TSX Venture Exchange Stock Maintenance Bulletins

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TSX Venture Exchange Stock Maintenance Bulletins

Canada NewsWire

VANCOUVER, BC, Feb. 24, 2023 /CNW/ -

TSX VENTURE COMPANIES

CORNERSTONE CAPITAL RESOURCES INC. ("CGP")
BULLETIN TYPE:  Plan of Arrangement, Delist
BULLETIN DATE:  February 24, 2023
TSX Venture Tier 2 Company

Pursuant to a special resolution passed by the shareholders of the Company on January 9, 2023, the Company has completed a court-approved plan of arrangement ("Arrangement") under Section 193 of the Business Corporation Act (Alberta). Pursuant to the terms of the arrangement agreement ("Arrangement Agreement") dated October 6, 2022 and amendments thereto between SolGold plc ("SolGold") and the Company, SolGold has acquired all of the issued and outstanding common shares of the Company, other than the Company's common shares already owned, pursuant to the Arrangement. As total consideration for the transaction, shareholders of the Company (other than dissenting shareholders and SolGold) received fifteen (15) ordinary shares of SolGold for every one (1) common share of the Company held.

In connection with the transaction, 2,451,875 stock options of the Company which were previously issued and outstanding were further replaced by replacement options ("Replacement Options") of SolGold. The Replacement Options will further be adjusted accordingly as per the exchange ratio in accordance with the terms of the Arrangement Agreement.

The Court of King's Bench of Alberta granted a final order in connection with the Plan of Arrangement on January 10, 2023.

Delist

Effective at the close of business on Tuesday, February 28, 2023, the common shares will be delisted from TSX Venture Exchange at the request of the Company as a result of the Arrangement.

For further information, please refer to the Company's news releases dated October 7, 2022, December 13, 2022, January 10, 2023 and February 24, 2023.

________________________________________

LEXAGENE HOLDINGS INC. ("LXG")
BULLETIN TYPE: Suspend
BULLETIN DATE: February 24, 2023
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange bulletin dated February 21, 2023, and the Company's news release dated February 24, 2023, effective at the opening on Tuesday, February 28, 2023, trading in the shares of the Company will be suspended for failure to maintain Exchange requirements.

Members are prohibited from trading in the securities of the Company during the period of the suspension or until further notice.

_______________________________________

TINCORP METALS INC. ("TIN")
[Formerly WHITEHORSE GOLD CORP. ("WHG")]
BULLETIN TYPE:  Name Change
BULLETIN DATE:  February 24, 2023
TSX Venture Tier 2 Company

Pursuant to the resolution passed by the Company's board of directors on November 3, 2022, the Company has changed its name as follows: TINCORP METALS INC. There is no consolidation of capital.

Effective at the opening on Monday, February 27, 2023, the common shares of Tincorp Metals Inc. will commence trading on TSX Venture Exchange, and the common shares of Whitehorse Gold Corp. will be delisted.  The Company is classified as a 'gold and silver mining' company.

Capitalization:                                     

Unlimited                         

shares with no par value of which


66,557,423

shares are issued and outstanding

Escrow:                                           

NIL                       

shares are subject to escrow







Transfer Agent:                                       

Computershare Investor Services Inc.


Trading Symbol:                                     

TIN                       

(new)

CUSIP Number:                                       

88749D102           

(new)

________________________________________

23/02/24  - TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES

CARESPAN HEALTH, INC. ("CSPN")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  February 24, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 1,311,288  shares to settle outstanding debt for $157,354.79.

Number of Creditors:                 4 Creditors

Non-Arm's Length Party / Pro Group Participation:






Creditors

of Creditors

Amount Owing

Deemed Price

per Share

Aggregate # of

Shares






Aggregate Non-Arm's

Length Party Involvement:

1

$48,000

$0.12

400,000

Aggregate Pro Group

Involvement:

N/A

N/A

N/A

N/A

The Company issued a news release on February 22, 2023 confirming that the shares had been issued and the debt extinguished.

________________________________________

ENCORE ENERGY CORP. ("EU")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement, Private Placement-Brokered, Private Placement-Non-Brokered, Prospectus-Unit Offering, Private Placement-Non-Brokered Convertible Debenture.
BULLETIN DATE:  February 24, 2023
TSX Venture Tier 1 Company

Acquisition:

TSX Venture Exchange has accepted for filing a Membership Interest Purchase Agreement dated November 13, 2022 (the Agreement), whereby enCore Energy Corp. and enCore Energy US Corp. may acquire, on an arm's length basis, all of the limited liability company membership interests in each of three Texas limited liability companies which collectively own and control the Alta Mesa project from EFR White Canyon Corp. (the Vendor) by making a cash payment of US$60,000,000 and a US$60,000,000 secured vendor take-back convertible promissory note with EFR White Canyon Corp. (described below).

For further details, please refer to the Company's news releases dated November 14, 2022, January 9, 2023, and February 15, 2023.

