VANCOUVER, Dec. 13, 2013 /CNW/ -
TSX VENTURE COMPANIES:
AGAVE SILVER CORP. ("AGV")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced August 29, 2013 and October 25, 2013:
| Number of Shares: | 10,300,000 shares | |
| Purchase Price: | $0.10 per share | |
| Warrants: | 10,300,000 share purchase warrants to purchase 10,300,000 shares | |
| Warrant Exercise Price: | $0.25 for a two year period | |
| Number of Placees: | 5 placees |
| Insider / Pro Group Participation: | ||||
| Insider=Y / | ||||
| Name | ProGroup=P | # of Shares | ||
| Frank Lang | Y | 7,000,000 | ||
| Ronald Lang | Y | 2,000,000 | ||
| Benjamin Ainsworth | Y | 200,000 | ||
| Daryll Drummond | Y | 100,000 | ||
| Ferdinand Holcapek | Y | 1,000,000 | ||
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.
________________________________________
ATLATSA RESOURCES CORPORATION ("ATL")
BULLETIN TYPE: Property-Asset or Share Disposition Agreement, Private Placement-Non-Brokered
BULLETIN DATE: December 13, 2013
TSX Venture Tier 1 Company
TSX Venture Exchange Inc. has accepted for filing documentation in connection with certain agreements entered into among Atlatsa Resources Corporation ("Atlatsa") its wholly-owned subsidiary, Plateau Resources Proprietary Limited ("Plateau") and Anglo American Platinum Limited ("Anglo American Platinum") and Rustenburg Platinum Mines Limited ("RPM"), a wholly-owned subsidiary of Anglo American Platinum, pursuant to which the parties agreed to certain transactions (the "Restructuring Plan"). The Restructuring Plan is comprised of the following transactions:
Asset Sale:
Atlatsa has agreed to sell its interest in certain exploration projects, being the Eastern section of the Ga-Phasha Project, and the Boikgantsho Project to RPM for consideration of ZAR 1.7 billion (US$171.8 million) (the "Asset Sale"). The proceeds of the Asset Sale will be applied to reduce Atlatsa's outstanding debt owed to RPM.
Debt Refinancing:
Atlatsa through Plateau and Anglo American Platinum and its subsidiaries (referred to collectively as "Anglo American Platinum"), subject to certain conditions, have agreed to restructure Atlatsa's existing debt facilities (the "Debt Refinancing") with Anglo American Platinum as follows: (i) the effective net consideration of the Asset Sale (ZAR 1.7 billion) (US$171.8 million) and a portion of a new senior term loan and revolving debt facility (the "New Debt Facility") will be applied to amounts owing under existing debt facilities to reduce Atlatsa's outstanding debt to ZAR 1.3 billion (US$136.8 million), (ii) Anglo American Platinum will make the New Debt Facility available to Atlatsa with a further ZAR 195.7 million (US$19.8 million) available to Atlatsa, and (iii) Anglo American Platinum will make available to Atlatsa a working capital facility of ZAR 30 million (US$3.0 million) per year available during each of 2013, 2014 and 2015 for a total of ZAR 90 million (US$ 9.1 million) to fund Atlatsa's corporate and administrative expenses through to 2015.
Non-Brokered Private Placement:
Atlatsa has agreed to issue 125 million Atlatsa Common Shares at US$0.6064 per share to Anglo American Platinum (the "Non-Brokered Private Placement") for cash consideration of ZAR 750 million (US$75.8 million), which proceeds will be used to partially repay the outstanding debt owed by Atlatsa to Anglo American Platinum Limited under the New Debt Facility.
The Exchange has been advised that the Asset Sale, Debt Refinancing and Non-Brokered Private Placement received minority shareholder approval at a special meeting of the shareholders of Atlatsa held on June 28, 2013. Further, the Exchange has been advised that the Asset Sale and Debt Refinancing have closed and that Atlatsa expects the Non-Brokered Private Placement to complete on or about January 31, 2014.
For further information on the transactions please see Atlatsa's Information Circular dated May 28, 2013 and Atlatsa's news releases dated March 27, 2013, April 9, 2013, July 2, 2013, August 20, 2013, August 29, 2013, and December 12, 2013 which are available on SEDAR under Atlatsa's profile.
________________________________
AVAGENESIS CORP. ("VVA")
[formerly Westshire Capital Corp. ("WSH.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Name Change
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Qualifying Transaction-Completed/New Symbol
TSX Venture Exchange has accepted for filing the Company's Qualifying Transaction described in its Filing Statement dated November 11, 2013. As a result, at the opening on Monday, December 16, 2013, the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following:
The Qualifying Transaction involves the arm's length three-cornered Amalgamation involving the Company, the Company's wholly-owned subsidiary ("SubCo") and Avagenesis Corp. ("Avagenesis"), a Calgary-based biotechnology company. Pursuant to the Amalgamation, Shareholders of Avagenesis received shares of the Company on a 1 for 1 basis at a deemed price of $0.50 per share for aggregate consideration of $20,623,950.
