TSX VENTURE COMPANIES
BULLETIN TYPE: Cease Trade Order
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
A Temporary Cease Trade Order has been issued by the Ontario Securities
Commission on February 8, 2010, against the following Company for failing
to file the documents indicated within the required time period:
Period Ending
Symbol Company Failure to File (Y/M/D)
("ESC") Electric-Spin Ltd. audited annual financial 09/09/30
statements
management's discussion & analysis 09/09/30
Upon revocation of the Temporary Cease Trade Order, the Company's shares
will remain suspended until the Company meets TSX Venture Exchange
requirements. Members are prohibited from trading in the securities of
the company during the period of the suspension or until further notice.
TSX-X
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BRAVO VENTURE GROUP INC. ("BVG")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation in connection
with an Exploration and Option Agreement dated January 1, 2010 between
the Company, Bravo Alaska Inc. ("BAI") and Agnico Eagle (USA) Limited
whereby BAI has been granted an option to earn a 100% interest in 161
lode mining claims located in the Cortez district along the Battle
Mountain-Eureka Gold trend in central Nevada. The aggregate consideration
payable is $24,230.50, which is due by September 1, 2010, 300,000 common
shares and $2,000,000 in exploration and development on or before the 6th
anniversary of the effective date.
The property is subject to a 2% Net Smelter Returns of which BAI has been
granted the right to purchase half for $1,000,000 at any time within six
months after the commencement of the commercial production of minerals or
the products of minerals mined from the Property subject to further
Exchange review and acceptance.
TSX-X
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CANADIAN QUANTUM ENERGY CORPORATION ("CQM")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at the opening, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an
announcement; 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.
TSX-X
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CRESCENT RESOURCES CORP. ("CRC")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to
issue 611,110 shares at a deemed value of $0.18 per share to settle
outstanding debt for $110,000.
Number of Creditors: 3 Creditors
Insider / Pro Group Participation:
Insider=Y / Amount Deemed Price # of
Creditor Progroup=P Owing per Share Shares
Michael J. Hopley Y $40,000 $0.18 222,222
524124 B.C. Ltd. Y $35,000 $0.18 194,444
(Don Halliday)
Gregory R. Davis Y $35,000 $0.18 194,444
The Company shall issue a news release when the shares are issued and the
debt extinguished.
TSX-X
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CYPRESS DEVELOPMENT CORP. ("CYP")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a Property Option Agreement
dated January 14, 2010 between Cypress Development Corp. (the "Company")
and Robert D. Marvin (the "Optionor"), whereby the Company has an option
to acquire a 100% interest in the Twenty-One Silver-Gold Project
consisting of 21 mineral claims located in Mineral County, Nevada. In
consideration, the Company will pay the Optionor USD$24,900 in cash
(USD$9,900 in the first year), issue a total of 150,000 shares (50,000
shares in the first year) and incur exploration expenditures in the
amount of USD$250,000 (USD$50,000 in the first year) over a three-year
period. The Optionor is entitled to receive a 2% NSR, of which 1% can be
purchased by the Company for the sum of USD$1,000,000.
TSX-X
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EMINENCE CAPITAL II INC. ("EII.P")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at 6:12 a.m. PST, February 8, 2010, trading in the shares of
the Company was halted at the request of the Company, pending an
announcement; 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.
TSX-X
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EVEREST VENTURES CORP. ("EVE.P")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at the opening, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an
announcement; 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.
TSX-X
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FIREBIRD RESOURCES INC. ("FIX")
BULLETIN TYPE: Private Placement-Non-Brokered, Correction
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange bulletin dated December 24, 2009, the
Exchange has been advised of the following with regard to a Non-Brokered
Private Placement announced November 20, 2009 and December 4, 2009:
Number of Shares: 3,000,000 shares
Purchase Price: $0.065 per share
Warrants: 3,000,000 share purchase warrants to
purchase 3,000,000 shares
Warrant Exercise Price: $0.10 for a five year period
Number of Placees: 16 placees
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P / # of Shares
Cheryl E. David P 10,000
Cathy Marumoto P 5,000
Dan Del Debbio P 10,000
Bryan Henry P 10,000
Finder's Fee: 300,000 units payable to Michael Wilson
- Each finder's fee unit consists of one
share and one share purchase warrant
exercisable at $0.10 per share for two
years.
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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FIREBIRD CAPITAL PARTNERS INC. ("FRD.P")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect
to a Non-Brokered Private Placement announced December 30, 2009:
Number of Shares: 8,000,000 shares
Purchase Price: $0.05 per share
Number of Placees: 7 placees
Finder's Fee: $22,575 cash payable to Jescorp Capital Inc.
(Michael Wilson)
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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FISSION ENERGY CORP. ("FIS")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 1 Company
Effective at the opening, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an
announcement; 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.
TSX-X
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FISSION ENERGY CORP. ("FIS")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: February 8, 2010
TSX Venture Tier 1 Company
Effective at 10:00 a.m. PST, February 8, 2010, shares of the Company
resumed trading, an announcement having been made over Marketwire.
