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TSX Venture Exchange Stock Maintenance Bulletins


News provided by

TSX Venture Exchange

Nov 16, 2021, 00:03 ET

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VANCOUVER, BC, Nov. 15, 2021 /CNW/ -

TSX VENTURE COMPANIES

FIRM CAPITAL PROPERTY TRUST ("FCD.UN")
BULLETIN TYPE:  Notice of Distribution
BULLETIN DATE:  November 15, 2021
TSX Venture Tier  2 Company

The Issuer has declared the following distributions:

Distribution per Unit:  $0.0433
Payable Dates:  February 15, 2022; March 15, 2022 and April 15, 2022
Record Dates:  January 31, 2022; February 28, 2022 and March 31, 2022
Ex-distribution Dates: January 28, 2022; February 25, 2022 and March 30, 2022  

________________________________________

MARGARET LAKE DIAMONDS INC. ("DIA")
BULLETIN TYPE:  Consolidation
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

Pursuant to a resolution passed by the directors of the Company on November 1, 2021, the Company has consolidated its capital on a ten (10) old for one (1)  new basis.  The name of the Company has not been changed.

Effective at the opening November 17, 2021, the shares of Margaret Lake Diamonds Inc. will commence trading on TSX Venture Exchange on a consolidated basis. The Company is classified as a 'Mining' company.

Post - Consolidation
Capitalization:

Unlimited shares with no par value of which
5,968,658 shares are issued and outstanding

Escrow                                            

Nil shares are subject to escrow

Transfer Agent:                        

Computershare Investor Services Inc.

Trading Symbol:                       

DIA                   (UNCHANGED)

CUSIP Number:                        

56658A302       (new)

________________________________________

Highmark Interactive Inc ("HMRK")
[Formerly Stormcrow Holdings Corp. ("CROW.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Property-Asset or Share Purchase Agreements, Private Placement-Brokered, Private Placement – Non-Brokered, Convertible Debentures, Name Change and Consolidation, Resume Trading
BULLETIN DATE: November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange (the "Exchange") has accepted for filing Stormcrow Holdings Corp. (the "Company") Qualifying Transaction ("QT") described in its Filing Statement dated November 4, 2021. As a result, on Wednesday, November 17, 2021, the Company will no longer be considered a Capital Pool Company. The QT includes the following:

Pursuant to an Acquisition Agreement dated November 4, 2021, the Company has indirectly acquired all the outstanding shares of former Highmark Innovations Inc. ("HMI") by way of a three-cornered amalgamation. The Company issued an aggregate of 26,930,401 post-consolidation common shares at a deemed price of $0.60 per share to the shareholders of HMI, with an exchange ratio for the acquisition of 1.40235 post-consolidation share for each of form HMI security.

The Company has also issued post-consolidation shares, as further detailed below, for:

  • The acquisition of Highmark Health Mississauga Inc. ("HHM");
  • The acquisition of Complex Injury Rehab Inc. ("CIR"); and
  • A concurrent brokered private placement.

Following the QT, the Company entered into a value escrow agreement under which 21,199,120 post-consolidation common shares held by principals were escrowed, of which 2,119,912 shares are released as at the date of this bulletin. These shares add to the 1,016,665 post-consolidation common shares of the CPC already in escrow but of which 254,166 shares are released as at the date of this bulletin.

For further information, please refer to the Company's Filing Statement dated November 4, 2021 and to the Company's news release dated November 15, 2021.

Property-Asset or Share Purchase Agreement

TSX Venture Exchange has accepted for filing the documentation in connection with a Share Purchase Agreement (the "HHM Agreement") dated June 14, as amended on July 9 and November 5, 2021, between the Company and the shareholders of HHM whereby the Company acquired HHM for a consideration of $180,000 cash and 1,882,093 post-consolidation common shares with a deemed price of $0.54 per share.

For further information, please refer to the Company's Filing Statement dated November 4, 2021.