A total of 30,232,500 shares are subject to a Tier 2 Surplus Security Escrow Agreement dated December 6, 2013 to be released over a 36-month period upon completion of the Qualifying Transaction. In addition, 8,555,700 shares are subject to a Tier 2 Value Security Escrow Agreement dated December 6, 2013 to be released over a 36-month period upon completion of the Qualifying Transaction, in accordance with Seed Share Resale Restrictions. A total of 1,000,000 shares are also subject to a CPC Escrow Agreement dated February 6, 2013 to be released over a 36-month period upon completion of the Qualifying Transaction.
The Exchange has been advised that the above transaction, which did not require Shareholder approval, has been completed.
| Insider / Pro Group Participation: | ||||
| Insider=Y / | ||||
| Name | ProGroup=P | # of Shares | ||
| Richard Huang | Y | 15,469,200 | ||
| Alan Tam | Y | 9,352,200 | ||
| Norman Tsui | Y | 1,843,200 | ||
| Christopher Chang | Y | 939,900 | ||
| Dennis Nerland | Y | 806,400 | ||
| Bohdan Romaniuk | Y | 799,200 | ||
| Mario Mannella | Y | 575,200 | ||
| Jasmine Chiu | Y | 386,400 | ||
| Mouane Sengsavang | Y | 160,800 | ||
In addition, the Exchange has accepted for filing the following:
Name Change
Pursuant to a resolution passed by shareholders on December 6, 2013, the Company has changed its name as follows. There is no consolidation of capital.
Effective at the opening Monday, December 16, 2013, the common shares of Avagenesis Corp. will commence trading on TSX Venture Exchange, and the common shares of Westshire Capital Corp. will be delisted. The Company is classified as a 'Health Care' company.
| Capitalization: | Unlimited shares with no par value of which | ||||
| 50,547,900 shares are issued and outstanding | |||||
| Escrow: | 39,788,200 shares | ||||
| Symbol: | VVA (new) | ||||
| Transfer Agent: | Olympia Trust Company | ||||
| CUSIP Number: | 05337F 10 9 (new) | ||||
| Company Contact: Company Address: |
Alan Tam, Chief Financial Officer Suite 2800, 715 - 5th Avenue SW |
|
| Calgary, AB T2P 2X6 | ||
| Company Phone Number: | (604) 377-7575 | |
| Company Email Address: | [email protected] |
________________________________
BAYHORSE SILVER INC. ("BHS")
[formerly Kent Exploration Inc. ("KEX")]
BULLETIN TYPE: Name Change
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Pursuant to a resolution passed by the directors on November 20, 2013, the Company has changed its name as detailed below. There is no consolidation of capital.
Effective at the opening, Monday, December 16, 2013, the common shares of Bayhorse Silver Inc. will commence trading on TSX Venture Exchange, and the common shares of Kent Exploration Inc. will be delisted. The Company is classified as a 'Mineral Exploration/Development' company.
| Capitalization: | Unlimited shares with no par value of which | |||
| 13,788,517 shares are issued and outstanding | ||||
| Escrow: | nil shares | |||
| Transfer Agent: | Olympia Trust Company | |
| Trading Symbol: | BHS (new) | |
| CUSIP Number: | 07278W109 (new) |
________________________________________
CANGOLD LIMITED ("CLD")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has consented to the extension in the expiry date of the following warrants:
| Private Placement: | ||
| # of Warrants: | 5,000,000 | |
| Original Expiry Date of Warrants: | July 13, 2012 (tranche 1), August 25, 2012 (tranche 2) | |
| Extended to December 31, 2012 on July 6, 2012 | ||
| Further extended to December 31, 2013 on December 10, 2012 | ||
| New Expiry Date of Warrants: | December 31, 2014 | |
| Exercise Price of Warrants: | $0.20 | |
| Forced Exercise Provision: | If the closing price for the Company's shares is $0.26 or greater for a period of 10 consecutive trading days, then the warrant holders will have 30 days to exercise their warrants; otherwise the warrants will expire on the 31st day. |
|
These warrants were issued pursuant to a private placement of 10,000,000 shares with 5,000,000 share purchase warrants attached, which was accepted for filing by the Exchange effective October 14, 2011.
