TSX VENTURE COMPANIES
ACCESS INTERNATIONAL EDUCATION LTD. ("AOE")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced November 16, 2007:
Number of Shares: 8,000,000 shares
Purchase Price: $0.125 per share
Warrants: 8,000,000 share purchase warrants to purchase
4,000,000 shares
Warrant Exercise Price: $0.16 for a two year period
Number of Placees: 17 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
Xuan Zhang Y 200,000
Finder's Fee: 10% in cash ($37,125) based on the proceeds
raised payable to Interface Management Inc.
(Sammy Yung).
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.
TSX-X
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ALTIMA RESOURCES LTD. ("ARH")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced December 27, 2007:
Number of Shares: 1,925,000 flow through shares
Purchase Price: $0.20 per share
Number of Placees: 4 placees
Finder's Fee: Leede Financial Markets Inc. receives $28,000
and 175,000 agent's warrants, each exercisable
for one common share at a price of $0.25 per
share for a 12 month period.
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.
TSX-X
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ANIMAS RESOURCES LTD. ("ANI")
(formerly Deal Capital Ltd. ("DCP.P"))
BULLETIN TYPE: Qualifying Transaction, Symbol Change, Property-Asset or
Share Purchase Agreement, Brokered Private Placement, Name Change, Resume
Trading, Amendment
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
Further to TSX Venture Exchange Bulletin dated July 13, 2007, the Bonus
Pool Plan has been amended to include the addition of inferred resources
when calculating the estimate; the revised Bonus Pool Plan is as follows:
Bonus Pool Plan:
The Corporation will establish a bonus pool plan under which certain
Sonora Copper Members who will become directors, officers, consultants or
advisers of the Resulting Issuer following the Completion of the Proposed
Qualifying Transaction, will upon the meeting of certain conditions
summarized below, receive an aggregate of up to 2,000,000 common shares of
the Corporation.
If, on or before the day which is the 7th year anniversary of the
completion of the Proposed Qualifying Transaction, any of the following
occurs then the Corporation will issue to certain Sonora Copper Members
the Bonus Shares on the earlier of:
1. the day which is the 10th business day after the day on which the
Corporation completes, or causes to be completed, an NI 43-101 Compliant
Geological Resource Report that identifies a combined inferred + indicated
+ measured mineral resource greater than 1,700,000 ounces of gold, or gold
equivalent in other valuable commodities, with reasonable cut-off grades
as determined by an independent Qualified Person, an aggregate of
1,000,000 Bonus Shares; and on the day which is the 10th Business Day
after the day on which the Corporation completes, or causes to be
completed the NI 43-101 Compliant Geological Resource Report that
identifies a combined inferred + indicated + measured mineral resource
greater than 2,700,000 ounces of gold or gold equivalent in other valuable
commodities, with reasonable cut-off grades as determined by an
independent Qualified Person, an aggregate of 1,000,000 Bonus Shares; and
2. the day an independent arms length third party completes a takeover
bid, or otherwise acquires, over 70% of the issued and outstanding shares
of the Corporation, 2,000,000 Bonus Shares or, to the extent that any
Bonus Shares have been issued pursuant to (1) above, such lesser number of
Bonus Shares such that the total of all Bonus Shares issued to the
recipients does not exceed 2,000,000.
TSX-X
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APPALACHES RESOURCES INC. ("APP")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 3, 2008
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced on December 11, 2007:
Number of Shares: 2,800,000 flow-through common shares
Purchase Price: $0.18 per common share
Warrants: 1,400,000 warrants to purchase a maximum of
1,400,000 common shares
Warrant Exercise Price: $0.20 for the period expiring on June 18, 2009
Number of Placees: 2 placees
Finder's fee: $32,740 was paid to Northern Precious Metals
Management in cash
The Company issued a press release dated December 20, 2007 confirming the
closing of the above-mentioned Private Placement.
RESSOURCES APPALACHES INC. ("APP")
TYPE DE BULLETIN : Placement prive sans l'entremise d'un courtier
DATE DU BULLETIN : Le 3 janvier 2008
Societe du groupe 1 de TSX croissance
Bourse de croissance TSX a accepte le depot de la documentation en vertu
d'un placement prive sans l'entremise d'un courtier, tel qu'annonce le 11
decembre 2007 :
Nombre d'actions : 2 800 000 actions ordinaires accreditives
Prix : 0,18 $ par action ordinaire
Bons de souscription : 1 400 000 bons de souscription permettant de
souscrire a un maximum de 1 400 000 actions
ordinaires
Prix d'exercice des bons : 0,20 $ pour une periode se terminant le 18
juin 2009
Nombre de souscripteurs : 2 souscripteurs
Frais d'intermediation : Un montant de 32 740 $ comptant a ete verse a
Northern Precious Metals Management
La compagnie a emis un communique de presse date du 20 decembre 2007
confirmant la cloture du placement prive precite.