Property-Asset or Share Purchase Agreement

TSX Venture Exchange has accepted for filing the documentation in connection with a Share Purchase Agreement (the "CIR Agreement") dated March 11, 2021, as amended May 25 and November 5, 2021, between the Company and the shareholders of CIR whereby the Company acquired CIR for a consideration of $1,177,000 cash and 369,038 post-consolidation common shares with a deemed price of $0.54 per share.

For further information, please refer to the Company's Filing Statement dated November 4, 2021.

Private Placement – Brokered

Prior to the completion of the QT, HMI completed a brokered private placement of subscription receipts which have been exchanged into the following securities on a post-consolidation basis in the Resulting Issuer (as defined below).

Number of Shares: 

6,501,278 common shares

Number of Warrants:

3,250,625 common share purchase warrant exercisable at $0.82 per share for 2 years

Purchase Price:

$0.54 per common share

Number of placees:

40 placees

Insider / Pro group participation:

Name

Insider=Y/
Pro Group=P

Number of Common
Shares

Gary Affleck

Y

140,235

Chris Schnarr

Y

462,775

Justin Gilman

P

37,863

Commission:                            

Beacon Securities Limited, PI Financial Corp. and IA Private Wealth Inc. received a commission of $395,535 cash and 665,442 broker warrants exercisable at $0.54 for 2 years

The Company confirmed the closing of the Private Placement in its news release dated June 11, 2021.

Private Placement – Non-Brokered, Convertible Debentures

Prior to the completion of the QT, HMI completed a non-brokered private placement of convertible debenture subscription receipts, which have been exchanged into the following convertible debentures in the Resulting Issuer.

Convertible Debenture:

2,500,000 principal amount

Conversion Price:

$0.6774 per share

Maturity Date:

 May 11, 2024

Interest Rate:

7.5%

Number of placees:

4 placees

Insider / Pro group participation:

None

Finder's fee:

None

The Company confirmed the closing of the Private Placement in its news release dated June 11, 2021.

Name Change and Consolidation

Pursuant to a special resolution passed by shareholders on August 4, 2021, the Company has consolidated its capital on a 6 old shares for 1 new share basis. The name of the Company has also been changed from Stormcrow Holdings Corp. to Highmark Interactive Inc. (the "Resulting Issuer").

Effective at the opening on Wednesday, November 17, 2021, the common shares of Highmark Interactive Inc. will commence trading on TSX Venture Exchange, and the common shares of Stormcrow Holdings Corp. will be delisted.

Post-Consolidation
Post-Transactional
Capitalization:              

Unlimited number of common shares with no par value of which
40,032,810 common shares are issued and outstanding.

Escrow:

22,215,785 common shares (including the CPC escrowed shares), of which 2,374,078 common shares are released as at the date of this bulletin

Transfer Agent:

TSX Trust Company - Toronto

Trading Symbol:

 HMRK                           (new)

CUSIP Number: 

43111T102                    (new )

The Resulting Issuer is classified as a "Computer systems design and related services" company (NAICS: 541514).

Resume Trading

Further to the Exchange bulletins dated December 11, 2020, trading in the shares of the Resulting Issuer will resume at the opening on Wednesday, November 17, 2021 under the symbol "HMRK".

Company Contact:

Don Harkness, Chief Financial Officer

Company Address:

602-115 George Street, Oakville Ontario L6J 0A2.

Company Phone Number:

1-855-969-5079

Company Email Address:

[email protected]

Company Website: 

 https://highmark.tech/

_____________________________________________________

VALDY INVESTMENTS LTD. ("VLDY.P")
BULLETIN TYPE:  Delist; Remain Halted
BULLETIN DATE: November 15, 2021
TSX Venture Tier 2 Company

Effective at the close of business on Tuesday, November 16, 2021, the common shares of the Company will be delisted from TSX Venture Exchange (the "Exchange") at the request of the Company. The Company obtained majority of minority shareholder approval to proceed with the delist in accordance with section 4.3 of Policy 2.9. Certain securities held by Non-Arm's Length Parties to the CPC will immediately be canceled in accordance with the requirements of Policy 2.4.