Brokered Private Placement:

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced November 14, 2022:

Number of Shares:                   

23,000,000 shares

Purchase Price:                         

$3.00 per share

Warrants:                                 

23,000,000 share purchase warrants to purchase 23,000,000 shares

Warrant Exercise Price:             

$3.75 for a three year period

Number of Placees:                   

62 placees

 

Insider / Pro Group Participation: N/A






Agent's Fee:                             

Canaccord Genuity Corp. - $2,025,000 and 675,000 Broker Warrants.


Haywood Securities Inc. - $810,000 and 270,000 Broker Warrants.


Cantor Fitzgerald Canada Corporation - $364,500 and 121,500 Broker Warrants.


PI Financial Corp. - $364,500 and 121,500 Broker Warrants.


Clarus Securities Inc. - $324,000 and 108,000 Broker Warrants.


Red Cloud Securities Inc. - $162,000 and 54,000 Broker Warrants.

Brokers' Warrants Terms: Each warrant entitles the holder to purchase one common share at the price of $3.25 for period of 27 months following the satisfaction of the escrow release conditions

Non-Brokered Private Placement:

Number of Shares:                   

277,000 shares

Purchase Price:                         

$3.00 per share

Warrants:                                 

277,000 share purchase warrants to purchase 277,000 shares

Warrant Exercise Price:             

$3.75 for a three year period

Number of Placees:                   

6 placees

 

Insider / Pro Group Participation: N/A







Aggregate Cash

Amount

Aggregate #

of Shares

Aggregate #

of Warrants

Finder's Fee:

$24,600

N/A

N/A

 

Finder's Warrants Terms: Each warrant entitles the holder to purchase one common share at the price of $3.25 for period of 27 months following the satisfaction of the escrow release conditions

The Company issued new releases on December 6, 2022, February 15, 2023, confirming closing of the private placement.  Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.

Prospectus-Units Brokered Offering:

Effective February 6, 2023, the Company's Short Form Prospectus dated February 3, 2023, was filed with and accepted by TSX Venture Exchange. The Short Form Prospectus was filed with and receipted by the British Columbia Securities Commission and the authorities of all provinces, except Quebec.

TSX Venture Exchange has been advised that closing occurred on February 8, 2023, for gross proceeds of $34,500,862.50 (including full exercise of the Underwriters' Over-Allotment Option).

Offering:                                   

10,615,650 units (including full exercise of the Underwriters' Over-Allotment Option). Each unit consists of one common share in the capital of the company and one-half of one common share purchase warrant.



Unit Price:                                 

$3.25 per unit.

Warrant Exercise Price/Term:     

$4.05 per share for a period of 3 years from closing.     



Underwriters:                             

Canaccord Genuity Corp., Cantor Fitzgerald Canada Corporation, and Haywood Securities Inc.



Underwriters' Commission:         

Canaccord Genuity Corp. - $1,065,756.17 cash


Cantor Fitzgerald Canada Corporation - $659,753.82 cash


Haywood Securities Inc. - $304,501.76 cash



Over-Allotment Option:             

The Underwriters were granted an over-allotment option exercisable on closing to purchase up to an additional 1,384,650 units. The over-allotment option was exercised in full.

 

For further details, please refer to the Company's news releases dated February 8, 2023, February 15, 2023, and the Short Form Prospectus dated February 3, 2023, which have been filed on SEDAR.

Convertible Debenture:

TSX Venture Exchange has accepted for filing documentation with respect to the issuance of a convertible promissory note in connection with the acquisition, announced November 14, 2022:

Convertible Debenture               

US$60,000,000

Conversion Price:                     

Convertible into 20,616,431 shares at US$2.9103 for two years from   closing.

 

Maturity date: 

February 14, 2025

Interest rate:  

8% per annum

Number of Placees:

1 placee



Insider / Pro Group Participation:






Placees

# of Placee (s)

Aggregate # of Shares




Aggregate Existing Insider Involvement:

N/A

N/A

Aggregate Pro Group Involvement:

N/A

N/A

 


Aggregate Cash

Amount

Aggregate #

of Shares

Aggregate #

of Warrants

Finder's Fee:

N/A 

N/A

N/A

 

The Company issued a news release on February 15, 2023, confirming issuance of the convertible debenture.

________________________________________

INFINITUM COPPER CORP. ("INFI")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  February 24, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on October 19, 2022

Number of Shares:                   

1,198,129 shares



Purchase Price:                         

$0.13 per share



Warrants:                                 

599,063 share purchase warrants to purchase 599,063 shares



Warrant Exercise Price:             

$0.22 for a two year period



Number of Placees:                   

10 placees

 

Insider / Pro Group Participation:






Placees

# of Placee (s)

Aggregate # of Shares




Aggregate Existing Insider Involvement:

1

385,000

Aggregate Pro Group Involvement:

NA

NA

 


Aggregate Cash

Amount

Aggregate #

of Shares

Aggregate #

of Warrants

Finder's Fee:

$1,820

NA

14,000

 

Finder's Warrants Terms: Each warrant entitles the holder to purchase one common share at the price of $0.13 for period of 2 years from the date of issuance.