TSX-X
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AVION RESOURCES CORP. ("AVR")
BULLETIN TYPE: Regional Office Change
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
Pursuant to Policy 1.2, TSX Venture Exchange has been advised of, and
accepted the change of the Filing and Regional Office from Vancouver to
Toronto.
TSX-X
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BONAVENTURE ENTERPRISES INC. ("BVT")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced December 24, 2007:
Number of Shares: 7,823,468 flow-through shares
Purchase Price: $0.45 per share
Warrants: 7,823,468 share purchase warrants to purchase
7,823,468 shares
Warrant Exercise Price: $1.05 for a one year period
$2.00 for the last six months
Number of Placees: 107 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P # of Shares
Jean-Yves Bourgeois P 45,000
Nicholas Shinder P 22,200
Thierry Tremblay P 13,400
Nathalie Archambault P 22,000
Judy Taylor P 20,000
Denis Amoroso P 56,000
Finder's Fees: $99,202.50 cash, a $21,030.93 due diligence
fee, and 352,719 warrants (exercisable into
units at $0.45 for eighteen months, each unit
comprised of one share and one warrant
exercisable for twelve months at $1.05 and for
the last six months at $2.00) payable to
Limited Market Dealer Inc.
$82,920.92 cash and 230,336 warrants (same
terms as above) payable to Canaccord Capital
Corp.
$39,681 cash and 88,180 warrants (same terms
as above) payable to Salman Partners Inc.
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.
TSX-X
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CANAF GROUP INC. ("CAF")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pursuant to an
arm's-length Share Sale Agreement between Canaf Group Inc. (the 'Company')
and a shareholder ('Shareholder') of Quantum Screening and Crushing (Pty)
Ltd. ('Quantum') wherein the Company has agreed to purchase the remaining
10% of the outstanding shares of Quantum from the Shareholder. In
consideration, the Company will issue to the Shareholder a total of
953,472 common shares at a deemed price of $0.20 per share and pay
$190,694.40 cash. This transaction was announced in the Company's press
release on December 12, 2007.
TSX-X
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CANASIL RESOURCES INC. ("CLZ")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced December 11, 2007:
Number of Shares: 1,588,000 shares
Purchase Price: $0.30 per share
Warrants: 794,000 share purchase warrants to purchase
794,000 shares
Warrant Exercise Price: $0.45 for a one year period
Commencing six months following closing of the private placement, if the
closing price of the Company's shares equals or exceeds $0.75 per share
for a period of 10 consecutive trading days, the Company will have the
right to accelerate the expiry date of the warrants by giving 30 days
written notice to the warrant holders.
Number of Placees: 25 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
Dorothy Atkinson P 50,000
David Hamilton Smith P 50,000
Discovery Resource Corp.
(G. Nordin & B. Nordin) Y 100,000
Finder's Fees: $6,048 payable to Clarendon Capital Inc.
$2,100 payable to Blackmont Capital Inc.
$9,450 payable to Bolder Investment Partners
$10,500 payable to National Bank Financial
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.
TSX-X
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COBRA VENTURE CORPORATION ("CBV")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced November 19, 2007:
Number of Shares: 1,000,000 Units
(Each Unit consists of one flow-through common
share and one share purchase warrant.)
Purchase Price: $0.30 per Unit
Warrants: 1,000,000 share purchase warrants to purchase
1,000,000 shares
Warrant Exercise Price: $0.35 for a period of 24 months
Number of Placees: 12 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Units
Cyrus Driver Y 100,000
Daniel B. Evans Y 123,333
David H. Evans Y 200,000
Darrin Hopkins P 66,668
Murray Rodgers Y 33,333
TSX-X
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CONSOLIDATED SPIRE VENTURES LTD. ("CZS")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
the first tranche of a Non-Brokered Private Placement announced November
6, 2007:
Number of Shares: 890,000 shares
Purchase Price: $0.23 per share
Warrants: 890,000 share purchase warrants to purchase
890,000 shares
Warrant Exercise Price: $0.30 for a one year period
$0.35 in the second year
Number of Placees: 4 placees
Finder's Fee: $16,376 payable to Caspian Management Limited
(Karim Sayani)
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.
TSX-X
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CONTINUUM RESOURCES LTD. ("CNU")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: January 3, 2008
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: 11,288,500
Original Expiry Date of Warrants: January 18, 2008
New Expiry Date of Warrants: March 31, 2008
Exercise Price of Warrants: $0.30
These warrants were issued pursuant to the closing of the second tranche
of a private placement of 23,541,000 shares with 11,770,500 share purchase
warrants attached, which was accepted for filing by the Exchange effective
January 22, 2007.
