TSX Venture Exchange Stock Maintenance Bulletins
VANCOUVER, BC, March 7, 2022 /CNW/ -
TSX VENTURE COMPANIES
IMPACT ACQUISITIONS CORP. ("IMPC.P")
BULLETIN TYPE: New Listing-CPC-Shares, Halt
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
This Capital Pool Company's (the 'Company') Prospectus dated December 21, 2021 has been filed with and accepted by TSX Venture Exchange and the British Columbia and Alberta Securities Commissions effective December 24, 2021, pursuant to the provisions of the relevant Securities Act and Multilateral Instrument 11-102 Passport System in Alberta.
The Company will complete its initial distribution of securities to the public on March 9, 2022. The gross proceeds to be received by the Company for the initial public offering will be $300,000 (3,000,000 common shares at $0.10 per share).
Commence Date: |
At the opening Wednesday, March 9, 2022, the common shares |
|
The closing of the public offering is scheduled to occur on |
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Corporate Jurisdiction: |
British Columbia |
|
Capitalization: |
unlimited |
common shares with no par value of which |
5,800,000 |
common shares will be issued and outstanding on |
|
completion of the initial public offering |
||
Escrowed Shares: |
2,800,000 |
common shares |
Transfer Agent: |
Odyssey Trust Company |
|
Trading Symbol: |
IMPC.P |
|
CUSIP Number: |
45258Y 10 9 |
|
Agent: |
PI Financial Corp |
|
Agent's Warrants: |
300,000 non-transferable warrants. Each warrant to purchase one |
|
For further information, please refer to the Company's Prospectus dated December 21, 2021.
Contact: |
Gabriel Kabazo, Chief Financial Officer |
Address: |
Suite 409, 221 West Esplanade, North Vancouver, BC, V7M 3J3 |
Phone: |
(604) 833-6820 |
Email: |
________________________________________
22/03/07 - TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
AFR NUVENTURE RESOURCES INC. ("AFR")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing an Exploration Agreement with Joint Venture Options dated February 23, 2022 between the Company and Edge Exploration Inc. (Dallas Davis and Adrian Davis) whereby the Company was granted an option to earn up to a 100% interest in claims located in New Brunswick. Consideration is as follows:
- To earn an initial 50% interest the Company must pay $264,000, issue 300,000 common shares and expend $1,800,000 in exploration by the third anniversary.
- To earn an additional 25% interest (total 75% interest), the Company must issue 2,000,000 common shares and expend an additional $4,000,000 in exploration by the fifth anniversary.
- To earn an additional 25% interest (total 100% interest), the Company must issue an additional 2,000,000 common shares and make additional expenditures required to produce a feasibility study.
Edge will retain a 2% NSR in the Properties (the "Edge Royalty"). If the Company, at its option, earns either a 50% or 75% interest in the Properties, resulting in a joint venture between the parties, if either party fails to contribute its share of future expenditures, a standard non-contributor dilution will reduce such party's interest to a 2% NSR once the minority party falls below a 10% interest (the "Non-contributor's Royalty"). The other party may purchase one-half of either the Edge Royalty or the Non-Contributor's Royalty (1% NSR) for $1,000,000 at any time subject to further Exchange review and acceptance.
________________________________________
ANGKOR RESOURCES CORP. ("ANK")
BULLETIN TYPE: Halt
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
Effective at 7:00 a.m. PST, March 7, 2022, 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.
________________________________________
ANGKOR RESOURCES CORP. ("ANK")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
Effective at 8:00 a.m. PST, March 7, 2022, shares of the Company resumed trading, an announcement having been made.
________________________________________
AURCANA SILVER CORPORATION ("AUN")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 7, 2022
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on February 1, 2022:
Number of Shares |
17,064,928 shares |
Purchase Price: |
$0.35 per share |
Warrants: |
17,064,928 share purchase warrants to purchase 17,064,928 shares |
Warrant Exercise Price: |
$0.525 for a three year period |
Number of Placees: |
104 placees |
Insider / Pro Group Participation: |
Insider=Y / |
||
Name |
ProGroup=P |
# of Shares |
Moroney Holdings Inc |
Y |
15,000 |
(Donna Moroney) |
||
Kevin Drover |
Y |
1,428,571 |
Aggregate Pro Group Involvement |
P |
600,000 |
2 placees |
Agent's Fee: |
EDE Asset Management Inc. received $57,561 cash and 164,460 finder's warrants, Sightline Wealth Management LP received $3,675 cash and 10,500 finder's warrants, Haywood Securities Inc. received $33,936 cash and 96,960 finder's warrants, Canaccord Genuity Corp. received $63,945 cash and 182,700 finder's warrants, Four Points Capital Partners LLC received $3,570 cash and 10,200 finder's warrants, PI Financial Corp. received $8,421 cash and 24,060 finder's warrant, Corecam Pte. Ltd. received $42,000 cash and 120,000 finder's warrants, Kreuzfeld AG received $7,350 cash and 21,000 finder's warrants, Leede Jones Gable Inc. received $2,100 cash and 6,000 finder's warrants and Blue Lake Advisors SA received $21,000 cash and 60,000 finder's warrants. Each finder warrant is exercisable to purchase one common share at an exercise price of $0.525 for a three year period. |
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Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release on February 28, 2022 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.
