TSX Venture Exchange Stock Maintenance Bulletins
VANCOUVER, BC, Dec. 4, 2020 /CNW/ -
TSX VENTURE COMPANIES
FABLED SILVER GOLD CORP. ("FCO")
[formerly Fabled Copper Corp. ("FCO")]
BULLETIN TYPE: Resume Trading, Property-Asset or Share Purchase Agreement, Private Placement-Brokered, Name Change
BULLETIN DATE: December 4, 2020
TSX Venture Tier 2 Company
Resume Trading
Effective at the opening on December 8, 2020, trading in the shares of Fabled Copper Corp. (Fabled Silver Gold Corp. following the name change) will resume.
Property-Asset or Share Purchase Agreement
TSX Venture Exchange has accepted for filing documentation an option agreement ("Agreement") dated December 4, 2020, between Golden Minerals Company (the "Vendor") and Fabled Copper Corp. (the "Company"). Pursuant to the terms of the Agreement, the Company will have the sole and exclusive right and option to purchase a 100% interest in certain mining claims making up the Santa Maria Mine in the State of Chihuahua, Mexico (the "Property") for a period of two years.
As consideration, the Company will provide the Vendor with a combination of cash payments and common shares satisfied as follows:
- 1,000,000 common shares at deemed price $0.07 per common share and US$500,000 in cash provided on the closing date of the transaction;
- US$1,500,000 in cash 12 months after the closing date of the transaction; and
- US$2,000,000 in cash 24 months after the closing date of the transaction.
In connection with the Agreement, the Company will be assuming a 2% net smelter royalty obligation in respect of three out of the five mining claims on the Property to be paid to certain previous concession holders along with an aggregate of US$480,000 in cash payments as per the scheduled terms.
Upon exercising the option to acquire the Property, the Vendor will retain a 1% net smelter Royalty to the associated mining claims.
Insider / Pro Group Participation: None
For further information, please refer to the Company's news releases dated July 15, 2020 and December 4, 2020.
Private Placement-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced July 15, 2020:
Number of Shares: | 92,000,000 shares |
Purchase Price: | $0.05 per share |
Warrants: | 92,000,000 share purchase warrants to purchase 92,000,000 shares |
Warrant Exercise Price: | $ 0.10 for a two year period |
Number of Placees: | 65 placees |
Agent's Fee: | |
$368,000 cash and 7,280,000 Agent Warrants payable to Mackie Research Capital Corporation. Each Agent | |
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release announcing the closing of the private placement on August 14, 2020 and setting out the expiry dates of the hold period(s).
Name Change
Pursuant to a special resolution passed by shareholders on October 19, 2020, the Company has changed its name as follows. There is no consolidation of capital.
Effective at the opening on December 8, 2020, the common shares of Fabled Silver Gold Corp. will commence trading on TSX Venture Exchange, and the common shares of Fabled Copper Corp. will be delisted. The Company is classified as a 'Metals & Mining' company.
Capitalization: | Unlimited | shares with no par value of which |
140,051,903 | shares are issued and outstanding | |
Escrow: | NIL | |
Transfer Agent: | Computershare Investor Services Inc. | |
Trading Symbol: | FCO | (unchanged) |
CUSIP Number: | 30317M106 | (new) |
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KAINANTU RESOURCES LTD. ("KRL")
[formerly PLB Capital Corp. ("PLB.P")]
BULLETIN TYPE: Qualifying Transaction-Completed, Private Placement-Non-Brokered Name change/New Symbol, Resume Trading,
BULLETIN DATE: December 4, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's Qualifying Transaction described in its Filing Statement dated October 29, 2020. As a result, at the opening on Tuesday, December 8, 2020. the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following:
QT Agreement
Share Exchange Agreement dated June 16, 2020 ("Share Exchange Agreement"), as amended Aug 5, 2020 ("Amendment Agreement") and October 7, 2020 ("Second Amendment Agreement") (together, the "Agreement") amongst the Company, Kainantu Resources Pte Ltd ("KRPL"), Pacific Energy Consulting Ltd. ("PEC") and the six vendor shareholders of KRPL; Fuato Limited, Season Cove Limited, Snowfields Wealth Management Limited, Tanuki Holdings Limited, Axis Mining and Metals Limited and Game Plan Limited. ("Vendors"), whereby the Company will acquire all the issued and outstanding shares of KRPL, which holds an interest in the Kainantu Project, through an Option Agreement and Services Agreement between Kainantu Resource Ltd. ("KRL PNG") (a wholly owned subsidiary of KRPL) and PEC.
