchase Price: |
$0.06 per share |
Warrants: |
11,666,667 share purchase warrants to purchase 11,666,667 shares |
Warrant Initial Exercise Price: |
$0.10 |
Warrant Term to Expiry: |
2 Years |
Number of Placees: |
48 Placees |
Insider / Pro Group Participation:
Name |
Insider=Y / Pro-Group=P |
# of Shares |
Bunkwee Investments Pty Ltd. |
Y |
400,000 |
Adam Pankratz |
Y |
100,000 |
John Mirko |
Y |
293,834 |
Aggregate Pro-Group Involvement [5 Placees] |
P |
800,000 |
Finder's Fee:
Ascenta Finance Corp |
$32,880.00 cash; Finder's Compensation Option equal to 8% of the units |
PI Financial Corp |
$6,960.00 cash; Finder's Compensation Option equal to 8% of the units |
Leede Jones Gable Inc |
$4,800.00 cash; Finder's Compensation Option equal to 8% of the units |
-Each Compensation Option shall entitle the holder thereof to purchase a Unit (same as terms of the Units of this private placement) for a period of 12 months from the date of closing of the Private Placement.
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.
The above information is a summary only. Neither TMX Group Limited nor any of its affiliated companies guarantee the accuracy or completeness of the information contained in this document. Readers should consult the issuer's continuous disclosure record for complete details of the transaction.
________________________________________
NEX COMPANY :
BE RESOURCES INC. ("BER.H")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: March 5, 2020
NEX Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 730,771 shares at a deemed price of $0.12 per share to settle outstanding debt for $87,692.55
Number of Creditors: |
1 Creditor |
Insider / Pro Group Participation:
Creditor |
Insider=Y / |
Amount |
Deemed Price |
# of Shares |
Keyser Soze Services Limited |
||||
(Carmelo Marrelli) |
Y |
$87,692.55 |
$0.12 |
730,771 |
The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
SOURCE TSX Venture Exchange
For further information: Market Information Services at 1-888-873-8392, or email: [email protected]
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