________________________________________
BITCOIN WELL INC. ("BTCW")
BULLETIN TYPE: Private Placement-Non-Brokered, Secured Convertible Debentures
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced February 24, 2022:
First Tranche |
|
Convertible Debenture |
$1,500,000 in outstanding principal amount of secured convertible debentures. |
Conversion Price: |
Convertible into 5,000,000 common shares of the Company at $0.30 per share of principal outstanding. |
Maturity Date: |
Minimum 3 years with a maximum of 5 years from the date of issuance. |
Forced Conversion: |
At the option of the Company, at any time prior to the Maturity Date, may force the conversion of all of the secured convertible debentures, if the volume-weighted average trading price for the common shares for 10 trading days equals or exceeds 60 cents per common share, no earlier than 30 days after notice has been provided to the Holder. |
Interest Rate: |
10% per annum |
Additional Information: |
Payment of a monthly royalty to the holder equal to (a) 20% of the gross profit, defined as the revenue generated less the cost of the coins (estimated to be the equivalent of 60 basis points (bps) of total revenue) generated from the on-line ecosystem of Bitcoin Well and affiliates from the date hereof until August 23, 2023; and (b) between 12% to 20% of gross profit (estimated to be between 36 and 60 bps of total revenue) from August 23, 2023, until the latter of three months after the most recent conversion date or the maturity date. No royalty payment shall be made if the aggregate amount of all interest payments, future interest payments and royalty payments would exceed 24% |
Number of Placees: |
1 placee |
Finder's Fee: |
None |
Pursuant to Corporate Finance Policy 4.1, Section 1.11 (d), the Company has issued a news release announcing the closing of the first tranche of the private placement on February 24, 2022, setting out the expiry dates of the hold period(s).
________________________________________
CANADA NICKEL COMPANY INC. ("CNC")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to one purchase and sale agreement dated January 24, 2022, and one option agreement dated February 2, 2022, (collectively, the "Agreements"), among the Company and two arm's length parties (the "Vendors" or "Optionors"), whereby the Company acquired a 100% interest in certain mining claims located in the Province of Ontario (the "Properties"), and has an option to acquire a 100% interest in certain mining claims located in the Province of Ontario (the "Option Properties")
Under the terms of the Agreements, the Company has agreed to acquire the Properties by issuing 92,000 common shares and paying $50,000 in cash to the Vendors. Additionally, in order to exercise its option for the Option Properties, the Company must issue an aggregate of 50,000 common shares and pay an aggregate of $50,000 to the Optionors, as well as make exploration expenditures totaling $500,000 over a three year period.
For more information, please refer to the Company's news release dated February 15, 2022.
____________________________________
CGX ENERGY INC. ("OYL")
BULLETIN TYPE: Halt
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
Effective at 7:14 a.m. PST, March 7, 2022, trading in the shares of the Company was halted single stock circuit breaker; 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.
________________________________________
CGX ENERGY INC. ("OYL")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
Effective at 7:19 a.m. PST, March 7, 2022, shares of the Company resumed trading, an announcement having been made.
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ELEVATION GOLD MINING CORPORATION ("ELVT") ("ELVT.WT")
BULLETIN TYPE: Halt
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
Effective at 4:45 a.m. PST, March 07, 2022, 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.
________________________________________
ELEVATION GOLD MINING CORPORATION ("ELVT") ("ELVT.WT")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
Effective at 10:30 a.m. PST, March 7, 2022, shares of the Company resumed trading, an announcement having been made.
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EVERGEN INFRASTRUCTURE CORP. ("EVGN")
BULLETIN TYPE: Halt
BULLETIN DATE: March 7, 2022
TSX Venture Tier 1 Company
Effective at 8:54 a.m. PST, March 7, 2022, 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.
________________________________________
ISIGN MEDIA SOLUTIONS INC. ("ISD")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 7,222,277 common shares at a deemed value of CDN$0.05 per share to settle outstanding debt for CDN$361,114.