________________________________________
CANGOLD LIMITED ("CLD")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has consented to the extension in the expiry date for the following warrants:
| Private Placement: | ||
| # of Warrants: | 2,180,000 | |
| Original Expiry Date of Warrants: | December 20, 2010 | |
| Extended to December 20, 2011 on December 3, 2010 | ||
| Extended to December 20, 2012 on December 5, 2011 | ||
| Extended to December 20, 2013 on December 11, 2012 | ||
| New Expiry Date of Warrants: | December 20, 2014 | |
| Original Exercise Price of Warrants: | $0.50 (post-consolidation) | |
| *Amended Exercise Price of Warrants: | $0.20 (amended on July 20, 2012) | |
| Forced Exercise Provision: | If the closing price for the Company's shares is $0.26 or greater for a period of 10 consecutive trading days, then the warrant holders will have 30 days to exercise their warrants; otherwise the warrants will expire on the 31st day. |
|
| *1,838,000 warrants are exercisable at $0.20 per share until December 20, 2014; 342,000 warrants held by insiders are exercisable at $0.50 per share until December 20, 2014. |
||
These warrants were issued pursuant to a private placement of 2,180,000 shares (post-consolidation) with 2,180,000 share purchase warrants (post-consolidation) attached, which was accepted for filing by the Exchange effective December 21, 2009.
________________________________________
CAZA GOLD CORP. ("CZY")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced October 29, 2013:
| Number of Shares: | 20,833,333 shares | |
| Purchase Price: | $0.12 per share | |
| Warrants: | 20,833,333 share purchase warrants to purchase 20,833,333 shares | |
| Warrant Exercise Price: | $0.24 for a three-year period | |
| Number of Placees: | 1 placee |
| Insider / Pro Group Participation: | |||
| Insider=Y / | |||
| Name | ProGroup=P | # of Shares | |
| Polygon Mining Opportunity Master Fund | Y | 20,833,333 | |
| (Michael J. Humphries) | |||
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.
________________________________________
CHINA HEALTH LABS & DIAGNOSTICS LTD. ("CHO")
BULLETIN TYPE: Halt
BULLETIN DATE: December 13, 2013
TSX Venture Tier 1 Company
Effective at 5:00 a.m., PST, December 13, 2013, 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.
________________________________________
DESMOND INVESTMENTS LTD. ("DLC.P")
BULLETIN TYPE: Suspend-Failure to Complete a Qualifying Transaction within 24 months of Listing
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange Bulletin dated November 13, 2013, effective at the open, Monday, December 16, 2013, trading in the shares of the Company will be suspended, the Company having failed to complete a Qualifying Transaction within 24 months of its listing.
Members are prohibited from trading in the securities of the Company during the period of the suspension or until further notice.
_________________________________________
DONNER METALS LTD. ("DON")
BULLETIN TYPE: Property-Asset or Share Disposition Agreement
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the documentation of Donner Metals Ltd. (the "Company") relating to an Extinguishment and Transfer Agreement dated December 12, 2013 between the Company and Glencore Canada Corporation ("Glencore"), in connection with the sale of the Company's interest in its remaining five joint ventures for a total consideration of $2,395,200 in cash. Glencore holds a right of first refusal to purchase the Company's interest in the joint ventures, which right Glencore has exercised. The transaction was approved by the shareholders of the Company at the Annual and Special Meeting of Shareholders held on December 10, 2013
For further information, please refer to the Company's press releases dated October 30, 2013 and December 12, 2013. Please refer also to the Company's Management Proxy Circular dated November 12, 2013 that is available on SEDAR.
DONNER METALS LTD. (« DON »)
TYPE DE BULLETIN : Vente d'actif ou convention de vente d'actions
DATE DU BULLETIN : Le 13 décembre 2013
Société du groupe 2 de TSX Croissance
Bourse de croissance TSX a accepté le dépôt de documents de Donner Metals Ltd. (la « société ») relativement à la convention de transfert et d'extinction des droits datée du 12 décembre 2013 entre la société et Glencore Canada Corporation (« Glencore »), relativement à la vente des intérêts de la société dans cinq projets en co-participation pour une considération totale de 2 395 200 $ en espèces. Glencore détient un droit de premier refus d'acquérir les intérêts de la société dans les co-participations, lequel droit a été exercé par Glencore. La transaction a été approuvée par les actionnaires de la société lors de l'assemblée annuelle et spéciale des actionnaires tenue le 10 décembre 2013.
Pour de plus amples renseignements, veuillez vous référer aux communiqués de presse de la société datés du 30 octobre 2013 et du 12 décembre 2013. Veuillez vous référer aussi à la circulaire de sollicitation de procuration datée du 12 novembre 2013 qui est disponible sur SEDAR.