TSX-X
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DIAMONDEX RESOURCES LTD. ("DSP")
BULLETIN TYPE: Private Placement-Non-Brokered, Amendment
BULLETIN DATE: January 3, 2008
TSX Venture Tier 1 Company
Further to the TSX Venture Exchange amendment bulletin dated December 28,
2007, the bulletin should have stated the following:
Number of Shares: 9,360,000 flow-through shares
13,300,000 non flow-through shares
Purchase Price: $0.25 per flow-through share
$0.20 per non flow-through share
Warrants: 6,650,000 share purchase warrants to purchase
6,650,000 shares
Warrant Exercise Price: $0.25 for a one year period
Number of Placees: 40 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
Robert J Bebluk P 94,000 FT
Norma D Bebluk P 60,000 FT
Manas Dichow P 400,000 FT
Randy Turner Y 47,232 FT
75,000 NFT
John McDonald Y 100,000 NFT
Randy Turner Y 375,000 NFT
Finder's Fees: $14,000 cash and 56,000 warrants payable to
Odlum Brown Limited
$43,973 cash and 193,394 warrants payable to
Genuity Capital Markets
$139,300 cash and 602,000 warrants payable to
Toll Cross Securities Inc.
$7,000 cash and 28,000 warrants payable to
Bolder Investment Partners Ltd.
$7,000 cash and 35,000 warrants payable to
Canaccord Capital Corp.
Finder's Fee warrants are exercisable at $0.25
per share for one year.
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.
TSX-X
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GENIUS WORLD INVESTMENTS LIMITED ("GNW.P")
BULLETIN TYPE: New Listing-CPC-Shares
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
This Capital Pool Company's ('CPC') Prospectus dated December 6, 2007 has
been filed with and accepted by TSX Venture Exchange and each of the
British Columbia and Alberta Securities Commissions effective December 10,
2007, pursuant to the provisions of National Policy 43-201 Mutual Reliance
Review System for Prospectuses. The Common Shares of the Company will be
listed on TSX Venture Exchange on the effective date stated below.
The Company has completed its initial distribution of securities to the
public. The gross proceeds received by the Company for the Offering were
$200,000 (2,000,000 common shares at $0.10 per share).
Commence Date: At the opening on Friday, January 4, 2008, the
Common shares will commence trading on TSX
Venture Exchange.
Corporate Jurisdiction: Companies Law (Cayman Islands)
Capitalization: 500,000,000 common shares with par value of
US$0.0001 of which
4,000,000 common shares are issued and
outstanding
Escrowed Shares: 2,040,000 common shares
Transfer Agent: Computershare Investor Services Inc.
(Vancouver & Toronto)
Trading Symbol: GNW.P
CUSIP Number: G3924N 10 9
Sponsoring Member: Blackmont Capital Inc.
Agent's Options: 200,000 non-transferable stock options. One
option to purchase one share at $0.10 per
share up to 24 months.
For further information, please refer to the Company's Prospectus dated
December 6, 2007.
Company Contact: Dongdong Huang (CEO & President)
Company Address: 2-4-1404, Yiyuan, Anhuibeili, Chaoyang
District
Beijing China, 100101
Company Phone Number: (604) 696-6676
Company Fax Number: (604) 801-5911
TSX-X
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GOLDEN SUNSET TRAIL INC. ("GST")
(formerly Golden Sunset Trail Inc. ("GST.H"))
BULLETIN TYPE: Resume Trading, Qualifying Transaction-Completed, Private
Placement-Non-Brokered, Graduation from NEX to TSX Venture, Symbol Change
BULLETIN DATE: January 3, 2008
NEX Company
The common shares of the Company have been halted from trading since April
5, 2007, pending review of its Qualifying Transaction. As a result of the
completed Qualifying Transaction, effective at the opening, Friday,
January 4, 2008, trading in the shares of the Company will resume.
TSX Venture Exchange (the "Exchange") has accepted for filing Golden
Sunset Trail Inc.'s ("Golden Sunset" or the "Company") Qualifying
Transaction and related transactions, all as principally described in its
filing statement dated November 23, 2007 (the "Filing Statement"). As a
result, at the opening on Friday, January 4, 2008, the Company will no
longer be considered a Capital Pool Company. The Qualifying Transaction
includes the following:
Qualifying Transaction-Completed
The Qualifying Transaction involves the arm's length acquisition (the
"Acquisition") of Brimstone Mining Inc. ("Brimstone") by Golden Sunset
Trail Montana Inc. ("GST Montana"), a wholly-owned Montana subsidiary of
the Company, pursuant to a lock-up agreement dated April 5, 2007. Pursuant
to the Acquisition, holders of Brimstone securities received US$300,000
cash and an aggregate of 1,310 exchangeable common shares (the
"Exchangeable Shares") of GST Montana at a deemed price of CAD$1,500 per
share in exchange for all of the issued and outstanding securities of
Brimstone, for total consideration of CAD$2,265,000 (based on US dollar
exchange rate of US$1.00 equals CAD$1.00). The Exchangeable Shares are
exchangeable, at the option of the holder, for Golden Sunset common shares
on the basis of 10,000 Golden Sunset shares for 1 GST Montana share. Such
exchange may only occur if the total number of Golden Sunset shares
issuable pursuant to the Exchangeable Shares is less than 50% of the total
number of Golden Sunset shares issued and outstanding at the time of the
exchange.
