TSX Venture Exchange Stock Maintenance Bulletins

VANCOUVER, BC, March 8, 2024 /CNW/ -

TSX VENTURE COMPANIES

BULLETIN V2024-0744

APPLIED GRAPHITE TECHNOLOGIES CORPORATION ("AGT")
[formerly Audrey Capital Corporation ("AUD.P")]
BULLETIN TYPE:  Qualifying Transaction-Completed/New Symbol, Name Change and Consolidation, Resume Trading
BULLETIN DATE:  March 8, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange Inc. (the "Exchange") has accepted for filing the Qualifying Transaction of Audrey Capital Corporation ("Audrey") as described in its filing statement dated February 29, 2024 (the "Filing Statement").  As a result, effective at the opening on Tuesday, March 12, 2024, the trading symbol for Audrey will change from AUD.P to AGT and Audrey will no longer be considered a Capital Pool Company.  The Qualifying Transaction includes the following matters, all of which have been accepted by the Exchange.

1. Acquisition of Applied Graphite Technologies Corporation ("AGT")

Pursuant to a Qualifying Transaction Agreement dated June 23, 2023 among Audrey, 1445056 B.C. Ltd., a wholly-owned subsidiary of Audrey and AGT, Audrey has acquired all of the issued and outstanding shares of AGT, in consideration of which, Audrey issued a total of 8,200,605 common shares to the shareholders of AGT including 4,537,272 common shares issued pursuant to the non-brokered private placements referred to below).

On July 26, 2023, AGT completed a non-brokered private placement of 3,883,636 AGT Shares at an issue price of US$0.11 per share for aggregate gross proceeds of US$427,200. On November 7, 2023 AGT completed a non-brokered private placement 653,636 AGT Shares at an issue price of US$0.11 per share for aggregate gross proceeds of US$71,900.

AGT is a privately held exploration and development company focused on identifying and exploring the prospective Dodangaslanda Graphite Project located in Sri Lanka. AGT owns a 90% ownership interest in C-Tech Ceylon (Private) Limited, a company incorporated pursuant to the laws of Sri Lanka, that holds a 100% ownership interest in the Dodangaslanda Graphite Properties, "D1" and "Q2", located in the North Western Province of the Democratic Socialist Republic of Sri Lanka.

As a finder's fee, Audrey issued 1,366,454 transferable warrants to purchase AGT shares at a price of $0.15 per Resulting Issuer Share, exercisable for a period of five years following the closing of the Qualifying Transaction.

For more information regarding AGT, see the Filing Statement which is available under AGT's profile (formerly Audrey) on SEDAR+.

2. Name Change and Consolidation

Pursuant to a resolution passed by directors of Audrey on January 8, 2024, Audrey has consolidated its capital on a (1.5) old for (1) new basis. Pursuant to a resolution passed by directors of Audrey on January 8, 2024, Audrey has changed its name from Audrey Capital Corporation to Applied Graphite Technologies Corporation. 

Effective at the opening on Tuesday, March 12, 2024, the post-consolidated common shares of Applied Graphite Technologies Corporation will commence trading on TSX Venture Exchange, and the common shares of Audrey Capital Corporation will be delisted.

Applied Graphite Technologies Corporation is classified as an 'Mining' company.

3. Resume Trading:

Effective at the opening on Tuesday, March 12, 2024, trading in the shares of Audrey will resume as common shares of AGT.

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24/03/08 - TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES

BULLETIN V2024-0745

AMAROQ MINERALS LTD. ("AMRQ")
BULLETIN TYPE: Private Placement-Brokered
BULLETIN DATE: March 8, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced on February 12, 2024:

The Company issued a news release on February 23, 2024 confirming closing of the private placement. 

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BULLETIN V2024-0746

ANACOTT ACQUISITION CORPORATION ("AAC.P")
BULLETIN TYPE:  CPC-Filing Statement
BULLETIN DATE:  March 8, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's CPC Filing Statement dated March 6, 2024, for the purpose of filing on SEDAR.

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BULLETIN V2024-0747

ATHA ENERGY CORP. ("SASK")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  March 8, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing an arrangement agreement dated December 7, 2023 (the "Agreement") between the Company and Latitude Uranium Inc. (CSE:LUR) ("Latitude").  On March 7, 2024, pursuant to the terms of the Agreement and a court-approved plan of arrangement (the "Plan of Arrangement") under the Business Corporations Act (Ontario), the Company completed the acquisition of all of the issued and outstanding common shares of Latitude (the "Arrangement").

Pursuant to the Arrangement, former Latitude shareholders received 0.2769 of a common share of the Company for every Latitude share held.  Latitude now is a wholly owned subsidiary of the Company.  The Company issued approximately 64,444,004 common shares of the Company under the Agreement. 