________________________________
EL TIGRE SILVER CORP. ("ELS")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has consented to the extension in the expiry date of the following warrants:
| Private Placement: | ||
| # of Warrants: | 1,468,000 | |
| Original Expiry Date of Warrants: | December 30, 2013 | |
| New Expiry Date of Warrants: | December 30, 2014 | |
| Exercise Price of Warrants: | $0.40 | |
These warrants were issued pursuant to a private placement of 2,936,000 shares with 1,468,000 share purchase warrants attached, which was accepted for filing by the Exchange effective December 29, 2013.
| Private Placement: | ||
| # of Warrants: | 764,000 | |
| Original Expiry Date of Warrants: | January 26, 2014 | |
| New Expiry Date of Warrants: | January 26, 2015 | |
| Exercise Price of Warrants: | $0.40 |
These warrants were issued pursuant to a private placement of 1,528,000 shares with 764,000 share purchase warrants attached, which was accepted for filing by the Exchange effective January 26, 2012.
________________________________________
FAIRMONT RESOURCES INC. ("FMR")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement, Amendment
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange Bulletin dated December 6, 2013, the Exchange has accepted the following amendment with respect to the Property Option Agreement:
A finder's fee of 100,000 shares will be paid to Frank Pun.
________________________________________
HHT INVESTMENTS INC. ("HHT.P")
BULLETIN TYPE: Halt
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Effective at 5:00 a.m., PST, December 13, 2013, 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.
________________________________________
HOMBRE CAPITAL INC. ("HOM.P")
BULLETIN TYPE: Halt
BULLETIN DATE: December 12, 2013
TSX Venture Tier 2 Company
Effective at 1:11 p.m., PST, December 12, 2013, 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.
________________________________________
HOMBRE CAPITAL INC. ("HOM.P")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange ('TSXV') Bulletin dated December 12, 2013, effective at 5:10 a.m.
December 13, 2013, trading in the shares of the Company will remain halted pending receipt and review of acceptable documentation regarding a Qualifying Transaction pursuant to TSXV 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.
________________________________________
INTERCEPT ENERGY SERVICES INC. ("IES")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to the second and final tranche of a Non-Brokered Private Placement announced October 3, 2013:
| Number of Shares: | 773,333 shares | |
| Purchase Price: | $0.075 per share | |
| Number of Placees: | 3 placees |
| Insider / Pro Group Participation: | ||||
| Insider=Y / | ||||
| Name | ProGroup=P | # of Shares | ||
| Marvin J. Jones | Y | 300,000 | ||
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.
________________________________________
INTERNATIONAL PBX VENTURES LTD. ("PBX")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has consented to the extension in the expiry date of the following warrants:
| Private Placement: | ||
| # of Warrants: | 10,795,833 | |
| Original Expiry Date of Warrants: | December 28, 2013 | |
| New Expiry Date of Warrants: | August 31, 2014 | |
| Exercise Price of Warrants: | $0.07 | |
These warrants were issued pursuant to a private placement of 10,795,833 shares with 10,795,833 share purchase warrants attached, which was accepted for filing by the Exchange effective December 31, 2012.
________________________________________
J.A.G. LTEE (LES MINES) ("JML")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the documentation with respect to a Non-Brokered Private Placement announced on April 4, 2013 and November 12, 2013:
| Number of Shares: | 5,000,000 Class "A" common shares | |
| Purchase Price: | $0.05 per common share | |
| Warrants: | 2,500,000 warrants to purchase 2,500,000 common shares | |
| Warrants Exercise Price: | $0.12 per share for a 12-month period | |
| Number of Placees: | 13 Placees |
| Insider / Pro Group Participation: | ||||
| Name | Insider = Y / ProGroup = P |
Number of shares |
||
| Pierre Gévry | Y | 100,000 | ||
The Company has confirmed the closing of the above-mentioned Private Placement by way of a press release dated December 10, 2013.
LES MINES J.A.G. LTÉE (« JML »)
TYPE DE BULLETIN : Placement privé sans l'entremise d'un courtier
DATE DU BULLETIN : Le 13 décembre 2013
Société du groupe 2 de TSX Croissance
Bourse de croissance TSX a accepté le dépôt de la documentation en vertu d'un placement privé sans l'entremise d'un courtier, tel qu'annoncé les 4 avril et 12 novembre 2013 :
| Nombre d'actions : | 5 000 000 d'actions ordinaires de classe « A » | |
| Prix : | 0,05 $ par action ordinaire | |
| Bons de souscription : | 2 500 000 bons de souscription permettant de souscrire à 2 500 000 actions ordinaires | |
| Prix d'exercice des bons : | 0,12 $ par action pour une période de 12 mois | |
| Nombre de souscripteurs : | 13 |
| Participation Initié / Groupe Pro : | ||||
| Nom | Initié = Y / Groupe Pro = P |
Nombre d'actions |
||
| Pierre Gévry | Y | 100 000 |
||
La société a confirmé la clôture du placement privé mentionné ci-dessus par voie d'un communiqué de presse daté du 10 décembre 2013.