A total of 1,310 Exchangeable Shares issued pursuant to the Qualifying
Transaction are subject to a Tier 2 Value Security Escrow Agreement to be
released over a 36-month period upon completion of the Qualifying
Transaction. There are also 2,846,668 common shares subject to a CPC
Escrow Agreement dated September 7, 2004 to be released over a 36-month
period.
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P # of Shares
David Rovig Y 437 (Exchangeable Shares)
Jamison and Sullivan Resources, Inc. Y 873 (Exchangeable Shares)
(Cy Jamison and Jay Sullivan)
For further information, please refer to the Company's Filing Statement
which is available on SEDAR.
In addition, the Exchange has accepted for filing the following:
Private Placement-Non-Brokered
The Exchange has accepted for filing documentation with respect to a Non-
Brokered Private Placement announced October 11, 2007:
Number of Shares: 7,492,370 shares
Purchase Price: $0.15 per share
Number of Placees: 49 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
Daniel Donn Y 499,999
Ian Carwardine Y 66,666
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company
issued a news release on December 14, 2007 announcing the closing of the
private placement.
Capitalization Unlimited shares with no par value of which
(Post-Qualifying Transaction): 12,539,035 shares are issued and
outstanding
Escrow: 1,310 Exchangeable Shares
Transfer Agent: Olympia Trust Company
Trading Symbol: GST (same symbol as CPC but with .H
removed)
Graduation from NEX to TSX Venture, Symbol Change
The Company has met the requirements to be listed as a TSX Venture
Exchange Tier 2 Company. Therefore, effective on Friday, January 4, 2008,
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 Calgary.
Effective at the opening on Friday, January 4, 2008, the trading symbol
for the Company will change from GST.H to GST.
The Company is classified as a "Mining" company.
Company Contact: Daniel Donn
President & CEO
Company Address: 91 Dorchester Drive
Grimsby, Ontario L3M 1B1
Company Phone Number: (905) 945-3999
Company Fax Number: (905) 945-3999
Company E-mail Address: danieldonn@cogeco.ca
TSX-X
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GOLDMEMBER MINERALS INC. ("GMV")
(formerly Holcot Capital Corp. ("HCL.P"))
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Name Change,
Resume Trading
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's Qualifying
Transaction (the 'QT') and related transactions, all as principally
described in its filing statement dated November 29, 2007 (the 'Filing
Statement'). As a result, effective at the opening on January 4, 2008, the
Company will no longer be considered a Capital Pool Company and will
resume trading. The QT includes the following matters, all of which have
been accepted by the Exchange:
1. Acquisition of 100% of the Issued & Outstanding Share Capital of
Goldmember Ventures Corp. ("Goldmember"):
TSX Venture Exchange has accepted for filing an Agreement to Amalgamate
dated November 15, 2007 (the 'Agreement') among the Company, a subsidiary
of the Company and Goldmember, pursuant to which the Company has acquired
all of the issued and outstanding securities of Goldmember. Goldmember's
principle properties are the Nechacko and Alexis properties (collectively
the "Property") located approximately 60 kilometers from Burns Lake, BC.
The Property is an exploration stage mineral resource property with gold
being the principally targeted natural resource.
The aggregate consideration paid by the Company to the holders of
Goldmember is 18,580,121 common shares.
A finder's fee of 100,000 common shares was issued to each of Tydewell
Consulting Ltd. and Edwin Bergsteinsson in connection with the acquisition
of Goldmember.
Insider / Pro Group Participation: None. At the time the transaction was
agreed to, the Company was at arm's length to Goldmember.
The Exchange has been advised that the above transactions, which did not
require shareholder approval of the Company, have been completed. For
additional information, refer to the Filing Statement, which has been
accepted for filing by the Exchange.
In addition, the Exchange has accepted for filing the following:
2. Private Placement-Brokered:
TSX Venture Exchange has accepted for filing documentation with respect to
a Brokered Private Placement announced November 21, 2007:
Number of Shares: 3,333,333 flow through common shares
1,100,000 non-flow through common shares
Purchase Price: $0.60 per flow through common share
$0.50 per non-flow through common share
Warrants: 1,666,666 share purchase warrants to purchase
1,666,666 non-flow through common shares under
the flow through offering 550,000 share
purchase warrants to purchase 550,000 non-flow
through common shares under the non-flow
through offering
Warrant Exercise Price: $0.70 for a two year period for non-flow
through warrants attached to flow through
common shares
$0.60 for a two year period for non-flow
through warrants attached to non-flow through
common shares
Number of Placees: 6 flow through placees
8 non-flow through placees
Insider / Pro Group Participation: Nil
Agent's Fee: 204,000 cash, 110,000 Compensation Options and
333,333 Compensation Warrants payable to
Becher McMahon Capital Markets Inc. Each
Compensation Option is exercisable into a
non-flow through unit with the same terms as
above for a two year period at $0.50 per unit.
