TSX Venture Exchange Stock Maintenance Bulletins
VANCOUVER, BC, Nov. 6, 2023 /CNW/ -
TSX VENTURE COMPANIES
BULLETIN TYPE: Cease Trade Order
BULLETIN DATE: November 6, 2023
TSX Venture Companies
A Cease Trade Order has been issued by the Ontario Securities Commission on November 3, 2023 against the following companies for failing to file the documents indicated within the required time period:
Symbol |
Tier |
Company |
Failure to File |
Period Ending (Y/M/D) |
KUU |
2 |
Kuuhubb Inc. |
Audited annual financial statements for the |
2023/06/30 |
DXX |
2 |
DXStorm.com Inc. |
Management's discussion and analysis |
2023/06/30 |
Certification of the foregoing filings as Certification of Disclosure in Issuers' Annual |
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 companies during the period of the suspension or until further notice.
________________________________________
BULLETIN TYPE: Cease Trade Order
BULLETIN DATE: November 6, 2023
TSX Venture Company
A Cease Trade Order has been issued by the British Columbia Securities Commission on November 3, 2023 against the following company for failing to file the documents indicated within the required time period:
Symbol |
Tier |
Company |
Failure to File |
Period Ending (Y/M/D) |
SPRX |
2 |
Sparx Technology Inc. |
Annual audited financial statements for the |
2023/06/30 |
Annual management's discussion and |
2023/06/30 |
|||
Certification of annual filings for the year. |
2023/06/30 |
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 companies during the period of the suspension or until further notice.
________________________________________
SKYCHAIN TECHNOLOGIES INC. ("SCT.H")
[formerly Skychain Technologies Inc. ("SCT")
BULLETIN TYPE: Transfer and New Addition to NEX, Symbol Change, Remain Suspended
BULLETIN DATE: November 6, 2023
TSX Venture Tier 2 Company
In accordance with TSX Venture Policy 2.5, the Company has not maintained the requirements for a TSX Venture Tier 2 company. Therefore, effective at the opening on Wednesday, November 8, 2023, 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 November 8, 2023, 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 SCT to SCT.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 August 8, 2022, trading in the shares of the Company will remain suspended.
Members are prohibited from trading in the securities of the Company during the period of the suspension or until further notice.
_______________________________________
NEX COMPANY:
BULLETIN TYPE: Cease Trade Order
BULLETIN DATE: November 6, 2023
NEX Companies
A Cease Trade Order has been issued by the British Columbia and Ontario Securities Commission on November 3, 2023 against the following companies for failing to file the documents indicated within the required time period:
Symbol |
Company |
Failure to File |
Period Ending (Y/M/D) |
|
NLTA.H |
NEX |
Enlighta Inc. |
Annual audited financial statements for the |
2023/06/30 |
GCCC.H |
NEX |
GCC Global Capital |
Annual management's discussion and |
2023/06/30 |
Certification of annual filings for the year. |
2023/06/30 |
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 companies during the period of the suspension or until further notice.
________________________________________
BULLETIN TYPE: Cease Trade Order
BULLETIN DATE: November 6, 2023
NEX Company
A Cease Trade Order has been issued by the British Columbia Securities Commission on November 3, 2023 against the following company for failing to file the documents indicated within the required time period:
Symbol |
Company |
Failure to File |
Period Ending (Y/M/D) |
|
LRC.H |
NEX |
Lovitt Resrouces Inc. |
Annual audited financial statements for the |
2023/06/30 |
Annual management's discussion and |
2023/06/30 |
|||
Certification of annual filings for the year |
2023/06/30 |
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 companies during the period of the suspension or until further notice.