_____________________________________
KOBEX MINERALS INC. ("KXM")
BULLETIN TYPE: Normal Course Issuer Bid
BULLETIN DATE: December 13, 2013
TSX Venture Tier 1 Company
TSX Venture Exchange has been advised by the Company that pursuant to a Notice of Intention to make a Normal Course Issuer Bid dated December 12, 2013, it may repurchase for cancellation, up to 3,349,341 shares in its own capital stock. The purchases are to be made through the facilities of TSX Venture Exchange during the period December 19, 2013 to December 18, 2013. Purchases pursuant to the bid will be made by Court Moore at Haywood Securities Inc. on behalf of the Company.
________________________________________
LA RONGE GOLD CORP. ("LAR")
BULLETIN TYPE: Normal Course Issuer Bid, Correction
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange Bulletin dated December 12, 2013, the Bulletin should have read as follows:
The purchases are to be made through the facilities of TSX Venture Exchange during the period December 16, 2013 to December 15, 2014.
________________________________________
LONG HARBOUR EXPLORATION CORP. ("LHC")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 9, 2013:
| Number of Shares: | 1,300,000 shares | |
| Purchase Price: | $0.05 per share | |
| Warrants: | 1,300,000 share purchase warrants to purchase 1,300,000 shares | |
| Warrant Exercise Price: | $0.05 for a two year period | |
| Number of Placees: | 4 placees |
| Insider / Pro Group Participation: | ||||
| Insider=Y / | ||||
| Name | ProGroup=P | # of Shares | ||
| Charles Austin | Y | 400,000 | ||
| Howard Louie | Y | 400,000 | ||
| Peter Espig | Y | 400,000 | ||
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.]
________________________________________
LOYALIST GROUP LIMITED ("LOY")
BULLETIN TYPE: Private Placement-Brokered, Convertible Debenture(s)
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced November 14, 2013:
| Convertible Debenture(s): | CDN$5,250,000 principle amount redeemable, unsecured, subordinated convertible debentures | |
| Conversion Price: | Convertible into common shares at $0.60 of principal amount outstanding per share until maturity. | |
| Maturity date: | November 30, 2018 | |
| Interest rate: | 7.5% per annum | |
| Number of Placees: | 12 placees |
| Insider / Pro Group Participation: | ||||
| Insider=Y / | ||||
| Name | ProGroup=P / | Principal Amount | ||
| 935476 Ontario Limited (Martin Bernholtz) | Y | $200,000 | ||
| David McAdam | Y | $15,000 | ||
| Agent Fees: | An aggregate of $257,125 in cash and 428,541 broker warrants payable to Beacon Securities Limited and Cormark Securities Inc. Each broker warrant entitles the holder to acquire one common share at $0.60 for a two year period. |
|||
For further details, please refer to the Company's news release dated December 5, 2013.
________________________________________
NEVADA SUNRISE GOLD CORPORATION. ("NEV")
BULLETIN TYPE: Consolidation
BULLETIN DATE: December 13, 2013
TSX Venture Tier 1 Company
Pursuant to a resolution passed by shareholders August 29, 2013, 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, Monday, December 16, 2013, the common shares of Nevada Sunrise Gold Corporation. 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 | ||
| 9,667,317 shares are issued and outstanding | |||
| Escrow | nil shares | ||
| Transfer Agent: | Computershare Investor Services Inc. |
| Trading Symbol: | NEV (UNCHANGED) |
| CUSIP Number: | 64149P300 (new) |
________________________________________
NEXGENRX INC. ("NXG")
BULLETIN TYPE: Convertible Debenture, Amendment
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Further to TSX Venture Exchange (the "Exchange") bulletin dated November 26, 2013, the Exchange has consented to a further amendment of the following convertible debenture:
| Convertible Debenture | $500,000 | |
| Original Conversion Price: | Convertible into common shares at $0.30 of principal amount outstanding | |
| Amended Conversion Price: | $0.20 | |
| Original Maturity Date: | November 26, 2013 | |
| Amended Maturity Date: | June 12, 2015 | |
| Interest Rate: | Prime plus 1% |
The convertible debenture was issued pursuant to a private placement which was originally accepted for filing by the Exchange effective April 5, 2012.
For further information, please refer to the Company's press releases dated November 26, 2013 and December 13, 2013.
________________________________________
PRO REAL ESTATE INVESTMENT TRUST ("PRV.UN")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: December 13, 2013
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation relating to a purchase and sale agreement (the "Agreement") dated May 8, 2013 between two arm's length vendors (collectively the "Vendors) and PRO Real Estate Investment Trust (the "Issuer"). Pursuant to the Agreement, the Issuer shall acquire an office property located in Pointe-Claire, Quebec.
As consideration for the acquisition of the property, the Issuer will pay an aggregate of approximately $2,370,000 in cash and issue 420,833 Class B limited partnership units (the "Class B LP Units") at a deemed price of $2.40 to the Vendors. Each Class B LP Unit is exchangeable for a unit of the Issuer on a 1:1 basis.