Each Compensation Warrant is exercisable into
one non-flow through common share for a two
year period at $0.60 per common share.
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.
3. Name Change, Resume Trading:
Pursuant to a resolution passed by directors December 10, 2007, the
Company has changed its name as follows. There is no consolidation of
capital.
Effective at the opening Friday, January 4, 2008, the common shares of
Goldmember Minerals Inc. will commence trading on TSX Venture Exchange,
and the common shares of Holcot Capital Corp. will be delisted. The
Company is classified as a 'Mineral Exploration' company.
Capitalization: Unlimited shares with no par value of which
29,213,454 shares are issued and outstanding
Escrow: 7,447,013 common shares are subject to 36
month staged release escrow
Transfer Agent: Pacific Corporate Trust Company
Trading Symbol: GMV (new)
CUSIP Number: 38145R 10 6 (new)
Company Contact: Ian Klassen, Corporate Secretary and Director
Company Address: 280 - 1090 West Georgia Street
Vancouver, BC V6E 3V7
Company Phone Number: 604-899-0106
Company Fax Number: 604-684-5793
Company Email Address: iklassen@adfleet.com
TSX-X
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HARVEST GOLD CORP. ("HVG")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced December 24, 2007:
Number of Shares: 1,500,000 flow-through shares
Purchase Price: $0.25 per share
Warrants: 1,500,000 share purchase warrants to purchase
1,500,000 shares
Warrant Exercise Price: $0.35 for a one year period
Number of Placees: 21 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
John Coletta P 20,000
Richard & Alayna Mark Y 20,000
Bill McWilliam Y 40,000
Barry Muir P 60,000
Martin Burian P 60,000
George Gale Y 200,000
Paul Reid P 60,000
John Roozendaal Y 160,000
Richard Mark Y 200,000
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.
TSX-X
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HTC HYDROGEN TECHNOLOGIES CORP. ("HTC")
BULLETIN TYPE: Property Assessment or Share Disposition Agreement
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pursuant to a
Memorandum of Understanding ("MOU ") effective November 27, 2007 between
HTC Hydrogen Technologies Corp. (the "Company") and Global Energy Inc.
("Global "). Under the terms of the MOU, the Company will incorporate a US
subsidiary, license certain technology to the US subsidiary and transfer
ownership of 70% of the US subsidiary to Global. In consideration, Global
will issue 41,666 common voting shares to the Company.
TSX-X
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LATIN AMERICAN MINERALS INC. ("LAT")
BULLETIN TYPE: Halt
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
Effective at 7:32 a.m. PST, January 3, 2008, trading in the shares of the
Company was halted at the request of the Company, pending an announcement;
this regulatory halt is imposed by Market Regulation Services, the Market
Regulator of the Exchange pursuant to the provisions of Section 10.9(1) of
the Universal Market Integrity Rules.
TSX-X
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LATIN AMERICAN MINERALS INC. ("LAT")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
Effective at 9:00 a.m. PST, January 3, 2008, shares of the Company resumed
trading, an announcement having been made over Marketwire.
TSX-X
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POTASH ONE INC. ("KCL")
BULLETIN TYPE: Private Placement-Non-Brokered, Amendment
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
Further to TSX Venture Exchange Bulletin dated January 2, 2008 the company
has advised the following information is amended:
Warrant Exercise Price: $3.25 for a fifteen month period. However, if
four months and one day after closing, the
shares of the company close at $4.00 or more
for ten consecutive trading days, then the
company may, upon written notice to the
warrant holder shorten the exercise period to
30 days.
Finder's Fees: 31,250 units (comprised of one share and one
half of one warrant) payable to Powerone
Capital Markets Limited.
TSX-X
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REDCLIFFE EXPLORATION INC. ("RXP.A and RXP.B")
(formerly Redcliffe Exploration Inc. ("RXI.A" and "RXI.B"))
BULLETIN TYPE: Property-Asset or Share Purchase Agreement, Symbol Change
BULLETIN DATE: January 3, 2008
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation pursuant to a
court approved Arrangement Agreement (the "Arrangement") between Redcliffe
Exploration Inc. (the "Company"), Redcliffe Exploration Ltd. ("Redcliffe
Exploration") and Redcliffe Energy Ltd. ("Redcliffe Energy") whereby the
Company acquired all of the issued and outstanding shares of Redcliffe
Energy on the basis of 0.7812350 Class A shares and 0.0287219 Class B
shares of the Company for each Redcliffe Energy share. The Company has
issued a total of 10,645,007 Class A shares and 391,331 Class B shares to
the shareholders of Redcliffe Energy in connection with the Arrangement.