In accordance with the requirements of Policy 2.4, the Company must, within 90 days from the date of delist, wind-up and liquidate the Company's assets and distribute its remaining assets, on a pro-rata basis, to its Shareholders unless, within that 90-day period following delisting, the shareholders of the Company approve another use of the remaining assets (with the votes of Non-Arm's Length Parties to the CPC being excluded from this approval).

Trading in the Company's shares will remain halted while the Company remains listed on the Exchange.

Please refer to the Company's news releases dated November 3, 2021 and November 15, 2021 for further details.

________________________________________

21/11/15 - TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES

BANXA HOLDINGS INC. ("BNXA")
BULLETIN TYPE:  Shares for Services
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 35,000 shares at a deemed price of $4.00 per share, in consideration of certain services provided to the company pursuant to a platform account agreement between the Company and SRAX Inc.

The Company shall issue a news release when the shares are issued.

________________________________________

BAROYECA GOLD & SILVER INC. ("BGS")
BULLETIN TYPE:  Halt
BULLETIN DATE:  November 15, 2021
TSX Venture Tier  2 Company

Effective at 10:23  a.m. PST, Nov. 15, 2021, 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.

________________________________________

BAROYECA GOLD & SILVER INC. ("BGS")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  November 15, 2021
TSX Venture Tier  2 Company

Effective at 11:15 a.m. PST, Nov. 15, 2021, shares of the Company resumed trading, an announcement having been made.

________________________________________

BENTON RESOURCES INC. ("BEX")
BULLETIN TYPE:  Private Placement-Non-Brokered, Amendment
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 1 Company

Further to the bulletin dated November 3, 2021 with respect to the private placement of 5,075,000 flow-through units at a price of $0.20 per flow-through share, TSX Venture Exchange has been advised that the private placement is for 5,175,000 flow-through units at $0.20 per unit.  The unit includes 2,587,500 share purchase warrants to purchase 2,587,500 shares at $0.30 per share for a two-year period.

________________________________________

C3 METALS INC. ("CCCM")
BULLETIN TYPE:  Private Placement- Brokered
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced on October 19, 2021 and October 21, 2021:

Number of Shares:

101,582,178 common shares

Purchase Price:

CDN$0.19 per common share

Number of Placees:

72 placees

Finder's Fee:   

Canaccord Genuity Corp, Haywood Securities Inc, Beacon Securities Ltd, and
Ecoban Securities Corporation collectively received a cash commission equal to
$1,150,541 and 6,016,031 broker warrants (the "Broker Warrants"). Each Broker
Warrant entitles its holder to acquire one common share of the Company at a
price of $0.19 per common share for a 24-month period.

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company has issued a news release on November 9, 2021 announcing the closing of the private placement and setting out the expiry dates of the hold period(s).

________________________________________

CANADA SILVER COBALT WORKS INC. ("CCW")
BULLETIN TYPE:  Prospectus-Unit Offering
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 1 Company

Canada Silver Cobalt Works Inc. ("Canada Silver Cobalt") has closed its financing pursuant to its Prospectus Supplement dated October 20, 2021 to a Base Shelf Prospectus dated September 7, 2021 which was filed with and accepted by TSX Venture Exchange Inc. and filed with and receipted by the securities commissions of each of the Provinces of Canada, other than Quebec on September 7, 2021, pursuant to the provisions of the applicable Securities Acts (the "Offering"). 

TSX Venture Exchange has been advised that closing occurred on October 25, 2021, for gross proceeds of $7,450,000 (including the full exercise of the Over-Allotment Option, as defined below).

Agents:

Research Capital Corporation and Canaccord Genuity Corp.

Offering:

20,884,109 Non-Flow-Through Units (each, a "NFT Unit") (including NFT Units issued pursuant to the over-allotment option). Each NFT Unit consists of one common share and one common share purchase warrant (a "Warrant")

 

13,431,900 Flow-Through Units (each, a "FT Unit").  (including FT Units issued pursuant to the over-allotment option).  Each FT Unit consists of one flow-
through common share and one Warrant

Unit Price:

$0.21 per NFT unit
$0.23 per FT unit

Warrant Exercise Price/Term:

$0.25 per share until October 25, 2023.