TSX-X
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GOLD BULLION DEVELOPMENT CORP. ("GBB")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at 10:52 a.m. PST, February 8, 2010, trading in the shares of
the Company was halted at the request of the Company, pending an
announcement; 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.
TSX-X
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GOLD BULLION DEVELOPMENT CORP. ("GBB")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at 12:00 p.m. PST, February 8, 2010, shares of the Company
resumed trading, an announcement having been made over Marketwire.
TSX-X
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GOLDEN GOLIATH RESOURCES LTD. ("GNG")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect
to the second tranche of a Non-Brokered Private Placement announced
October 5, 2009 and amended December 14, 2009:
Number of Shares: 7,080,000 shares
Purchase Price: $0.15 per share
Warrants: 3,540,000 share purchase warrants to
purchase 3,540,000 shares
Warrant Exercise Price: $0.25 for a two year period. The warrants
are subject to an accelerated exercise
provision in the event the Company's shares
trade at or above a weighted average trading
price of $0.40 for 20 consecutive trading
days.
Number of Placees: 10 placees
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P / # of Shares
Agnico-Eagle Mines Limited Y 1,400,000
Hastings Management Corp.
(Richard Hughes) Y 200,000
Sprott Asset Management LP Y 2,500,000
Finder's Fee: Long Wave Strategies (Janice Advent) -
$38,160.00 and 254,400 warrants that are
exercisable at $25 per share for a two year
period.
Canaccord Capital Corp. - $1,200.00 and
8,000 warrants that are exercisable at $25
per share for a two year period.
Redplug Capital (Brandon Munday) - $12,000
and 80,000 warrants that are exercisable at
$25 per share for a two year 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. 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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HAWK URANIUM INC. ("HUI")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's proposal to
issue 365,862 shares at a deemed price of $0.10 per share to settle
outstanding debt for $36,586.43.
Number of Creditors: 5 Creditors
The Company shall issue a news release when the shares are issued and the
debt extinguished.
TSX-X
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JUNEX INC. ("JNX")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 1 Company
Effective at the opening, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an
announcement; 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.
TSX-X
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LANDER ENERGY CORPORATION ("LAE.P")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Further to TSX Venture Exchange Bulletin dated February 1, 2010,
effective at the opening, February 8, 2010 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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LYNDEN ENERGY CORP. ("LVL")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: February 8, 2010
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
January 8, 2010:
Number of Shares: 9,350,000 shares
Purchase Price: $0.30 per share
Warrants: 93,50,000 share purchase warrants to
purchase 9,350,000 shares
Warrant Exercise Price: $0.50 for a two year period
Number of Placees: 25 placees
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P # of Shares
Colin Watt Y 270,000
Richard Andrews Y 1,000,000
Finder's Fee: 354,000 finder's units (comprised of one
share and one warrant exercisable at $0.50
for two years) and 354,000 finder's warrants
(exercisable at $0.30 for two years) payable
to Jennings Capital 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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MADEIRA MINERALS LTD. ("MDE.P")
BULLETIN TYPE: Notice - QT Not Completed - Approaching 24 Months of
Listing
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
The shares of the Company were listed on the TSX Venture Exchange on
March 6, 2008. The Company, which is classified as a Capital Pool Company
("CPC") is required to complete a Qualifying Transaction ("QT") within 24
months of its date of listing, in accordance with Exchange Policy 2.4.
The records of the Exchange indicate that the Company has not yet
completed a QT. If the Company fails to complete a QT by the 24-month
anniversary date of March 8, 2010, the Company's trading status may
remain as or be changed to a halt or suspension without further notice,
in accordance with Exchange Policy 2.4, Section 14.6.
TSX-X
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MINERAL HILL INDUSTRIES LTD. ("MHI")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing, documentation relating to
three property acquisitions as follows:
Option Agreement dated May 11, 2009, between the Company and Fayz Yacoub
and Ramy Yacoub whereby the Company will acquire a 100% right, title, and
interest in The Chubb Property consisting of 20 contiguous mineral claims
located within the La Corne Township, Northwestern Quebec. Consideration
consists of an aggregate of $80,000 cash payable over three years
($20,000 payable upon closing) and an aggregate of 800,000 common shares
issuable over three years (200,000 shares issuable upon closing). There
are no exploration work requirements and the property shall be subject to
a 2% royalty;
Option Agreement dated August 7, 2009, between the Company and Fayz
Yacoub and Ramy Yacoub whereby the Company will acquire a 100% right,
title, and interest in The International Property consisting of 12
contiguous mineral claims located within the La Motte Township, Quebec.
Consideration consists of an aggregate of $83,108 cash payable over three
years ($23,108 payable upon closing) and an aggregate of 600,000 common
shares issuable over three years (200,000 shares issuable upon closing).