Upon completion of the Arrangement, the Company, Redcliffe Exploration (a
wholly-owned subsidiary of the Company) and Redcliffe Energy will
amalgamate and continue as one corporation under the name "Redcliffe
Exploration Inc." For more information, please refer to the Company's
joint management information circular and proxy statement dated November
19, 2007.
Effective at the opening on Friday, January 4, 2008, the trading symbol
for the Company will change from "RXI.A" and "RXI.B" to "RXP.A" and
"RXP.B". There is no change in the Company's name. The Company is
classified as an "Oil & Gas" company.
TSX-X
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RESULT ENERGY INC. ("RTE")
BULLETIN TYPE: Private Placement Non-Brokered
BULLETIN DATE: January 3, 2008
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced December 28, 2007:
Number of Shares: 1,250,000 flow-through shares
Purchase Price: $0.40 per share
Number of Placees: 1 placee
No Insider / Pro Group Participation
TSX-X
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SNL ENTERPRISES LTD. ("SNL")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced December 7, 2007:
Number of Shares: 3,448,153 flow-through shares and 453,000 non
flow-through shares
Purchase Price: $0.55 per flow-through share and $0.45 per non
flow-through share
Warrants: 1,950,576 share purchase warrants to purchase
1,950,576 shares
Warrant Exercise Price: $0.75 for an eighteen month period
Number of Placees: 15 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
MineralFields 2007-II
Special Flow-Through LP (i) Y 545,454 F/T shares
MineralFields 2007-V Special
Flow-Through LP (i) Y 272,728 F/T shares
MineralFields 2007-IX Special
Flow-Through LP (i) Y 945,590 F/T shares
MineralFields 2007-X Special
Flow-Through LP (i) Y 363,636 F/T shares
MineralFields 2007-VII Special
Flow-Through LP (i) Y 454,545 F/T shares
(i) Investment decisions for all funds made by Pathway Investment Counsel
Inc.
Finder's Fees: $56,802.96 cash and 129,098 warrants
(exercisable at $0.55 for eighteen months)
payable to Limited Market Dealer Inc.
$56,802.96 cash and 129,098 warrants (same
terms as above) payable to Pope & Company.
$61,976 cash payable to 0805912 BC Ltd.
(Robert Leyk).
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.
TSX-X
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SOUTHERN HEMISPHERE MINING LIMITED ("SH")
(formerly Youandi Capital Corp. ("YDI.P"))
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Private
Placement-Brokered, Short Form Offering Document-Distribution, Name
Change, Resume Trading
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's Qualifying
Transaction described in its Filing Statement dated September 27, 2007. As
a result, at the opening on January 4, 2008, the Company will no longer be
considered a Capital Pool Company. The Qualifying Transaction includes the
following:
Qualifying Transaction:
TSX Venture Exchange has accepted for filing an agreement dated July 2,
2007 as amended September 13, 2007 and November 29, 2007 whereby the
Company acquired all the shares of Southern Hemisphere Mining Pty Ltd. by
issuing 22,000,000 convertible share securities convertible into common
shares of the Company.
In connection with this transaction Raymond James Ltd. will receive 50,000
non-transferable Sponsor's Options exercisable to purchase one share at
$0.40 per share to December 17, 2009.
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P # of Shares
Trevor Tennant Y 6,714,144
Superannuation Fund Tennant
Family Trust (Trevor Tennant) Y 3,862,880
Fealty Pty Limited (James Pearson) Y 3,862,881
Fealty Superannuation Fund
(James Pearson) Y 1,493,440
Jarberg Investments Pty Limited
(James Pearson) Y 1,414,755
Andes Consulting Pty Ltd.
(Eduardo Valenzuela) Y 1,502,405
Andes Super Fund
(Eduardo Valenzuela) Y 495,471
Alpes Asesorias E Inversiones
E.I.R.L. (Eduardo Valenzuela) Y 589,519
Q&H Asesorias E Inversiones Ltd.
(Alfonso Quintana) Y 681,401
Private Placement-Brokered:
TSX Venture Exchange has accepted for filing documentation with respect to
a Brokered Private Placement announced October 26, 2007 and December 14,
2007:
Number of Shares: 9,203,187 shares
Purchase Price: $0.40 per share
Warrants: 4,601,592 share purchase warrants to purchase
4,601,592 shares
Warrant Exercise Price: $0.60 for a two year period
Number of Placees: 36 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
Kyson Holdings Pty Ltd.
(Jason Giles) Y 27,000
Morestar Investments Pty Ltd.