Agents' Commission:

$96,461.95 in cash and 2,297,425 non-transferable broker warrants exercisable to purchase one unit (each, a "Broker Unit") at $0.21 per Broker Unit until October 25, 2023. Each Broker Unit consists of one common share and one Warrant.

Over-Allotment Option:

Canada Silver Cobalt granted the agents an option to purchase an additional 15% of the NFT Units and/or FT Units issued for a period of 30 days from closing.  The agents exercised this option on October 25, 2021 and received 3,132,616 NFT Units and 2,014,785 FT Units.

 

The Over-Allotment Option has been fully exercised.

For further details, please refer to the Prospectus Supplement and the Base Shelf Prospectus or Canada Silver Cobalt's news releases dated September 8, 2021, October 12, 2021, October 19, 2021 and October 25, 2021

________________________________________

COPAUR MINERALS INC. ("CPAU")
BULLETIN TYPE:  Amendment, Private Placement-Non-Brokered
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

AMENDMENT:

Further to the TSX Venture Exchange Bulletin dated November 10, 2021, the Exchange has accepted an amendment to the number of finder's warrants with respect to a Non-Brokered Private Placement announced November 5, 2021:

Finder's Fee:    
81,544 finder's warrants payable to Roche Securities Ltd.

All other information in the bulletin remain unchanged. For more information, please refer to the news release dated November 11, 2021.

________________________________________

CORDOBA MINERALS CORP. ("CDB")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  November 15, 2021
TSX Venture Tier  2 Company

Effective at  11:45 a.m. PST, Nov. 15, 2021, shares of the Company resumed trading, an announcement having been made.

________________________________________

COUNTY CAPITAL 2 LTD. ("CTWO.P")
BULLETIN TYPE: CPC-Filing Statement
BULLETIN DATE: November 15, 2021
TSX Venture Tier 2 Company


TSX Venture Exchange has accepted for filing the Company's CPC Filing Statement dated November 14, 2021, for the purpose of filing on SEDAR.

_______________________________________

GPM METALS INC. ("GPM")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX VeNture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced October 13, 2021:

Number of Shares:                   

3,000,000 shares

Purchase Price:                        

$0.10 per share

Warrants:                                 

3,000,000 share purchase warrants to purchase 3,000,000 shares

Warrant Exercise Price:             

$0.15 for a three year period

Number of Placees:                  

6 placees

Insider / Pro Group Participation:

Name

Insider=Y /
ProGroup=P

# of Shares

Patrick Sheridan

Y

988,000

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), 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.

____________________________

H2O INNOVATION INC. ("HEO.WT")
BULLETIN TYPE:  Halt
BULLETIN DATE:  November 15, 2021
TSX Venture Tier  2 Company

Effective at  9:00 a.m. PST, November 15, 2021, trading in the shares of the Company was halted pending delisting; 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.

_______________________________

MARWEST APARTMENT REAL ESTATE INVESTMENT TRUST ("MAR.UN")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation certain purchase and sale agreements ("Agreements") between the Company and the securityholders of Marwest (Element) Apartments LP (the "Vendor"). Pursuant to the terms of Agreements, the Company will purchase all of the issued and outstanding limited partnership units from the securityholders of the Vendor for full ownership of their business. In return, the Company will be providing securityholders of the Vendor with a purchase price of $27,000,000 less the outstanding debt of the Vendor as total consideration ("Purchase Price"). Subject to adjustment where indebtedness varies, the Purchase Price will be satisfied by the following:

  1. Providing $1,183,601.35 in cash payments;
  2. Issuing 1,029,211 exchange units, subject to certain escrow conditions, at a deemed price of $1.15 per exchangeable unit; and
  3. Deducting approximately $24,632,806 in debt from the Purchase Price to the Vendor in connection to mortgages and accrued interest obligations.

Following closing of this transaction, $1,200,000 in outstanding promissory notes obligations will also be repaid to securityholders of the Vendor.