Consideration under the Agreement consists of:
- 20,000,000 shares to all Vendors, proportional to their ownership of KRPL; and.
- 5,000,000 Deferred Consideration Shares to be issued to all Vendors, proportional to their ownership of KRPL as of closing for no additional consideration upon establishing and publishing a NI 43-101 compliant inferred resource.
A corporate finance fee of 490,000 warrants exercisable @ $0.40 for 36 months will be paid to PI Financial in connection with the Qualifying Transaction.
In addition, the Exchange has accepted for filing the following:
Non-Brokered Private Placement:
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced August 26, 2020:
Number of Shares: | 20,500,000 shares | |
Purchase Price: | $0.20 per share | |
Warrants: | 10,250,000 share purchase warrants to purchase shares | |
Warrant Exercise Price: | $0.40 for a three year period, subject to early acceleration | |
Number of Placees: | 82 placees | |
Insider / Pro Group Participation: | ||
Name | Insider=Y / | # of Shares |
Matthew Jonathon Rayden Salthouse | Y | 826,270 |
Geoffrey Allan Lawrence | Y | 2,463,866 |
Bart Richard Lendrum | Y | 1,000,000 |
Finder's Fee: | Cash of $38,220 and 572,400 Units (7%) and Brokers Warrants of 763,700 (7%) | |
Finder's Fee: | Finder Warrants of 437,000 (4%) payable to Oceanside Group Ltd., Each Finder | |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), 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).
Name Change:
The Company has changed its name to KAINANTU RESOURCES LTD.. There is no consolidation of capital.
Effective at the opening on Tuesday, December 8, 2020, the common shares of KAINANTU RESOURCES LTD. will commence trading on TSX Venture Exchange, and the common shares of PLB Capital Corp. will be delisted. The Company is classified as a 'Exploration and Mining Company'.
Effective at the open on Tuesday, December 8, 2020, trading in the Company's shares will resume.
The Exchange has been advised that the above transactions have been completed.
Further information on these transactions is available on the Company's SEDAR profile, in the Filing Statement dated October 29, 2020 and news releases from June 16, 2020 to Dec 3, 2020
Capitalization: | Unlimited | shares with no par value of which |
45,072,400 | shares are issued and outstanding | |
Escrow: | 2,000,000 | shares subject to CPC escrow |
10,117,629 | shares subject to Tier 2 Value escrow, plus 5,000,000 | |
Deferred Consideration Shares if as and when issued. | ||
Transfer Agent: | Computershare Investor Services Inc. | |
Trading Symbol: | KRL | (new) |
CUSIP Number: | 48301H107 | (new) |
Company Contact: | Matthew Salthouse | |
Company Address: | 3 Philip St, #19-01 Royal Group Building, Singapore, 048693 | |
Company Phone Number: | + 65 6920 2020 | |
Company Fax Number: | + 65 6920 2121 | |
Company Email Address: | ||
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UCORE RARE METALS INC. ("UCU")
BULLETIN TYPE: Consolidation
BULLETIN DATE: December 4, 2020
TSX Venture Tier 2 Company
Pursuant to a special resolution passed by shareholders on December 3, 2020, 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, Friday, December 11, 2020, the shares of Ucore Rare Metals 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 |
41,049,982 | shares are issued and outstanding | |
Escrow | Nil | shares are subject to escrow |
Transfer Agent: | Computershare Investor Services Inc. | |
Trading Symbol: | UCU | (UNCHANGED) |
CUSIP Number: | 90348V 30 1 | (new) |
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20/12/04 - TSX Venture Exchange Bulletins
TSX VENTURE COMPANIES
DOLLY VARDEN SILVER CORPORATION ("DV")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: December 4, 2020
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced October 22, 2020:
Number of Shares: | 7,070,000 Flow-through shares | |
Purchase Price: | $1.00 per Flow-through share | |
Number of Shares: | 807,846 Non Flow-through shares | |
Purchase Price: | $0.89 per Non Flow-through share | |
Number of Placees: | 47 placees | |
Insider / Pro Group Participation: | ||
Name | Insider=Y / | # of Shares |
Hecla Canada Ltd. | Y | 807,846 |
Finder's Fee: | Mackie Research Capital Corp. $148,500 cash payable. | |
Eventus Capital Corp. $249,000 cash payable. | ||
Accilent Capital Management Inc. $6,000 cash payable. | ||
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company must issue a news release announcing the closing of the private placement and setting out the expiry dates of the hold period(s). The Company must also issue a news release if the private placement does not close promptly.