In addition, 4 million subscription receipts were converted into common shares of the Company in connection with the Company's private placement of flow-through shares as the escrow release conditions have been met.

The Arrangement is not a non-arm's length transaction and there are no finder's fees payable. 

Insider / Pro Group Participation:  N/A.

For further details, please refer to the Company's news releases dated December 7, 2023, December 28, 2023 and March 7, 2024.

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BULLETIN V2024-0748

GABRIEL RESOURCES LTD. ("GBU") 
BULLETIN TYPE:  Halt
BULLETIN DATE:  March 8, 2024
TSX Venture Tier 2 Company

Effective at 4:40 a.m. PST, March 8, 2024, trading in the shares of the Company was halted, 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.

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BULLETIN V2024-0749

GALANTAS GOLD CORPORATION ("GAL")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: March 8, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced February 5, 2024:

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

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BULLETIN V2024-0750

GOLD BASIN RESOURCES CORPORATION ("GXX")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE: March 8, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced January 12 and 24, 2024

Finder's Warrants Terms: Each warrant entitles the holder to purchase one common share at the price of $0.15 for a one-year period.

The Company issued a news release on March 1 and 5 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.]

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BULLETIN V2024-0751

LIBERTY DEFENSE HOLDINGS, LTD. ("SCAN")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  March 8, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement:

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release on February 28, 2024, announcing the closing of the private placement.

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BULLETIN V2024-0752

MCF ENERGY LTD. ("MCF")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  March 8, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation in respect of Amalgamation Agreement (the "Agreement") dated February 23, 2024, between an arm's length party (the "Vendor") and MCF Energy Ltd.  ("the Company"). Pursuant to the Agreement, the Company has agreed to acquire three production licences covering 6,880 acres (27.8 sq km), and three exploration licences covering 42,551.5 acres (172.2 sq km located in Northeast Moravia, in the Czech Republic. 

As a consideration, the Company must issue 17.5 million shares over a period of 12 months, and a cash payment of US$1,325,000.

Also, the Company will pay a finder's fee of 350,000 shares to Fiore Management & Advisory Corp.

For further details, please refer to the Company's news release dated February 26, 2024.

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BULLETIN V2024-0753

Q2 METALS CORP. ("QTWO")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  March 8, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to the arm's length acquisition of three individual property option agreements to acquire a 100% interest in three contiguous claim blocks (Cisco, Broadback, Ouagama) collectively known as the Cisco Property located in the Eeyou Itschee James Bay, Quebec region.  Combined consideration for all three agreements is $2,400,000 cash, 60,000,000 common shares and $12,000,000 in exploration expenditures over a four year term.

Option 1 Cisco Claims:  Consideration is $2,000,000 cash, 40,000,000 common shares, and $12,000,000 in exploration expenditures over four years.  The vendor retains a 4% gross metals return royalty on the Cisco claims, of which up to 3% of the royalty can be purchased by the Company at any time prior to commercial production for $1,500,000 on the first 1%, $3,000,000 on the next 1% and a right of first offer on the next 1%.

Options 2 Broadback Claims:  Consideration is $200,000 cash and 10,000,000 common shares over one year.  The vendor retains a 3% gross metals returns royalty on the Broadback claims, of which up to 2% of the royalty can be repurchased by the Company at any time prior to commercial production for $1,000,000 on the first 1% and $2,000,000 on the next 1%.

Option 3 Ouagama Claims:  Consideration is $200,000 cash and 10,000,000 common shares over one year.  The vendor retains a 3% gross metals returns royalty on the Ouagama Claims, of which up to 2% of the royalty can be repurchased by the Company at any time prior to commercial production for $1,000,000 on the first 1% and $2,000,000 on the next 1%.

For further details, please refer to the Company's news release dated February 29, 2024.

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BULLETIN V2024-0754

SCORPIO GOLD CORPORATION ("SGN")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  March 8, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation the Amalgamation Agreement dated January 17, 2024 ("Agreement") between the Company, its subsidiary ("Subco") and an arm's length entity ("Target"). Pursuant to the terms of the Agreement, the Company issued an aggregate of 22,839,611 common shares of the Company in exchange for all the issued and outstanding shares of the Target. Subco effectively carried out an amalgamation with the Target to form Scorpio Gold B.C. Holding Corp. ("Amalco"), and became a wholly-owned subsidiary of the Company ("Transaction"). As a result of the Transaction, Amalco now holds the option to acquire a 90% interest in the Northstar property in Esmeralda county, Nevada. In connection with the Transaction, certain individuals resigned from the Company's board of directors (the "Board"), and former directors of the Target have been appointed to the Board. The Target has also been granted the right to appoint a new CEO the Company.

For further details, please refer to the Company's news releases dated May 25, 2023, August 16, 2023, November 8, 2023, January 18, 2024, and February 23, 2024.

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SOURCE TSX Venture Exchange