The transaction is considered at non-arm's length as a result of the involvement of certain insiders and other interested parties mentioned as follows: Mr. William Martens, Mr. Armin W. Martens, Mr. Cornelius W.V. Martens, Mr. Karl Martens and Mr. Victor Martens.

For further information, please reference the Company's news releases dated September 24, 2021 and November 15, 2021, and information circular dated October 11, 2021.

________________________________________

New Placer Dome Gold Corp. ("NGLD")
BULLETIN TYPE: Private Placement Non-Brokered
BULLETIN DATE: November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced September 14, 2021 and October 26, 2021:

Number of Shares:

60,730,900 shares

Purchase Price:

$0.08 per share

Warrants:

60,730,900 share purchase warrants to purchase 60,730,900 shares

Warrant Exercise Price:

$0.12 for a three-year period

Number of Placees: 

134 placees

Insider / Pro Group Participation:

Name 

Insider=Y /
ProGroup=P 

# of Shares

Max Sali

Y

250,000

Tri Ventures Capital Corp. (Jordan Trimble)

Y

500,000

Aggregate Pro Group Involvement
16 placees

P

9,412,500

 Finder's Fee:

Haywood Securities Inc. – $152,320 cash and 1,904,000 finder's warrants.
Canaccord Genuity Corp. – $58,058 cash and 715,225 finder's warrants.
PI Financial Corp. – $16,100 cash and 201,250 finder's warrants.
Raymond James Ltd. – $4,760 cash and 59,500 finder's warrants.
StephenAvenue Securities Inc. – $1,120 cash and 16,000 finder's warrants.
Hampton Securities Ltd. – $7,280 cash and 91,000 finder's warrants.
Goodman & Company – $40,000 cash and 500,000 finder's warrants.
Red Cloud Securities Inc. – $3,640 cash and 56,000 finder's warrants.
Richardson Wealth Limited – $1,120 cash and 14,000 finder's warrants. 
Echelon Wealth Partners Inc. – $10,500 cash and 131,250 finder's warrants. 

Each non-transferable finder warrant is exercisable into one common share of
the Company at a price of $0.12 per share for a three-year period other than
the 56,000 finder's warrants issued to Red Cloud Securities Inc., which have
an exercise price of $0.08 per share.

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued news releases on November 10, 2021 and November 12, 2021 announcing the closing of the private placement and setting out the expiry dates of the hold periods. 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.

________________________________________

NICKEL ROCK RESOURCES INC. ("NICL")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing an Option Agreement dated July 7, 2021 between Nickel Rock Resources Inc. (the "Company") and Surge Battery Metals Inc. ("Surge"), whereby Surge has an option to acquire an 80% interest in the Hard Nickel and Nickel 100 group of claims located in northern British Columbia for the consideration of 5 million Surge's shares.  The exploration expenditures for Surge are in the amount of $200,000 on or before two years from the date of the agreement.  The disposition is a non-arm's length transaction, there are common CFO and Corporate Secretary between the two companies.

________________________________________

OPTIMUM VENTURES LTD. ("OPV")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing a Quitclaim Agreement dated September 13, 2021 (the "Agreement") between the Company and Jayden Resources Inc ("Jayden"). Pursuant to the terms of the Agreement, Jayden has agreed to terminate its option agreement with Teuton Resources Corp.("Teuton"), dated September 4, 2020. The Agreement has been entered into in contemplation of the Company's intention to enter into a separate option agreement with Teuton to acquire an 80% interest in the Harry and Outland Silver Bar properties located in the Skeena Mining Division. By way of consideration, the Company will make cash payments totalling $27,000 and will issue 750,000 shares at a price of $0.47 per share. A finder's fee of 76,515 shares at a price of $0.47 per share is payable to David Velisek.

Please refer to the Company's news releases dated September 14, 2021 and November 12, 2021 for further details.

