TSX Venture Exchange Stock Maintenance Bulletins

VANCOUVER, BC, May 23, 2023 /CNW/ -

TSX VENTURE COMPANIES

BULLETIN TYPE: Other
BULLETIN DATE: May 23, 2023
Tier 1 and Tier 2 Companies

Mandatory Trading and Settlement Rules for Securities Trading in US Dollars

Further to the TSX Staff Notice #2017-0003 dated September 5, 2017, all trades on Thursday, May 25, 2023 in the following securities that trade in US dollars will be for Special Settlement on Tuesday, May 30, 2023.

T+3 special settlement rules are being imposed for these securities to accommodate the US banking holiday on Monday, May 29, 2023.

Trading in the corresponding securities which trade in Canadian dollars (if applicable) will not be affected by these special settlement rules.

Règles obligatoires de négociation et de règlement pour les titres transigés en dollars américains

Pour faire suite à l'avis du personnel du TSX #2017-0003 en date du 5 septembre 2017, toutes les transactions en dollars américains effectuées le jeudi 25 mai 2023 sur les titres suivants se régleront selon la date de règlement particulière du mardi 30 mai 2023. 

Une date de règlement particulière T+3 est imposée pour ces titres afin de prendre en considération le jour férié pour les banques américaines du lundi 29 mai 2023.

Les transactions en dollars canadiens sur les titres correspondants (si applicable) ne seront pas affectées par cette date de règlement particulière.

Company Name /  Nom de la société	Security / Titre	US Dollar Symbol / Symbole (dollar américain)
Freeman Gold Corp.	Warrants	FMAN.WT.U
AIP Realty Trust	USD Units	AIP.U
Alpine Summit Energy Partners, Inc.	USD Units	ALPS.U
Firm Capital Apartment Real Estate Investment Trust	USD Units	FCA.U
Partners Value Investments LP	Preferred Shares, Series A	PVF.PR.U
NexPoint Hospitality Trust	USD Units	NHT.U
Pine Trail Real Estate Investment Trust	USD Units	PINE.U
Starlight U.S. Multi Family (No. 2) Core Plus Fund	USD Units	SCPT.U
Starlight U.S. Residential Fund	USD Units	SURF.U
Osisko Development Corp.	Warrants	ODV.WT.U
Yerbae Brands Corp.	USD Units	YERB.U
KWESST Micro Systems Inc.	Warrants	KWE.WT.U

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G2M CAP CORP. ("GTM.P"
BULLETIN TYPE:  New Listing-CPC-Shares, HALT
BULLETIN DATE:  May 23, 2023
TSX Venture Tier 2 Company

This Capital Pool Company's (the Company) Prospectus dated February 24, 2023, has been filed with and accepted by TSX Venture Exchange and the British Columbia and Ontario Securities Commissions effective February 27, 2023, pursuant to the provisions of the British Columbia and Ontario Securities Acts and Multilateral Instrument 11-102 Passport System in Alberta and Manitoba. The Common Shares of the Company will be listed on TSX Venture Exchange on the effective date stated below.

The Company intends to complete its initial distribution of securities to the public. The gross proceeds to be received by the Company for the Offering will be $500,000 (5,000,000 common shares at $0.10 per share)

Commence Date:

At the market open May 25, 2023, the Common shares will be listed and immediately halted on TSX Venture Exchange.

The closing of the public offering is scheduled to occur on May 25, 2023.  A further notice will be issued upon receipt of closing confirmation and the trading halt will be lifted.

Corporate Jurisdiction:	Canada
Capitalization:	unlimited  common shares with no par value of which 13,600,000  common shares will be issued and outstanding at the            closing of the offering
Escrowed Shares:	8,700,000  common shares will be subject to escrow at the closing of             the offering
Transfer Agent:	TSX Trust Company
Trading Symbol:	GTM.P
CUSIP Number:	40054H103
Agent:	Canaccord Genuity Corp.
Agent's Warrants:	500,000 non-transferable warrants.  One warrant entitles the holder to purchase one common share of the Company at $0.10 per share for a period of 5 years from listing date.