For more information refer to the Company's news release dated December 12, 2013.
________________________________________
ROCKRIDGE CAPITAL CORP. ("RRC")
BULLETIN TYPE: Consolidation
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Pursuant to a special resolution passed by shareholders on December 10, 2013, 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, Monday, December 16, 2013, the shares of Rockridge Capital Corp. will commence trading on TSX Venture Exchange on a consolidated basis. The Company is classified as a 'mining exploration' company.
| Post - Consolidation Capitalization: |
Unlimited shares with no par value of which | |||
| 9,470,000 shares are issued and outstanding | ||||
| Escrow | nil shares | |||
| Transfer Agent: | Computershare Investor Service Inc. | |
| Trading Symbol: | RRC (UNCHANGED) | |
| CUSIP Number: | 774065 20 5 (new) |
________________________________________
SIGMA INDUSTRIES INC. ("SSG")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture
BULLETIN DATE: December 13, 2013
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on October 28, 2013 and December 5, 2013:
| Convertible Debenture: | $275,000 | |
| Conversion Price: | Principal is convertible into common shares at a conversion price of $0.10 per share for a period of five years following the closing. | |
| Maturity Date: | Five years from the date of issuance | |
| Interest Rate: | 10% per annum | |
| Number of Placees: | 11 placees |
| Insider / Pro Group Participation: | ||
| Name | Insider = Y / Pro Group = P |
Number of Shares upon conversion of debentures |
| Denis Bertrand | Y | 120,000 |
| Jean-François Doré | Y | 120,000 |
| Bruno Doyon | Y | 120,000 |
| Diane Bouchard | Y | 420,000 |
| 9141-3898 Québec Inc. | Y | 620,000 |
| Claude Dupuis | Y | 170,000 |
| Neeman Malek | Y | 100,000 |
| Roger Demers | Y | 80,000 |
The Company has announced the closing of the Private Placement via the issuance of a press release dated December 12, 2013.
SIGMA INDUSTRIES INC. (« SSG »)
TYPE DE BULLETIN : Placement privé sans l'entremise d'un courtier, débenture convertible
DATE DU BULLETIN : Le 13 décembre 2013
Société du groupe 1 de TSX Croissance
Bourse de croissance TSX a accepté le dépôt de la documentation en vertu d'un placement privé sans l'entremise d'un courtier, tel qu'annoncé les 28 octobre et 5 décembre 2013 :
| Débenture convertible : | 275 000 $ | |
| Prix de conversion : | Le capital est convertible en actions ordinaires au prix de conversion de 0,10 $ par action pendant une période de cinq ans. | |
| Date d'échéance : | Cinq ans après la date d'émission des débentures | |
| Taux d'intérêt : | 10 % par année | |
| Nombre de souscripteurs : | 11 souscripteurs |
| Participation des initiés / Groupe Pro : | ||||
| Nom | Initié = Y / Groupe Pro = P |
Nombre d'actions lors de la Conversion des débenture |
||
| Denis Bertrand | Y | 120 000 | ||
| Jean-François Doré | Y | 120 000 | ||
| Bruno Doyon | Y | 120 000 | ||
| Diane Bouchard | Y | 420 000 | ||
| 9141-3898 Québec Inc. | Y | 620 000 | ||
| Claude Dupuis | Y | 170 000 | ||
| Neeman Malek | Y | 100 000 | ||
| Roger Demers | Y | 80 000 | ||
La société a annoncé la clôture du placement privé par voie d'émission d'un communiqué de presse daté du 12 décembre 2013.
_____________________________________
SIGMA INDUSTRIES INC. ("SSG")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture
BULLETIN DATE: December 13, 2013
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on October 28, 2013 and December 5, 2013:
| Convertible Debt: | $800,000 | |
| Conversion Price: | Principal is convertible into common shares at a conversion price of $0.05 per share for an initial amount of $500,000 during the first year and at $0.10 per share on the remaining balance during the period of five years following the closing. | |
| Maturity Date: | Five years from the date of issuance | |
| Interest Rate: | 10% per annum | |
| Number of Placees: | 1 placee |
The Company has announced the closing of the Private Placement via the issuance of a press release dated December 12, 2013.