_____________________________________

OPTIMUM VENTURES LTD. ("OPV")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing an Option Agreement dated September 13, 2021 between Optimum Ventures Ltd. (the "Company") and Teuton Resources Corp. ("Teuton"), whereby the Company has an option to acquire an 80% interest in the Harry and Outland Silver Bar properties (the "Property") located in the Skeena Mining Division, northwest of Stewart, British Columbia.  In consideration, the Company will pay a total cash payments of $1.5 million ($125,000 in the first year) and the issue 4 million shares (500,000 shares in the first year) over five years.  The exploration expenditures in a five-year period are in the total amount of up to $9 million ($500,000 in the first year).  There will be finder's fee payable to David Velisek in 153,191 shares.

________________________________________

PHENOM RESOURCES CORP. ("PHNM")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing a Property Option Agreement dated October 27, 2021 between Phenom Resources Corp. (the "Company") and Nevada Gold Ventures, LLC. (the "Vendor") whereby the Company may acquire a 100% interest in and to 48 unpatented lode claims commonly referred to as the SMOKE Property located 65km south of Eureka, Nevada, USA. Consideration, staged over a three-year period, is US$10,000 cash, 600,000 common shares and US$500,000 in work expenditures.  The Vendor retains a 3% Net Smelter Returns Royalty ("NSR") of which the Company may purchase up to 2% in aggregate for US$1,000,000 cash for each 1% of the NSR prior to the commencement of commercial production.

For more information, refer to the Companies news release dated October 28, 2021.

________________________________________

PINEHURST CAPITAL II INC. ("PINH.P")
BULLETIN TYPE:  Remain Halted
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange ('TSXV') Bulletin dated Nov.12, 2021, trading in the shares of the Company will remain halted Pending receipt and review of acceptable documentation regarding the Qualifying Transaction pursuant to Listings Policy 2.4

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.

________________________________________

PLURILOCK SECURITY INC. ("PLUR")
BULLETIN TYPE:  Prospectus-Share Offering
BULLETIN DATE:  November 15, 2021May 11, 2001
TSX Venture Tier 2 Company

Plurilock Security Inc. (the "Company") has closed a share offering pursuant to a Prospectus Supplement dated November 4, 2011 to the Company's Short Form Base Shelf Prospectus dated May 31, 2021, which was accepted by TSX Venture Exchange, and filed with the British Columbia Securities Commission and the Ontario Securities Commission on May 31, 2021, pursuant to the provisions of the relevant Securities Acts and Multilateral Instrument 11-202 in Alberta, Saskatchewan, Manitoba, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Labrador.

TSX Venture Exchange has been advised that closing occurred on November 10, 2021 for gross proceeds of $4,600,000, including the exercise of the over-allotment option..

Agents:

Leede Jones Gable Inc., PI Financial Corp., Paradigm Capital Inc.

Offering:

8,000,000 shares

Share Price:

$0.50 per share

Agents' Warrants: 

527,100 non-transferable warrants exercisable to purchase one share at $0.50 
per share for 36 months.

Over-Allotment Option: 

The Agents have exercised an over-allotment option granted in connection with
this offering in the amount of 1,200,000 shares.

________________________________________

POND TECHNOLOGIES HOLDINGS INC. ("POND")
BULLETIN TYPE:  Convertible Debentures, Amendment
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted an amendment to the Convertible Promissory Note (the "Note") that was originally announced via Press Release on November 22, 2019:

Convertible Promissory Notes:  

$1,988,500 principal amount to replace the original $2,000,000

Previous Conversion Price:

 $1.00 per share

Amended Conversion Price:

Equal to the greater of (i) $0.39, and (ii) the average closing price of a
common share for the 30 trading days listed on the Exchange immediately preceding
November 15, 2021

Original Maturity Date:

November 15, 2021

Amended Maturity Date:

November 15, 2024

Previous Interest rate:

12% per annum, paid quarterly

Amended Interest rate:

9.55% per annum, paid quarterly

Placees:

1

Insider / Pro Group Participation:                                                                                      

 Name

Insider=Y /
ProGroup=P   

Amount 

Georgian Villas Inc.
(Robert McLeese)

Y

$1,988,500

________________________________________

QUATERRA RESOURCES INC. ("QTA")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 403,665 shares at a deemed price of $0.0825 to settle outstanding debt for $33,302.42.