For further information, please refer to the Company's Prospectus dated February 24, 2023.

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MANITOU GOLD INC. ("MTU")
BULLETIN TYPE: Plan of Arrangement, Delist
BULLETIN DATE: May 23, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange Inc. (the "Exchange") has accepted for filing documentation in connection with a non-arm's length arrangement agreement between Alamos Gold Inc. ("Alamos") and Manitou Gold Inc. (the "Company") dated February 28, 2023, (the "Agreement"). Pursuant to the Agreement, Alamos has agreed to acquire all of the issued and outstanding common shares of the Company by way of a plan of arrangement under the provisions of the Business Corporations Act (Ontario) (the "Transaction"). Under the Agreement: a) Alamos will acquire all issued and outstanding shares of the Company at a deemed price of $0.05 per Company share, in exchange for Alamos shares, to be issued at a deemed price of $14.18 per Alamos share; b) Former holders of Company shares will receive one (1) Alamos share for every 283.68 Company shares held; c) All issued and outstanding warrants of the Company will remain outstanding and, following the closing, shall entitle the holder thereof to acquire Alamos shares in lieu of Company shares based on the Exchange Ratio, and otherwise on the same terms and conditions as the existing share purchase warrants; and d) All issued and outstanding options of the Company will be cancelled prior to closing without any payment by Alamos.

The Exchange has been advised that approval of the Transaction by shareholders of the Company was received at a special meeting of shareholders held on May 11, 2023, and that approval of the Transaction was received from the Ontario Supreme Court on May 19, 2023.

Delisting:

In conjunction with the closing of the Transaction, the Company has requested that its common shares be delisted. Accordingly, effective at the close of business, Wednesday, May 24, 2023, the common shares of the Company will be delisted from the Exchange.

For further information please refer to the company's news releases dated February 28, 2023, and May 11, 2023.

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23/05/23  - TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES

BENZ MINING CORP. ("BZ")
BULLETIN TYPE:  Halt
BULLETIN DATE:  May 23, 2023
TSX Venture Tier 2 Company

Effective at 6:16 a.m. PST, May 23, 2023, trading in the shares of the Company was halted, 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.

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BRUNSWICK EXPLORATION INC. ("BRW")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  May 23, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 444,444 common shares to settle outstanding debt of $333,333.

Number of Creditors:                 1 Creditor

Non-Arm's Length Party / Pro Group Participation:
Creditors	# of Creditors	Amount Owing	Deemed Price per Share	Aggregate # of Shares
Aggregate Non-Arm's Length Party Involvement:	1	$333,333	$0.75	444,444
Aggregate Pro Group Involvement:	N/A	N/A	N/A	N/A

For more information, please refer to the Company's news release dated May 11, 2023. The Company shall issue another news release when the shares are issued and the debt extinguished.

EXPLORATION BRUNSWICK INC. (« BRW »)
TYPE DE BULLETIN :  Émission d'actions en règlement d'une dette
DATE DU BULLETIN : Le 23 mai 2023
Société du groupe 2 de Bourse de Croissance TSX 

Bourse de Croissance TSX a accepté le dépôt de la documentation de la société en vertu de l'émission proposée de 444 444 actions ordinaires en règlement d'un montant de dette total de 333 333 $.

Nombre de créanciers :              1 créancier

Participation de personnes ayant un lien de dépendance / Groupe Pro:
Créanciers	# de créanciers	Montant dû	Prix réputé par action	# total d'actions
Participation total de personnes ayant un lien de dépendance:	1	333 333 $	0,75 $	444 444
Participation total de Groupe Pro :	S/O	S/O	S/O	S/O

Pour plus d'informations, veuillez-vous référer au communiqué de presse émis par la société le 11 mai 2023. La Société publiera un nouveau communiqué de presse lorsque les actions seront émises et la dette réglée.