SIGMA INDUSTRIES INC. (« SSG »)
TYPE DE BULLETIN : Placement privé sans l'entremise d'un courtier, débenture convertible
DATE DU BULLETIN : Le 13 décembre 2013
Société du groupe 1 de TSX Croissance
Bourse de croissance TSX a accepté le dépôt de la documentation en vertu d'un placement privé sans l'entremise d'un courtier, tel qu'annoncé les 28 octobre et 5 décembre 2013 :
| Prêt convertible : | 800 000 $ | |
| Prix de conversion : | Le capital est convertible en actions ordinaires au prix de conversion de 0,05 $ par action pour une première tranche de 500 000 $ au cours de la première année et le solde au prix de 0,10 $ par action pendant les 5 années suivant la date de clôture. |
|
| Date d'échéance : | cinq ans après la date d'émission des débentures | |
| Taux d'intérêt : | 10 % par année | |
| Nombre de souscripteurs : | 1 souscripteur |
La société a annoncé la clôture du placement privé par voie d'émission d'un communiqué de presse daté du 12 décembre 2013.
_____________________________________
SILVER SHIELD RESOURCES CORP. ("SSR")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange ('TSXV') Bulletin dated November 28, 2013, trading in the shares of the Company will remain halted for failure to meet Exchange Requirements.
________________________________________
SOLIMAR ENERGY LIMITED. ("SXS")
BULLETIN TYPE: Consolidation
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Pursuant to a special resolution passed by shareholders November 29, 2013, the Company has consolidated its capital on a (twenty five) 25 old for (one) 1 new basis. The name of the Company has not been changed.
Effective at the opening on Thursday, December 19, 2013, common shares of the Company will commence trading on TSX Venture Exchange on a consolidated basis. The Company is classified as an 'Oil and Gas Exploration and Development' company.
| Post - Consolidation Capitalization: |
Unlimited shares with no par value of which | ||
| 20,573,562 shares are issued and outstanding | |||
| Escrow | Nil shares | ||
| Transfer Agent: | Computershare Investor Services Inc. | |
| Trading Symbol: | SXS (UNCHANGED) | |
| CUSIP Number: | Q8551L176 (new) |
________________________________________
VEGA MINING INC. ("VMI")
[formerly Soldi Ventures Inc. ("SOV")]
BULLETIN TYPE: Name Change and Consolidation
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Pursuant to a resolution passed by directors on November 22, 2013, the Company has consolidated its capital on a ten (10) old for one (1) new basis. The name of the Company has also been changed as follows.
Effective at the opening, Monday, December 16, 2013, the common shares of Vega Mining Inc. will commence trading on TSX Venture Exchange, and the common shares of Soldi Ventures Inc. will be delisted. The Company is classified as a 'Mineral Exploration / Development' company.
| Post - Consolidation Capitalization: |
Unlimited shares with no par value of which | ||
| 4,020,117 shares are issued and outstanding | |||
| Escrow: | nil shares | ||
| Transfer Agent: | Computershare Trust Company of Canada | |
| Trading Symbol: | VMI (new) | |
| CUSIP Number: | 922509 10 4 (new) |
________________________________________
WEST POINT RESOURCES INC. ("WPO")
BULLETIN TYPE: New Listing-IPO-Shares; Halt
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
The Company's Initial Public Offering ('IPO') Prospectus dated September 26, 2013, has been filed with and accepted by the TSX Venture Exchange, and filed with and receipted by the British Columbia, Alberta, Manitoba and Ontario Securities Commissions on September 27, 2013, pursuant to the provisions of the applicable Securities Acts.
The gross proceeds to be received by the Company on the closing of the IPO will be $791,660, comprising 6,628,100 Units (at $0.10 per Unit) and 859,000 flow-through Units (at $0.15 per Flow Through Unit).
Each Unit consists of one common share and one-half of a non-transferable warrant, each whole warrant entitling the holder to purchase one common share at an exercise price of $0.20 for five (5) years. Each Flow-Through Unit consists of one common share and one-half of a non-transferable warrant, each whole warrant entitling the holder to purchase one common share at an exercise price of $0.25 for five (5) years.
The Company is classified as a 'Junior Natural Resource - Mining' company.
| Commence Date: | At the opening on Monday, December 16, 2013, the common shares of the Company will be listed and IMMEDIATELY HALTED on TSX Venture Exchange. |
|
| Corporate Jurisdiction: | British Columbia | |
| Capitalization: | Unlimited common shares with no par value of which | |
| 12,772,537 common shares will be issued and outstanding on closing of the IPO | ||
| Escrowed Shares: | 3,075,000 common shares subject to Escrow | |
| Transfer Agent: | Equity Financial Trust Company | |
| Trading Symbol: | WPO | |
| CUSIP Number: | 955474101 | |
| Sponsoring Member: | N/A | |
| Agent: | Richardson GMP Limited | |
| Agent's Shares: | 748,710 common shares qualified under the Prospectus and an additional 50,000 common shares issued as part of a corporate finance fee which will be issued with a restrictive legend for a period of four months and one day from the closing of the offering. |
For further information, please refer to the Company's Prospectus dated September 26, 2013.
| Company Contact: | Ravinder Mlait, Chief Executive Officer |
| Company Address: | 7934 Government Road |
| Burnaby, British Columbia V5A 2E2 | |
| Company Phone Number: | (604) 551-7831 |
| Company Fax Number: | (604) 676-2767 |
| Company Email Address: | [email protected] |
________________________________________
WHETSTONE MINERALS LTD. ("WMI")
BULLETIN TYPE: Delist
BULLETIN DATE: December 13, 2013
TSX Venture Tier 2 Company
Effective at the close of business on Monday, December 16, 2013, the common shares of the Company will be delisted from TSX Venture Exchange at the request of the Company. On December 12, 2013 shareholders of the Company passed special resolutions authorizing and approving the delist.