________________________________________
23/11/06 - TSX Venture Exchange Bulletins
ARGENTINA LITHIUM & ENERGY CORP. ("LIT")
BULLETIN TYPE: Property-Asset or Share Disposition Agreement
BULLETIN DATE: November 6, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange (the "TSXV") has accepted for filing documentation with respect to a transaction (the "Transaction") between the Company, Argentina Litio y Energia S.A., a wholly owned subsidiary of the Company (the "Subsidiary") and an arm's length party (the "Purchaser"). Pursuant to the terms of the Transaction, the Purchaser shall make the equivalent of USD $90,000,000, in ARS$, investment in the Subsidiary to acquire 19.9% of the issued and outstanding shares of the Subsidiary, subject to an Exchange Right as described below.
Pursuant to an Exchange Agreement (the "Exchange Agreement"), the Company granted the Purchaser an irrevocable right (the "Exchange Right") to exchange all of its shares in the Subsidiary (the "Subsidiary Shares") for such number of shares of the Company (the "Parent Shares") equaling 24.844% of (i) the outstanding Parent Shares (on an undiluted basis) as of the date of the Exchange Agreement and (ii) Parent Shares issued by the Company (between the date of the Exchange Agreement and the date the Purchaser exercises the Exchange Right) upon the exercise of warrants, stock options or other securities convertible or exchangeable into Parent Shares existing as of the date of the Exchange Agreement ((i) and (ii) together, the "Exchange Shares"), subject to certain exchange conditions. Following the issuance of Exchange Shares, the Purchaser will own at most 19.9% of the Parent Shares (on an undiluted basis). In addition, the Company will grant the Purchaser an irrevocable right (the "Top-Up Right") to subscribe for additional Parent Shares (the "Additional Shares") if necessary for the Purchaser to achieve a 19.9% interest in the Parent Shares (on an undiluted basis), subject to the prior approval of the TSXV. Any Additional Shares the Purchaser elects to purchase pursuant to the Top-Up Right will be issued at the maximum discounted market price permitted under the rules and policies of the TSXV, unless the Top-Up Right is exercised after an acquisition of the Company, in which case the subscription price under the Top-Up Right will be the pre-announcement market price of shares of the Company. The Purchaser will not have the right under the Exchange Right and the Top-Up Right to acquire more than 19.9% of the outstanding Common Shares following the issuance of Exchange Shares and Additional Shares, if any. The Exchange Agreement also provides the Purchaser with observer rights to attend board meetings of the Company for as long as the Purchaser owns at least 10% of the issued and outstanding shares of the Subsidiary.
Pursuant to a Lithium Offtake Agreement (the "Offtake Agreement"), the Subsidiary has agreed to sell to the Purchaser, and the Purchaser has agreed to purchase from the Subsidiary up to 15,000 tonnes per annum of lithium produced by the Subsidiary over a seven-year period (the "Supply Obligation") subject to the terms and conditions set out in the Offtake Agreement. After the initial seven-year term, the Offtake Agreement may be extended by mutual agreement for an additional number of years. The price of lithium products sold by the Subsidiary under the Offtake Agreement will be based on an agreed market-based price formula at the time of each shipment. The commencement of the Supply Obligation of the Subsidiary is conditional on the successful start of commercial production at one or more of its projects.
Pursuant to a Shareholders' Agreement relating to the Subsidiary and the Purchaser's ownership of the Subsidiary Shares: (i) the Purchaser will have the right to nominate one director to the board of directors of the Subsidary (the "Purchaser Director") for as long as the Purchaser has an ownership position of not less than 10% of the issued and outstanding Subsidiary Shares; (ii) certain corporate decisions of the Subsidiary may not be undertaken without the affirmative vote the Purchaser Director or the approval by shareholders holding more than 90% of the issued and outstanding of the Subsidiary Shares; (iii) right of each shareholder to maintain its ownership percentage in any equity offerings by the Subsidiary; (iv) transfer restrictions including, rights of first refusal, drag-along and tag-along rights; and (v) right of first offer for the Purchaser to provide project financing and any other borrowing by the Subsidiary.
Upon exercise of the Exchange Right, the Company will enter into an Investor Rights Agreement (the "IRA") with the Purchaser which will allow the Purchaser to: (i) nominate one director to the board of directors of the Company for as long as the Purchaser has an ownership position of not less than 10% of the issued and outstanding of the Parent Shares; and (ii) pre-emptive right to maintain ownership percentage in certain follow-on issuances of Parent Shares or securities convertible into Parent Shares, subject to the prior approval of the TSXV.