(Jason Giles) Y 150,000
Fealty Pty Limited (James Pearson) Y 153,752
Fealty Pty Limited (Superannuation
Fund) (James Pearson) Y 220,750
Trevor Tennant Superannuation Fund
(Trevor Tennant) Y 44,150
Trevor Tennant Family Trust
(Trevor Tennant) Y 2,396,540
Andes Superannuation Fund
(Eduardo Valenzuela) Y 16,558
Finder's Fees: $98,825.50 payable to Silverbridge Capital
Inc.
$43,500 payable to Royal Bank of Canada
$43,984.50 payable to Euroz Securities Limited
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.
Short Form Offering Document-Distribution:
The Company's Short Form Offering Document dated November 8, 2007 was
filed with and accepted by TSX Venture Exchange on November 8, 2007. The
Exchange has now been advised that the Offering closed on December 17,
2007.
TSX Venture Exchange has been advised that closing occurred on December
17, 2007, for gross proceeds of $685,000.
Agent: Haywood Securities Inc.
Offering: 1,712,500 shares with 856,250 transferable
warrants exercisable to purchase one share at
$0.60 per share to December 17, 2009.
Share Price: $0.40 per share.
Agent's Warrants: 171,250 non-transferable warrants exercisable
to purchase one share at $0.40 per share to
December 17, 2009.
Agent's Corporate Finance Options: 50,000 non-transferable options
exercisable to purchase one share at
$0.40 per share to December 17, 2009
Name Change:
The Company has changed its name as follows. There is no consolidation of
capital.
Effective at the opening January 4, 2008, the common shares of Southern
Hemisphere Mining Limited will commence trading on TSX Venture Exchange,
and the common shares of Youandi Capital Corp. will be delisted. The
Company is classified as a 'Mineral Exploration' company.
Capitalization: Unlimited shares with no par value of which
12,915,687 shares are issued and outstanding
Escrow: 1,000,000 CPC Escrow Shares
22,000,000 convertible share securities
convertible into common shares subject to a
Tier 2 Value Security Escrow
Transfer Agent: Pacific Corporate Trust Company
Trading Symbol: SH (new)
CUSIP Number: 843050 10 5 (new)
Company Contact: Glenn Laing
Company Address: Suite 500, 357 Bay Street
Toronto, ON M5H 2T7
Company Phone Number: (416)368-2114
Company Fax Number: (416)368-3259
Company Email Address: ttennant@shmining.com.au
Resume Trading:
The common shares of the Company have been halted from trading since
November 14, 2006, pending completion of a Qualifying Transaction.
Effective at the open, January 4, 2008, trading in the shares of the
Company will resume.
For more information please refer to the Company's Filing Statement dated
September 27, 2007.
TSX-X
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STRATEGIC METALS INC. ("SMD")
BULLETIN TYPE: Normal Course Issuer Bid
BULLETIN DATE: January 3, 2008
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 31,
2007, it may repurchase for cancellation, up to 2,000,000 of its common
shares through the facilities of TSX Venture Exchange. Any purchases will
be made during the period January 10, 2008 to January 10, 2009 by Gateway
Securities Inc. on behalf of the Company.
TSX-X
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SUPERIOR CANADIAN RESOURCES INC. ("CAD")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Brokered Private Placement announced October 24, 2007:
Number of Shares: 4,222,800 flow-through shares
Purchase Price: $0.125 per share
Warrants: 2,111,400 warrants to purchase 2,111,400
common shares
Exercise Price: $0.20 for a period of two years
Number of Placees: 4 placees
No Insider / Pro Group Participation
Agent: Limited Market Dealer Inc.
Agents Fee: Cash - $26,392.50
Securities - Agent's Options equal to 10% of
the total Units sold.
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).
TSX-X
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SUPERIOR CANADIAN RESOURCES INC. ("CAD")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement announced September 10, October 23 and
November 19, 2007:
Number of Shares: 13,604,000 flow-through shares
Purchase Price: $0.125 per share
Warrants: 6,802,000 warrants to purchase 6,802,000
common shares
Exercise Price: $0.20 for a period of two years
Number of Placees: 45 placees
No Insider / Pro Group Participation
Agents: Union Securities Ltd.
Integral Wealth Securities Limited
NovaDX Ventures Corp.
Blackmont Capital Corp.
Raymond James Ltd.
Agents Fee: Union Securities Ltd.-$16,250 cash and 88,400
Agents options
Integral Wealth Securities Limited -$41,000
cash and 328,000 Agents options
NovaDX Ventures Corp.-224,000 Units and
224,000 Agents options
Blackmont Capital Corp.-224,000 Agents Options
Raymond James Ltd. - 25,600 Agents Options
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).
TSX-X
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TEMEX RESOURCES CORP. ("TME")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation pertaining to
an option agreement (the "Agreement") dated November 1, 2007 between Temex
Resources Corp. (the "Company") and three arms-length parties (the
"Vendors"). Pursuant to the Agreement, the Company shall acquire 100%
interest in certain mineral claims located in the Rib Lake area of Ontario
(the "Property").