Number of Creditors: |
7 Creditors |
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Insider / Pro Group Participation: |
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Insider=Y / |
Amount |
Deemed Price |
||
Creditor |
Progroup=P |
Owing |
per Share |
# of Shares |
Joe Kozar |
Y |
CA$315,766.98 |
$0.05 |
6,315,340 |
For further details, please refer to the Company's news release dated February 22, 2022.
________________________________________
MASIVO SILVER CORP. ("MASS")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing an Option Agreement dated May 28, 2021 between Juan Antonio Vital Martin, Alberto Alfonso Trueba Amador, Jose Felix Valle Villasenor, Jaime Alfaro Pena, Marco Antonio Reyes Cruz Jr., and Ramona Palomares Garcia (collectively, the "Optionor") and Masivo Silver Corp. (the "Optionee") whereby the Optionee has the option to acquire an undivided 100% interest in and to the La Noria Dorada silver-gold-copper project, located in the Sierra Madre gold corridor, Sinaloa, Mexcio. The project comprises two claims covering 295 hectares. There is a 2% net smelter return royalty ("NSR") payable to the Optionor with the right to buy back 1% for US$250,000 for each 0.5% of the NSR purchased. Consideration payable to the Optionor is an aggregate of US$151,500 cash, 2,065,000 common shares, and US$175,000 exploration work.
For more information, refer to the Company's news release dated July 8, 2021.
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NORAM LITHIUM CORP. ("NRM")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced February 7, 2022:
Number of Shares: |
13,986,014 shares |
Purchase Price: |
CDN$0.825 per share |
Number of Placees: |
3 placees |
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) on February 28, 2022.
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QUEEN'S ROAD CAPITAL INVESTMENT LTD. ("QRC")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 7, 2022
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced February 7, 2022:
Number of Shares: |
156,250,000 shares |
Purchase Price: |
$0.64 per share |
Number of Placees: |
68 placees |
Insider / Pro Group Participation: |
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Insider=Y / |
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Name |
ProGroup=P |
# of Shares |
BBRC International Pte Ltd. (Brett Blundy) |
Y |
23,437,500 |
Corum Pty Ltd. (Jack Cowin) |
Y |
39,062,500 |
Wyloo Metals Pty Ltd. (John J. Hartman) |
Y |
39,062,500 |
Warren Gilman |
Y |
7,973,262 |
JJCFT Pty Ltd. (Michael Cowin) |
Y |
156,250 |
Bunkwee Investments Pty Ltd. (Michael Cowin) |
Y |
156,250 |
M&K Investments Superannuation Fund |
Y |
156,250 |
(Michael Cowin) |
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Corom Investments Pty Ltd. (Michael Cowin) |
Y |
156,250 |
Vicki Cook |
Y |
250,000 |
Donald J. Roberts |
Y |
200,000 |
Peter Chau Hing Tak |
Y |
480,000 |
Alex Granger |
Y |
1,500,000 |
Finder's Fee: |
Richardson Wealth Ltd. $7,680 cash payable |
Stephen Avenue Securities Inc. $800 cash payable |
|
Aitken Murray Capital Partners $200,000 cash payable |
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.
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REUNION GOLD CORPORATION ("RGD")
BULLETIN TYPE: Private Placement-Brokered
BULLETIN DATE: March 7, 2022
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced January 28, 2022:
Number of Shares: |
65,715,349 shares |
Purchase Price: |
$0.175 per share |
Number of Placees: |
16 placees |
Insider / Pro Group Participation: |
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Insider=Y / |
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Name |
ProGroup=P |
# of Shares |
Laurentian Mountains Investments Ltd |
Y |
1,428,571 |
(David Fennell) |
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Richard Cohen |
Y |
200,000 |
Dundee Resources Limited |
Y |
28,573,907 |
Agent's Fee: |
Paradigm Capital Inc. $306,657.52 cash and 1,752,329 compensation options |
|
Dundee Goodman Merchant Partners $204,438.35 cash and 1,168,220 compensation options |
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Cormark Securities Inc. $68,146.12 cash and 389,406 compensation options |
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Sprott Capital Partners LP $68,146.12 cash and 389,406 compensation options |
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BMO Nesbitt Burns Inc. $34,073.05 cash and 194,703 compensation options |
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-Each compensation option is exercisable into one common share at $0.175 for two years from closing |
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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.
________________________________________
ROK RESOURCES INC. ("ROK")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation an asset purchase and sale agreement ("Agreement") dated February 3, 2022 among Federated Co-Operatives Limited ("FCL") and 2214896 Alberta Ltd. (collectively, the "Vendors"), and the Company. Pursuant to the terms of the Agreement, the Company will acquire certain oil and gas assets of FCL in consideration of $71,736,498 before closing adjustments ("Transaction Value").