For further details, please refer to the Company's news releases dated September 27, 2023 and October 5, 2023.
________________________________________
ATON RESOURCES INC. ("AAN")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: November 6, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on September 26, 2023:
Number of Shares: |
13,636,364 Common Shares |
Purchase Price: |
$0.22 per share |
Number of Placee: |
4 Placees |
Insider / Pro Group Participation: |
||
Placees |
# of Placee (s) |
Aggregate # of Shares |
Aggregate Existing Insider Involvement: |
2 |
12,996,364 |
Aggregate Pro Group Involvement |
N/A |
N/A |
Aggregate Cash |
Aggregate # of Shares |
Aggregate # of Warrants
|
|
Finder's Fee: |
N/A |
N/A |
N/A |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release on October 26, 2023, announcing the closing of the private placement.
________________________________________
BENTON RESOURCES INC. ("BEX")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 6, 2023
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to the arm's length acquisition of an option agreement to acquire 100% interest in 27 mineral claims located in central Newfoundland (the "Property"). The Property is subject to a 2.0% NSR in favour of the arm's length vendor. The Company may exercise a 1.0% NSR buy-back provision for $1,000,000 cash, at any time prior to the Property being put into production.
CASH ($) |
SECURITIES |
WORK |
|
CONSIDERATION |
$60,000 over 3 years. |
600,000 Common Shares over 3 years. |
$100,000 over 3 years. |
For further details, please refer to the Company's two (2) news releases dated October 30, 2023, and November 2, 2023.
________________________________________
DASH CAPITAL CORP. ("DCX.P")
BULLETIN TYPE: CPC-Filing Statement
BULLETIN DATE: November 6, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's CPC Filing Statement dated October 31, 2023, for the purpose of filing on SEDAR+.
________________________________________
ELECTRA BATTERY MATERIALS CORPORATION ("ELBM")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 06, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to an arm's length easement rights agreement (the "Agreement") between Electra Battery Materials Corporation (the "Company") and arm's length parties (the "Vendors"). Pursuant to the Agreement, the Company has obtained an easement on lands adjacent to the Company's refinery facility, located north of Toronto, for the purpose of installing, operating and maintaining certain electrical works servicing water pumping facilities located on the refinery.
As consideration for the Agreement, the Company will issue 10,000 common shares to the Vendors.
For further details, please refer to the Company's news release dated October 25, 2023.
________________________________________
HERCULES SILVER CORP. ("BIG")
BULLETIN TYPE: Halt
BULLETIN DATE: November 6, 2023
TSX Venture Tier 2 Company
Effective at 5:50 a.m. PST, November 6, 2023, 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.
________________________________________
HERCULES SILVER CORP. ("BIG")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: November 6, 2023
TSX Venture Tier 2 Company
Effective at 7:00 a.m. PST, November 6, 2023, shares of the Company resumed trading, an announcement having been made.
________________________________________
KAINANTU RESOURCES LTD. ("KRL")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: November 6, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on May 30, 2023:
Convertible Debenture |
$ 1,270,000 |
Conversion Price: |
Convertible into 15,875,000 common shares at CDN$0.08 per share at |
any time given a period commencing 12 months from the closing date, |
|
provided that if the Company does not complete a consolation of the |
|
issued and outstanding common shares that would result in a Conversion |
|
Price of at least C$0.10 on a post-consolidation basis, the Conversion |
|
Price at any time during the period commencing 12 months from the |
|
closing date and ending on the date that is 36 months from the closing |
|
date shall be C$0.10. |
|
Maturity Date: |
36 months following the closing date |
Interest rate: |
10% per annum, compounded annually |
Detachable Warrants: |
15,875,000 share purchase warrants to purchase 15,875,000 shares |
Detachable Warrant Price: |
CDN$0.12 exercisable for a period of 36 months following the closing date |
Number of Placee: |
13 Placees |
Insider / Pro Group Participation: |
||
Placees |
# of Placee (s) |
Convertible Debenture CDN$ |
Aggregate Existing Insider Involvement:
Aggregate Pro Group Involvement |
2
N/A |
CDN $ 447,604.16
N/A |
Aggregate Cash |
Aggregate # of Shares |
Aggregate # of Warrants |
|
Finder's Fee: |
CDN$32,800 |
N/A |
273,333 |
Finder's Warrants Terms: Each warrant entitles the holder to purchase one common share at the price of CDN$ 0.12 for a period of 36 months from the date of issuance.