Number of Creditors:

1 Creditor

For further details, please refer to the Company's news releases dated October 21, 2021 and November 12, 2021.

________________________________________

RISE CAPITAL CORP. ("RSE.P")
BULLETIN TYPE:  Qualifying Transaction – Filing Statement, Remain Halted
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange ("TSXV") has accepted for filing the Company's Filing Statement dated November 9, 2021, for the purpose of filing on SEDAR.

Further to TSXV bulletins dated June 28, 2021, trading in the shares of the Company has remained halted.

________________________________________

RT MINERALS CORP. ("RTM")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced September 23, 2021:

Number of Shares:

2,000,000 shares

Purchase Price:

$0.05 per share

Warrants:

2,000,000 share purchase warrants to purchase 2,000,000 shares

Warrant Exercise Price:

$0.065 for a two year period

Number of Placees:

1 placee

Finder's Fee:

9128-6435 Quebec Inc. (Alain Beland) $8,000 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. [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.]

________________________________________

SEARCH MINERALS INC. ("SMY")
BULLETIN TYPE:  Halt
BULLETIN DATE:  November 15, 2021
TSX Venture Tier  2 Company

Effective at 7:59  a.m. PST, Nov.15, 2021, 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.

________________________________________

SEARCH MINERALS INC. ("SMY")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2  Company

Effective at  8:45 a.m. PST, Nov. 15, 2021, shares of the Company resumed trading, an announcement having been made.

________________________________________

SEGO RESOURCES INC. ("SGZ")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced October 26, 2021 and November 9, 2021:

Number of Shares:

5,167,555 Flow through shares

Purchase Price:

$0.09 per share

Number of Placees:

30 placees

Insider / Pro Group Participation:

 Name

Insider=Y /
ProGroup=P

 # of Shares

Julian Jaffary          

Y

200,000

Selina Tribe

Y

55,555

Aggregate Pro Group Involvement

P 

820,000

  [5 placees]

Finder's Fee:

PI Financial Corp. $12,045.60 cash and 133,840 broker warrants payable.
Sightline Wealth Management $1,890 cash and 21,000 broker warrants payable.
Odlum Brown Limited $5,323.50 cash and 59,150 broker warrants payable.
Echelon Capital Markets $1,890 cash and 21,000 broker warrants payable.
-Each broker warrant is exercisable into one common share at $0.09 for two years from closing.

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.

________________________________________

SQI DIAGNOSTICS INC. ("SQD")
BULLETIN TYPE:  Private Placement - Non-Brokered
BULLETIN DATE:  November 15, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on September 24, 2021:

Number of Shares:

26,932,895 units

Purchase Price:

$0.19 per unit

Warrants:

26,932,895 share purchase warrants to purchase 26,932,895 common shares

Warrant Exercise Price:

$0.25 for a period of five years

Number of Placees:

11 Placees

Insider / Pro Group Participation:

Name

Insider=Y / ProGroup=P

# of Shares

Connor South East Holding Corp. (Gerald Connor)

Y

7,017,544

Wilmot Matthews

Y

7,017,544

Hanover Investments Corporation Ltd. (Clive Beddoe)

Y

7,017,543

Rene Laverdiere

P

500,000

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company has issued news releases announcing the closing of the private placement dated November 5, 2021 and November 8, 2021.

________________________________________

STARLIGHT U.S. RESIDENTIAL FUND ("SURF.A") ("SURF.U")
BULLETIN TYPE:  Halt
BULLETIN DATE:  November 15, 2021
TSX Venture Tier  1 Company

Effective at 5:00  a.m. PST, Nov.15, 2021, trading in the shares of the Company was halted pending closing; 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.

________________________________________

NEX COMPANY :

LOON ENERGY CORPORATION ("LNE.H")
BULLETIN TYPE:  Halt
BULLETIN DATE:  November 15, 2021
NEX Company

Effective at 5:57  a.m. PST, Nov. 15, 2021, 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.

________________________________________

SOURCE TSX Venture Exchange

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

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