This transaction is considered an arm's length transaction.
For further information, please reference the Company's news releases dated February 3, 2022; February 4, 2022; March 3, 2022; and March 7, 2022.
________________________________________
ROK RESOURCES INC. ("ROK") ("ROK.WT")
BULLETIN TYPE: Shares for Debt (with Warrants); Additional Listing-Warrants
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
Senior Secured Note Conversion
TSX Venture Exchange has accepted for filing the Company's proposal to issue 15,555,550 units ("Units"), each comprised of one class "B" common share ("Share") at a deemed price of $0.18 per Share and one Share purchase warrant ("Warrant"), to convert $2,800,000 principal amount of its existing senior secured notes:
Number of Creditors: |
11 Creditors |
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Insider / Pro Group Participation: |
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Insider=Y / |
Amount |
Deemed Price |
# of Units |
|
Creditor |
Progroup=P |
Owing |
per Share |
|
Cameron W. Taylor |
Y |
$250,000 |
$0.18 |
1,388,888 |
Warrants: |
15,555,550 Warrants to purchase 15,555,550 Shares |
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Warrant Exercise Price: |
$0.25 per Share for a period of 3 years from the date of issuance |
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Additional Listing - Warrants
Effective at the opening on Wednesday, March 9, 2022, an additional 15,555,550 Warrants of the Company will commence trading on TSX Venture Exchange. The Company is classified as an 'Oil and Gas' company.
Corporate Jurisdiction: |
Alberta |
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Capitalization: |
15,555,550 Warrants, authorized by a warrant indenture |
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Warrant Exercise Price/Term: |
$0.25 per Warrant until March 4, 2025 |
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Transfer Agent: |
Odyssey Trust Company |
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Trading Symbol: |
ROK.WT |
(UNCHANGED) |
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CUSIP Number: |
77544C 12 0 |
(UNCHANGED) |
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The additional 15,555,550 Warrants were issued pursuant to a prospectus offering which closed on March 4, 2022, and will bear the same terms as the existing listed Warrants of the Company.
For further details of the senior secured note conversion and applicable hold periods, please refer to the Company's press releases on February 3, 2022 and March 7, 2022.
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TRUSTBIX INC. ("TBIX")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation the sale purchase agreement ("Agreement") dated February 28, 2022 among the Company, Insight Global Technology Inc. ("Insight"), and the shareholders of Insight ("Vendors"). Pursuant to the terms of the Agreement, the Company will acquire 100% of the issued and outstanding shares of Insight from the Vendors. As consideration of the acquisition, the Company will issue 10,000,000 common shares in the capital of the Company ("Consideration Shares") upon closing. In addition, 20,000,000 Consideration Shares will close in escrow ("Performance Shares") and shall be released to the Vendors upon the achievement of certain financial results ("Performance Targets"). The Performance Shares are outlined as follows:
I. |
a further 5,000,000 Consideration Shares on Insight attaining Net Revenue of $500,000 and Target Profit of $150,000; |
I. |
a further 7,500,000 Consideration Shares on Insight attaining cumulative Net Revenue of $750,000 and cumulative Target Profit of $225,000; and |
III. |
a further 7,500,000 Consideration Shares on Insight attaining cumulative Net Revenue of $1,000,000, cumulative Target Profit of $300,000, and achieving a minimum of 50% recurring revenue (continuing subscriptions and rollover renewals of the Insight Solution). |
In the event where the Performance Targets are not achieved within 12 months from the date of closing, any Performance Shares which have not been released from escrow shall be cancelled without recourse.
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 February 2, 2022 and March 1, 2022.
________________________________________
ZIMTU CAPITAL CORP. ("ZC")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 7, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced January 10, 2022:
Number of Shares: |
9,892,500 shares |
|
Purchase Price: |
$0.20 per share |
|
Warrants: |
9,892,500 share purchase warrants to purchase 9,892,500 shares |
|
Warrant Exercise Price: |
$0.30 for a two year period |
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Number of Placees: |
59 placees |
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Insider / Pro Group Participation: |
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Insider=Y / |
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Name |
ProGroup=P |
# of Shares |
Sean Charland |
Y |
125,000 |
Aggregate Pro Group Involvement |
P |
250,000 |
[2 placees] |
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Finder's Fee: |
Hampton Securities Limited receives $3,600 and 18,000 non-transferable |
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Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release announcing the closing of the private placement and setting out the expiry dates of the hold period on February 15, 2022. [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]
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