                                                ________________________________________

EAGLE PLAINS RESOURCES LTD. ("EPL")
BULLETIN TYPE:  Plan of Arrangement
BULLETIN DATE:  May 23, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange Inc. (the "Exchange") has accepted for filing documentation in connection with a plan of arrangement between Eagle Plains Resources Ltd. (the "Company"), Eagle Royalties Ltd. ("SpinCo"), and 2513756 Alberta Ltd. ("2513756"), pursuant to the terms of an arrangement agreement dated February 28, 2023, in conjunction with an amalgamation agreement dated February 28, 2023, and a court-approved plan of arrangement under the provisions of the Business Corporations Act (Alberta).

The Plan of Arrangement has been completed on April 27, 2023. Under the terms of the arrangement agreement in conjunction with the amalgamation agreement, the Company has transferred a portfolio of 53 royalty interests to SpinCo, effected through a plan of arrangement (the "Spin-Out Transaction"). As a result of the Spin-Out Transaction, SpinCo will issue approximately 42 million of the SpinCo's shares, of which 5.2 million of the SpinCo's shares will be retained by the Company with the remaining 36.8 million of the SpinCo's shares to be distributed to the Company's shareholders, whereby the shareholders of the Company receive one-third of a share of SpinCo for every one share of the Company held.

For further information, see the Company's news releases dated March 1, 2023, and May 19, 2023 available on its profile on SEDAR. The full particulars of the Arrangement are set forth in the Company's Information Circular dated March 17, 2023, which is available under the Company's profile on SEDAR.

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LIFEIST WELLNESS INC. ("LFST")
BULLETIN TYPE:  Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE:  May 23, 2023
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced April 20, 2023:

Convertible Debenture	$392,125
Conversion Price:	Convertible into units consisting of one common share and  one common share purchase warrant at $0.05 of principal outstanding
Maturity date:	1 year from the date of issuance
Warrants	Each warrant will have a term of three years from the date of conversion and entitle the holder to purchase one common share.  The warrants are exercisable at the price of $0.05625.
Interest rate:	the Convertible Debenture has an 'original issue discount' of 15%. ie. the company received $392,125, but owes a principal amount of $473,206.25).
Number of Placees:	2 placees

Insider / Pro Group Participation:
Placees	# of Placee (s)	Aggregate # of Shares
Aggregate Existing Insider Involvement:	N/A	N/A
Aggregate Pro Group Involvement:	N/A	N/A

	Aggregate Cash Amount	Aggregate # of Shares	Aggregate # of Warrants
Finder's Fee:	N/A	N/A	N/A

The Company issued a news release on May 19, 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.

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METALLIC MINERALS CORP. ("MMG")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  May 23, 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 10, 2023:

Number of Units:	15,838,593 Units
Purchase Price:	$0.40 per Unit
Warrant:	11,878,944 share purchase warrants to purchase 11,878,944 shares
Warrant Purchase Price:	$ 0.55 for three years from the date of issuance, subject to accelerated expiry
Number of Placee:	1  Placee

Insider / Pro Group Participation:

Placees	# of Placee (s)	Aggregate # of Shares
Aggregate Existing Insider Involvement:     Aggregate Existing Pro Group Involvement:	N/A       N/A	N/A                          N/A

	Aggregate Cash Amount	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 May 18, 2023, announcing the 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.

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NORTH PEAK RESOURCES LTD. ("NPR")
BULLETIN TYPE:  Property-Asset Agreement
BULLETIN DATE:  May 23, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation pertaining to the Agreement to Form Venture (the "Agreement") entered into on May 2, 2023 between North Peak Resources Ltd. (the "Company") and an arm's length vendor (the "Vendor") to form a joint venture to develop the Prospect Mountain Mine Complex Project (the "Property") located in Nevada, USA. Pursuant to the terms of the Agreement, the Company will hold an 80% joint venture interest in a Nevada LLC that will hold 100% of the Property, by issuing 5,000,000 common shares and 340,000 common share purchase warrants. To maintain its 80% interest in the Property, the Company must make a cash payment of $385,000 USD per year, for each of the first three (3) years following completion of the transaction, and complete a minimum of $1,000,000 USD in exploration expenditures per year for the first three (3) years. A 1.0% is Net Smelter Returns royalty is granted to the Vendor. The Company may elect to acquire the remaining 20% interest in the Property, by issuing 3,000,000 common shares.