As consideration, the Company must pay an aggregate of $90,000, issue an
aggregate of 100,000 shares and incur $150,000 of exploration expenditures
over three years. The Vendors retain a 2% Net Smelter Return Royalty
("NSR") on metals produced from the Property, with the Company retaining
the right to purchase up to 1.5% of the NSR for $1,500,000.
For further information, please refer to the Company's press release dated
December 18, 2007.
TSX-X
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TERRA FIRMA CAPITAL CORPORATION ("TII.P")
BULLETIN TYPE: New Listing-CPC-Shares
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
This Capital Pool Company's ('CPC') Prospectus dated December 14, 2007 has
been filed with and accepted by TSX Venture Exchange and the British
Columbia, Alberta, and Ontario Securities Commissions effective December
18, 2007, pursuant to the provisions of the respective Securities Acts.
The Common Shares of the Company will be listed on TSX Venture Exchange on
the effective date stated below.
The Company has completed its initial distribution of securities to the
public. The gross proceeds received by the Company for the Offering were
$700,000 (3,500,000 common shares at $0.20 per share).
Commence Date: At the opening Friday, January 4, 2008, the
Common shares will commence trading on TSX
Venture Exchange.
Corporate Jurisdiction: Ontario
Capitalization: unlimited common shares with no par value of
which 6,650,000 common shares are issued and
outstanding
Escrowed Shares: 3,220,000 common shares
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol: TII.P
CUSIP Number: 881002 10 9
Sponsoring Member: Canaccord Capital Corporation
Agent's Options: none
For further information, please refer to the Company's Prospectus dated
December 14, 2007.
Company Contact: Allan Silber
Company Address: 40 King Street West
Toronto, ON, M5H 3Y2
Company Phone Number: (416) 866-3060
Company Fax Number: (416) 866-3050
TSX-X
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THREEGOLD RESOURCES INC. ("THG")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: January 3, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to
issue 878,237 common shares at a deemed issue price of $0.35 per share and
1,363,253 common shares at a deemed issue price of $0.45 per share to
settle outstanding debts in the aggregate of $920,847.
Number of Creditors: 1 creditor
Insider / Pro Group Participation:
Insider equals Y / Amount Deemed Issue Number of
Creditor Pro Group equals P Owing Price per Share Shares
Dianor Resources Inc. Y $307,383 $0.35 878,237
Dianor Resources Inc. Y $613,464 $0.45 1,363,253
For further information, please refer to the Company's press release dated
October 16, 2007.
RESSOURCES THREEGOLD INC. ("THG")
TYPE DE BULLETIN : Emission d'actions en reglement d'une dette
DATE DU BULLETIN : Le 3 janvier 2008
Societe du groupe 2 de TSX Croissance
Bourse de croissance TSX a accepte le depot de la documentation de la
societe en vertu de l'emission proposee de 878 237 actions ordinaires au
prix de 0,35 $ l'action et de 1 363 253 actions ordinaires au prix de 0,45
$ l'action en reglement de dettes totalisant 920 847 $.
Nombre de creanciers : 1 creancier
Participation Initie / Groupe Pro :
Initie egale Y / Nombre
Creancier Groupe Pro egale P Montant du Prix par action d'actions
Ressources Dianor Inc. Y 307 383 $ 0,35 $ 878 237
Ressources Dianor Inc. Y 613 464 $ 0,45 $ 1 363 253
Pour plus d'information, veuillez consulter le communique de presse de la
societe du 16 octobre 2007.
TSX-X
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NEX COMPANIES
ISEE3D INC. ("ICT.H")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: January 3, 2008
NEX Company
TSX Venture Exchange has accepted for filing an agreement between ISee3D
Inc. (the "Company") and 9071-0344 Quebec Inc. (the "Vendor") whereby the
Company is acquiring certain intellectual property and related assets from
the Vendor. In consideration the Company will pay the Vendor $50,000 and
issue 500,000 common shares at a deemed value of $0.10.
No Insider / Pro Group Participation
TSX-X
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THE SILVER RECYCLING COMPANY INC. ("TSR.H")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 3, 2008
NEX Company
TSX Venture Exchange has accepted for filing documentation with respect to
a Non-Brokered Private Placement:
Number of Shares: 655,555 shares
Purchase Price: $0.45 per share
Number of Placees: 8 placees
No Insider / Pro Group Participation
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.
TSX-X
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TRI-RIVER VENTURES INC. ("TVR.H")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: January 3, 2008
NEX Company
Further to TSX Venture Exchange Bulletin dated January 2, 2008, effective
at 11:56 a.m. PST, January 3, 2008 trading in the shares of the Company
will remain halted pending receipt and review of acceptable documentation
regarding the Qualifying Transaction pursuant to Listings Policy 2.4.
TSX-X
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