The Company issued a news release on December 12, 2022 confirming closing of the private placement. Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.

________________________________________

MINERAL MOUNTAIN RESOURCES LTD. ("MMV")
BULLETIN TYPE:  Warrant Term Extension
BULLETIN DATE:  February 24, 2023
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:                                                     

2,859,857


1,428,572



Exercise Price of Warrants:                                 

$0.15



Original Expiry Date of Warrants:                         

February 25, 2023

New Expiry Date of Warrants:                             

August 25, 2023



Original Expiry Date of Warrants:                         

March 1, 2023

New Expiry Date of Warrants:                             

September 1, 2023

 

These warrants were issued pursuant to a private placement of 4,288,429 shares with 4,288,429 share purchase warrants attached, which was accepted for filing by the Exchange effective January 27, 2023.

________________________________________

SILK ROAD ENERGY INC. ("SLK")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  February 24, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing, documentation pertaining to the option agreement (the "Agreement") entered into on December 19, 2022 between Silk Road Energy Inc. and arm's length vendors (the "Vendors") for the acquisition of Doran Lithium Property (the "Property") located approximately 200 kilometres east of Red Lake in northwestern Ontario. Pursuant to the terms of the Agreement, the Company may acquire a 100% interest in the Property by making aggregate cash payments of $111,000 and issue a total of 900,000 common shares over a three-year period. Upon completion of the Agreement, the Vendors will retain a 1.5% net smelter returns royalty on the Property, one-third of which can be purchased by the Company for a cash payment of $600,000.

 


CASH  ($)

SECURITIES

Initial Payment

$24,000

900,000

First Year Anniversary

$24,000

N/A

Second Year Anniversary

$27,000

N/A

Third Year Anniversary

$36,000

N/A

 

For further details, please refer to the Company's news release dated December 19, 2022

_______________________________________

SILK ROAD ENERGY INC. ("SLK")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  February 24, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing, documentation pertaining to the option agreement (the "Agreement") entered into on January 9, 2023 between Silk Road Energy Inc. (the "Company") and an arm's length vendor (the "Vendor") for the acquisition of Doran South Lithium Property (the "Property") located approximately 200 kilometres east of Red Lake in northwestern Ontario. Pursuant to the terms of the Agreement, the Company may acquire a 100% interest in the Property by making aggregate cash payments of $50,000 and issue a total of 1,000,000 common shares over a one-year period. Upon completion of the Agreement, the Vendor will retain a 1.5% net smelter returns royalty on the Property. The 1.5% net smelter returns royalty may be purchased by the Company for an aggregate cash payment of $3,000,000.


CASH  ($)

SECURITIES

Initial Payment

$25,000

1,000,000

First Year Anniversary

$25,000

N/A

 

For further details, please refer to the Company's news release dated January 10, 2023.

________________________________________

SIMPLY BETTER BRANDS CORP. ("SBBC")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE: February 24 , 2023
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 90,426 common shares to settle outstanding debt for $21,250.

Number of Creditors:                 2 Creditors

Non-Arm's Length Party / Pro Group Participation: N/A

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

For more details, please refer to the Company's news release dated February 3, 2023.

________________________________________

SOLSTICE GOLD CORP. ("SGC")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  February 24, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange (the "Exchange") has accepted for filing documentation with respect to the arm's length acquisition pursuant to an Option Agreement (the "Agreement") dated February 21, 2023 between the Company, optionor and royalty holder. Under the terms of the Agreement, the Company has been granted an exclusive option to acquire a 100% interest in certain mining claims forming part of the Stewart Lake project (the "Property") in Ontario. By way of consideration, the Company will pay to the optionor $15,000 in cash and issue to the royalty holder 750,000 common shares at a deemed price of $0.06 per share. In addition, the Company must incur an aggregate of $150,000 in exploration expenditures on or before the third anniversary date of the Agreement. Upon exercise of the option, the Company will pay to the optionor $75,000 in cash and grant the royalty holder a 1% NSR on the Property.

For further details, please refer to the Company's news release dated February 22, 2023.

________________________________________

ZENITH CAPITAL CORPORATION ("ZENI.P")
BULLETIN TYPE:  Private Placement – Non-Brokered
BULLETIN DATE:  February 24, 2023
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on February 15, 2023:

Number of Shares:                   

2,500,000 common shares in the capital of the Company ("Shares").



Purchase Price:                         

$0.08 per Share.



Number of Placees:                   

6 placees.

 

Insider / Pro Group Participation:

 

Name                                                               

Insider=      Y /

Pro Group= P                 

Number of Securities           

Aggregate Existing Insider Involvement

    [3 Existing Insiders]                                                 

Y

875,000 Shares

 

The Company issued a news release on February 24, 2023, confirming the closing of the private placement. 

__________________________________

SOURCE TSX Venture Exchange

Cision View original content: http://www.newswire.ca/en/releases/archive/February2023/24/c8138.html

Copyright CNW Group 2023

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