For further details, please refer to the Company's news releases dated May 4, 2023 and May 23, 2023

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USHA RESOURCES LTD. ("USHA")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE: May 23, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange ("Exchange") has accepted for filing documentation the Assignment Agreement dated March 15, 2023 ("Assignment Agreement"), between the Company and an arm's length assignor ("Assignor"), and the agreement dated March 29, 2023, between the Company and arm's length vendors ("Vendors") (together with the Assignment Agreement, the "Agreement"). Pursuant to the terms of the Agreement, the Company has been granted the right and option to acquire an undivided 100% interest in eight unpatented mining claims comprising the Nym Property, located in Thunder Bay, Ontario ("Nym Property"). In consideration to exercise the option to acquire the Nym Property, the Company will provide the Vendor with payments of cash and common shares of the Company ("Shares") according to the following schedule:

Due Date                                             Payment (Cash)            Payment (Shares)        
Upon Exchange approval                      $ 15,000                        150,000                                    
First anniversary                                    $ 20,000                        150,000                                    
Second anniversary                               $ 25,000                        150,000                                    
Third anniversary                                   $ 40,000                        150,000                        

The Vendors will retain a 2% net smelter return royalty ("NSR"). At any time, the Company may purchase two-thirds of the NSR from the NSR holder by cash payment to the NSR holder of $1,000,000.

Insider / Pro Group Participation:       None
Finders' Fees:                                     None

This acquisition is considered an arm's length transaction.

For further information, please refer to the Company's news releases dated April 19, 2023, and April 26, 2023.

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VOLATUS AEROSPACE CORP. ("VOL") ("VOL.WT) ("VOL.WT.A")
BULLETIN TYPE: Private Placement-Brokered, Convertible Debenture/s
BULLETIN DATE: May 23, 2023  
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced on April 13, 2023:

Convertible Debentures	$2,646,000 principal amount
Conversion Price:	convertible into 5,292,000 common shares at a price of $0.50 per share
Maturity date:	24 months from the issuance, subject to an acceleration of maturity date in certain circumstances
Warrants:	2,646,000 share purchase warrants to purchase 2,646,000 shares
Warrant Exercise Price:	$0.50 per share for a period of 24 months, subject to accelerated expiry in certain circumstances
Interest rate:	12% per annum, payable semi-annually
Number of Placees:	53 placees

	Aggregate Cash Amount	Aggregate # of Shares	Aggregate # of Warrants
Finder's Fee:	$210,930	N/A	421,860 Finder Warrants

Finder's Warrants Terms: each finder's warrant is exercisable to acquire one common share at an exercise price of $0.50 for a period of 24 months from the issuance.

The Company issued a news release on May 11, 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.

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NEX COMPANY :

CARCETTI CAPITAL CORP. ("CART.H")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  May 23, 2023
NEX Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on May 16, 2023:

Number of Units:	4,166,667 units ("Units") in the capital of the Company. Each Unit consist of one common share in the capital of the Company and one-half of one common share purchase warrant
Purchase Price:	$0.12 per Unit
Warrants:	2,083,333 whole share purchase warrants to purchase 2,083,333 shares
Warrant Exercise Price:	$0.18 for a one-year period
Number of Placees:	13 placees

Insider / Pro Group Participation:
Placees	# of Placee (s)	Aggregate # of Units
Aggregate Existing Insider Involvement:	2	441,667
Aggregate Pro Group Involvement:	3	725,000

	Aggregate Cash Amount	Aggregate # of Shares	Aggregate # of Warrants
Finder's Fee:	N/A	N/A	N/A

The Company issued a news release on May 16, 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.

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SOURCE TSX Venture Exchange

Market Information Services at 1-888-873-8392, or email: [email protected]