________________________________________
NEX COMPANY:
MISSION READY SERVICES INC. ("MRS")
[formerly Priceless Piranha Capital Corp. ("PPH.H")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Name Change and Consolidation, Private Placement-Brokered, Convertible Debenture, Private Placement- Brokered, Graduation from NEX to TSX Venture, Symbol Change, Remain Suspended
BULLETIN DATE: December 13, 2013
NEX Company
Trading will remain suspended pending confirmation of distribution.
TSX Venture Exchange has accepted for filing the Company's Qualifying Transaction described in its Filing Statement dated November 29, 2013. As a result, at the opening on December 16, 2013, the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following:
1. NAME CHANGE AND CONSOLIDATION:
Pursuant to a resolution passed by shareholders on October 22, 2012, the Company has consolidated its capital on a two (2) old for one (1) basis. The name of the Company has also been changed as follows:"
Effective at the opening on Monday, December 16, 2013, the common shares of Mission Ready Services Inc. will be listed but will remain suspended on TSX Venture Exchange and the common shares of Priceless Piranha Capital Corp. will be delisted. The Company is classified as a "Service" company.
| Post - Consolidation Capitalization: |
Unlimited shares with no par value of which | ||
| 27,508,719 shares are issued and outstanding | |||
| Escrow | 16,938,719 shares are subject to escrow | ||
| Transfer Agent: | Computershare Investor Services Inc. | ||
| Trading Symbol: | MRS (new) | ||
| CUSIP Number: | 60510Q 10 9 (new) | ||
The capitalization figures includes the share issuances respective to the acquisition and the private placement transactions as referenced below.
2. ACQUISITION:
The acquisition of Mission Ready Services Inc., in consideration of the issuance of 27,408,719 shares of the company.
3. PRIVATE PLACEMENT-BROKERED, CONVERTIBLE DEBENTURE:
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced September 20, 2012.
| Convertible Debenture | $430,000 | |
| Conversion Price: | Convertible into shares at $0.25 per share until maturity. | |
| Maturity date: | April 12, 2015 | |
| Interest rate: | 8% per annum, payable quarterly, pro rata for the first quarter. | |
| Number of Placees: | 15 placees | |
| Insider / Pro Group Participation: | N/A | |
| Agent's Fee: | $34,400 cash and 137,600 broker warrants (each warrant entitles Agent to purchase a share at $0.25 per share until August 26, 2015. |
4. PRIVATE PLACEMENT-BROKERED:
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced September 20, 2012
| Number of Shares: | 320,000 shares | |
| Purchase Price: | $0.25 per share | |
| Warrants: | 320,000 share purchase warrants to purchase 320,000 shares | |
| Warrant Exercise Price: | $0.40 and expire on August 26, 2015 | |
| Number of Placees: | 5 placees | |
| Agent's Fee: | $6,400 cash and 25,600 broker unit warrants. | |
| Each unit warrant entitles the Agent to purchase a unit at a price of $0.25 per unit. | ||
| Each unit is comprised of one share and one warrant. | ||
| Each additional warrant entitles the Agent to purchase a share at a price $0.40 until August 26, 2015. |
| Insider / Pro Group Participation: | |||
| Insider=Y / | |||
| Name | ProGroup=P | # of Units | |
| Abundantia Ventures Inc. (David Smalley) |
Y | 40,000 | |
5. Graduation from NEX to TSX Venture, Symbol Change:
The Company has met the requirements to be listed as a TSX Venture Tier 2 Company. Therefore, effective on Monday, December 16, 2013, the Company's listing will transfer from NEX to TSX Venture, the Company's Tier classification will change from NEX to Tier 2 and the Filing and Service Office will change from NEX to Vancouver.
Effective at the opening on Monday, December 16, 2013, the trading symbol for the Company will change from PPH.H to MRS.
| Company Contact: | Rod Reum, President & CEO | |
| Company Address: | 2760 - 200 Granville St., Vancouver, B.C. V6C 1S4 | |
| Company Phone Number: | 1(800) 233-6483 | |
| Company Fax Number: | 1(888) 829-4124 | |
| Company Email Address: | [email protected] |
_______________________________________
SOURCE: TSX Venture Exchange
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