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ENGINE MEDIA HOLDINGS, INC. ("GAME")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: December 04, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 40,000 common shares at a deemed value of CDN$7.35 per share to settle outstanding debt for CDN$294,000.
Number of Creditors: | 2 Creditors |
The Creditors are two (2) former Directors and Insiders of the Company.
For further details, please refer to the Company's news release dated November 20, 2020. The Company shall issue a news release when the shares are issued and the debt is extinguished.
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FALCO RESOURCES LTD. ("FPC")
BULLETIN TYPE: Private Placement - Non-Brokered, Convertible Debenture
BULLETIN DATE: December 4, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement as announced on a news release dated November 18, 2020:
Convertible Debenture: | $17,596,136 |
Conversion Price: | Convertible into 31,992,975 shares at a conversion price of $0.55 per common share |
Maturity date: | December 31, 2022 |
Interest rate: | 7.0 % per annum |
Warrants: | 10,664,324 share purchase warrants to purchase 10,664,324 shares |
Warrants Exercise Price: | $0.69 per share for a period of 24 months following the closing of the private |
Number of Placees: | 1 Placee |
Insider / ProGroup Participation: | |
Name | Insider = Y / ProGroup = P | Convertible Debenture |
Osisko Gold Royalties Ltd. | Y | $17,596,136 |
Finder's Fee: | None |
The Company has confirmed the closing of the Private Placement in a news release dated November 27, 2020.
RESSOURCES FALCO LTÉE (« FPC »)
TYPE DU BULLETIN: Placement privé sans l'entremise d'un courtier, Débenture Convertible
DATE DU BULLETIN: 4 décembre 2020
Société du groupe 2 de TSX Croissance
Bourse de Croissance TSX (la « Bourse ») a accepté le dépôt de la documentation de la société en vertu d'un placement privé sans l'entremise d'un courtier tel qu'annoncé dans un communiqué de presse daté du 18 novembre 2020:
Débenture convertible: | 17 596 136 $ |
Prix de conversion: | Le capital est convertible en 31 992 975 actions ordinaires à un prix de |
Date d'échéance: | 31 décembre 2022 |
Taux d'intérêt: | 7 % par année |
Bons de souscription : | 10 664 324 bons de souscription permettant de souscrire à 10 664 324 actions |
Prix d'exercice des bons : | 0,69 $ par action pour une période de 24 mois suivant la clôture du placement |
Nombre de souscripteurs: | 1 souscripteur |
Participation d'initiés / Groupe Pro: | |
Nom | Initié = Y / Groupe Pro = P | Débenture Convertible |
Osisko Gold Royalties Ltd. | Y | 17 596 136 $ |
Honoraires d'intémédiation: Aucun |
La société a confirmé la clôture du placement privé dans le communiqué de presse daté du 27 novembre 2020.
___________________________________
GIYANI METALS CORP. ("EMM")
BULLETIN TYPE: Halt
BULLETIN DATE: December 4, 2020
TSX Venture Tier 2 Company
Effective at 10:37 a.m. PST, Dec. 04, 2020, 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.
________________________________________
LITE ACCESS TECHNOLOGIES INC. ("LTE")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: December 4, 2020
TSX Venture Tier 1 Company
Effective at 11:15 a.m. PST, Dec. 04, 2020, shares of the Company resumed trading, an announcement having been made.
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NANO ONE MATERIALS CORP. ("NNO")
BULLETIN TYPE: Prospectus-Unit Offering
BULLETIN DATE: December 4, 2020May 11, 2001
TSX Venture Tier 2 Company
Effective October 26, 2020, the Company's Prospectus dated October 26, 2020 was filed with and accepted by TSX Venture Exchange, and filed with and receipted by the Alberta, British Columbia, New Brunswick, and Ontario, Securities Commission, pursuant to the provisions of the Alberta, British Columbia, New Brunswick, and Ontario Securities Act.