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release on June 22, 2023, July 18, 2023, September 1, 2023, and September 15, 2023, announcing the closing of the private placement.
________________________________________
NOA LITHIUM BRINES INC. ("NOAL")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 6, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for expedited filing documentation a Mining Property Assignment Agreement dated September 12, 2023 (the "Agreement") between NOA Lithium Brines Inc. (the "Company") and an arm's length vendor (the "Vendor") whereby the Company will be acquiring 100% in a mining tenement located in Antafagasta de la Sierra, Province of Catamarca (known as Mina Luca Property), located in the Province of Catamarca, Argentina (the "Property").
Under the terms of the Agreement, the Company will earn a 100% interest in the Property upon paying an aggregate of USD$300,000 in cash and issue up to 1,350,000 common shares (USD$300,000) in the share capital of the Company at a deemed price of CDN$0.30 per common share to the Vendor, over a 120 day period.
For further information, refer to the Company's news releases dated November 1, 2023.
________________________________________
PETRO-VICTORY ENERGY CORP. ("VRY")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: November 6, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on September 28, 2023:
Number of Shares: |
495,767 shares |
Purchase Price: |
$3.00 per share |
Warrants: |
495,767 share purchase warrants to purchase 495,767 shares |
Warrant Exercise Price: |
$4.00 for a one-year period |
Number of Placees: |
11 placees |
Insider / Pro Group Participation: |
||
Placees |
# of Placee (s) |
Aggregate # of Shares |
Aggregate Existing Insider Involvement: |
1 |
50,967 |
Aggregate Pro Group Involvement: |
N/A |
N/A |
Aggregate Cash |
Aggregate # of Shares |
Aggregate # of Warrants |
|
Finder's Fee: |
N/A |
N/A |
N/A |
The Company issued a news release on October 31, 2023 confirming 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.
________________________________________
VOLATUS AEROSPACE CORP. ("VOL") ("VOL.WT") ("VOL.WT.A")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 6, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to the arm's length acquisition of all minority shares of Volatus Unmanned Services Inc. Under the terms of the agreements with eight minority shareholders, Volatus Aerospace Corp. (the "Company") has acquired the 33% of outstanding shares of Volatus Unmanned Services Inc. it did not already own in exchange for a for a total purchase price of C$2,399,339 payable in common shares of the Company. A total of 7,270,724 common shares of the Company have been issued to at a share price of $0.33.
For further details, refer to the Company's news releases dated August 9, 2023 and August 28, 2023.
________________________________________
NEX COMPANY:
LINCOLN VENTURES LTD. ("LX.H")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: November 6, 2023
NEX Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on September 27, 2023:
Number of Shares: |
3,100,000 shares |
Purchase Price: |
$0.05 per share |
Number of Placee: |
06 Placees |
Insider / Pro Group Participation: |
||
Placees |
# of Placee (s) |
Aggregate # of Shares |
Aggregate Existing Insider Involvement: |
2 |
1,400,000 |
Aggregate Pro Group Involvement |
1 |
250,000 |
Aggregate Cash |
Aggregate # of Shares |
Aggregate # of Warrants |
|
Finder's Fee: |
$1,500 |
N/A |
N/A |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release on October 23, 2023, announcing the closing of the private placement.
________________________________________
SOURCE TSX Venture Exchange
Market Information Services at 1-888-873-8392, or email: [email protected]
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