TSX Venture Exchange has been advised that closing occurred on October 29, 2020, for gross proceeds of $14,369,488. (5,282,900 Units @ $ $2.72)
Agents: | Eight Capital and Gravitas Securities Inc. |
Offering: | 5,282,900 units. Each unit consisting of one share and one-half of one Common |
Unit Price: | $2.72 per unit |
Warrant Exercise Price/Term: | $3.55 per share to October 29, 2022. |
Agents' Warrants: | 422,632 non-transferable warrants exercisable to purchase one share at |
Corporate finance shares: | 39,621 shares were issued to each of Eight Capital and Gravitas Securities Inc. |
Further information is available on the Company's SEDAR profile in the Prospectus dated October 26, 2020 and News release dated from October 14, 2020 to October 29, 2020
________________________________________
NG ENERGY INTERNATIONAL CORP. ("GASX")
BULLETIN TYPE: Property-Asset or Share Disposition Agreement
BULLETIN DATE: December 4, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a Loan Agreement dated August 19, 2020 with seven related and unrelated lenders for a secured loan of US$2.5 million in consideration of the Company's disposition of a 3% overriding royalty interest on the 72% working interest in all gross production from the SN-9 Block located in Cordoba, Colombia. The loan bears interest at 15% per annum for two years. An additional 3% overriding royalty interest may be granted in the event the US$2.5 million loan is converted at the option of the lenders.
________________________________________
RENAISSANCE OIL CORP. ("ROE")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: December 4, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 1,782,564 shares to settle outstanding debt for $126,027.40 of accrued interest owing on a convertible debenture issued March 6, 2019.
Number of Creditors: | 4 Creditors |
The Company shall issue a news release when the shares are issued and the debt extinguished.
________________________________________
ST. JAMES GOLD CORP. ("LORD")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: December 4, 2020
TSX Venture Tier 2 Company]
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced October 22, 2020:
Number of Shares: | 2,000,000 shares | |
Purchase Price: | $0.12 per share | |
Warrants: | 2,000,000 share purchase warrants to purchase 2,000,000 shares | |
Warrant Exercise Price: | $0.12 for a one year period | |
Number of Placees | 7 placees | |
Insider / Pro Group Participation: | ||
Name | Insider=Y / | # of Shares |
Zijian Wu | Y | 364,166 |
Logan B. Anderson | Y | 50,000 |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), 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.]
________________________________________
TUDOR GOLD CORP. ("TUD")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: December 4, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced November 30, 2020:
Number of Shares: | 1,448,623 flow through shares |
Purchase Price: | $3.40 per flow through share |
Number of Placees: | 12 placees |
Finder's Fee: | BlackBridge Capital Management Corp. receives $261,011 and 51,179 non- |
Leede Jones Gable Inc. receives $30,000 and 5,882 non-transferable warrants, | |
Accilent Capital Mangement Inc. receives $4,508 and 884 non-transferable |
Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release announcing the closing of the private placement and setting out the expiry dates of the hold period on November 30, 2020. [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.]
________________________________________
USHA RESOURCES LTD. ("USHA")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: December 04, 2020
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Nov 02, 2020:
Flow-Through Shares: | ||
Number of FT Shares: | 487,000 flow through shares | |
Purchase Price: | $0.25 per flow through share | |
Warrants: | 243,500 share purchase warrants to purchase 243,500 shares | |
Warrant Initial Exercise Price: | $0.35 | |
Warrant Term to Expiry: | 2 Years | |
Non Flow-Through Shares: | ||
Number of Non-FT Shares: | 2,665,268 non flow through shares | |
Purchase Price: | $0.20 per non flow through share | |
Warrants: | 1,332,635 share purchase warrants to purchase 1,332,635 shares | |
Warrant Initial Exercise Price: | $0.30 | |
Warrant Term to Expiry: | 2 Years | |
Number of Placees: | 40 Placees | |
Insider / Pro Group Participation: | ||
Name | Insider=Y / | # of Shares |
Deepak Varshney | Y | 100,000 |
Navin Varshney | Y | 100,000 |
Aggregate Pro-Group Involvement [2 Placees] | P | 60,000 |
Finder's Fee: | ||
PI Financial Corp. | $2,520.00 cash; 11,550 warrants | |
Haywood Securities Inc. | $262.50 cash; 1,050 warrants | |
Finder Warrant Initial Exercise Price: | $0.30 | |
Finder Warrant Term to Expiry: | Finder's issued for FT are exercisable at $0.35. Both are subject to acceleration. | |
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.
The above information is a summary only. Neither TMX Group Limited nor any of its affiliated companies guarantee the accuracy or completeness of the information contained in this document. Readers should consult the issuer's continuous disclosure record for complete details of the transaction.
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SOURCE TSX Venture Exchange
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