There are no exploration work requirements and the property shall be
subject to a 1% royalty; and
Option Agreement dated September 16, 2009, between the Company and Fayz
Yacoub and Ramy Yacoub whereby the Company will acquire a 100% right,
title, and interest in The Athona Property consisting of 26 contiguous
mineral claims and 4 pending contiguous mineral claims located 40
kilometres northwest of Val d'Or, Quebec. Consideration consists of an
aggregate of $60,000 cash payable over three years ($3,500 payable upon
execution of the agreement), an aggregate of 450,000 common shares
issuable over three years, and $25,000 work commitment within the first
year.
Insider / Pro Group Participation: N/A
TSX-X
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MONEXA TECHNOLOGIES CORP. ("MXA")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect
to a Non-Brokered Private Placement of convertible preferred shares
announced November 23, 2009:
Number of Shares: 2,675,001 Series A Preferred Shares, each of
which is redeemable into one common share of
the Company at the original issuance price
of $0.12 per share, plus accrued and unpaid
dividends on or after August 7, 2014. After
February 7, 2011, the Company may elect to
convert the Series A Preferred Shares into
common shares subject to certain conditions.
Purchase Price: $0.12 per share
Warrants: 1,284,000 share purchase warrants to
purchase 1,284,000 shares
Warrant Exercise Price: $0.36 for a five year period
Number of Placees: 5 placees
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P # of Shares
John Jacobson Y 2,083,333
Wendy J. D. Fletcher P 416,667
Garth Albright Y 83,334
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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NAYARIT GOLD INC. ("NYG")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at the opening, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an
announcement; 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.
TSX-X
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NAYARIT GOLD INC. ("NYG")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at 9:00 a.m. PST, February 8, 2010, shares of the Company
resumed trading, an announcement having been made over StockWatch.
TSX-X
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ORIENT VENTURE CAPITAL INC. ("OVC.P")
BULLETIN TYPE: Miscellaneous
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Further to the Exchange's Bulletin of March 6, 2009 and the Company's
press release of July 10, 2009, the Company which is a Capital Pool
Company ('CPC') is required to complete a Qualifying Transaction ('QT')
by March 8, 2010.
The records of the Exchange indicate that the Company has not yet
completed a QT. If the Company fails to complete a QT by March 8, 2010,
the Company's trading status may be changed to a halt or suspension
without further notice, in accordance with Exchange Policy 2.4 Section
14.6.
TSX-X
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PIXMAN NOMADIC MEDIA INC. ("PMN.H")
(formerly Pixman Nomadic Media Inc. ("PMN"))
BULLETIN TYPE: Transfer and New Addition to NEX, Symbol Change, Remain
Suspended
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
In accordance with TSX Venture Policy 2.5, the Company has not maintained
the requirements for a TSX Venture Tier 2 company. Therefore, effective
Tuesday, February 9, 2010, the Company's listing will transfer to NEX,
the Company's Tier classification will change from Tier 2 to NEX, and the
Filing and Service Office will change from Montreal to NEX.
As of February 9, 2010, the Company is subject to restrictions on share
issuances and certain types of payments as set out in the NEX policies.
The trading symbol for the Company will change from PMN to PMN.H. There
is no change in the Company's name, no change in its CUSIP number and no
consolidation of capital. The symbol extension differentiates NEX symbols
from Tier 1 or Tier 2 symbols within the TSX Venture market.
Further to the TSX Venture Bulletin dated November 3, 2009, trading in
the Company's securities will remain suspended. Please refer to the
Company's press release dated February 4, 2010 for further information.
Members are prohibited from trading in the securities of the Company
during the period of the suspension or until further notice.
TSX-X
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RED ROCK ENERGY INC. ("RRK")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect
to a Non-Brokered Private Placement announced January 12, 2010:
Number of Shares: 10,044,928 common shares
Purchase Price: $0.10 per unit
Warrants: 5,022,464 share purchase warrants to
purchase 5,022,464 shares
Warrant Exercise Price: $0.18 for a period of two years
Number of Placees: 10 placees
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P / # of Units
David Pinkman Y 500,000
Wayne McNeill P 2,000,000
Olson Holdings Ltd. P 1,000,000
Tasha Cacic P 1,000,000
Sandy Loutitt Y 1,000,000
Finder's Fee: CIBC Wood Gundy - $35,000 cash
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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RENEGADE PETROLEUM LTD. ("RPL")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
The TSX Venture Exchange ("the Exchange") accepts for filing
documentation pursuant to a Share Purchase and Sale Agreement (the
"Agreement") between the Company and Duce Oil Ltd. (the "Vendor"), a
private oil and gas company with oil and gas interests in Saskatchewan
and North Dakota. Pursuant to the terms of the Agreement the Company will
acquire all of the issued and outstanding shares of the Vendor as well as
working interests of the Vendor's minority working interest partners.
Consideration will be $31,400,000 in cash and the issuance of 1,650,000
of the Company's shares at a deemed price of $2.00 per share.
TSX-X
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SAGE GOLD INC. ("SGX")
BULLETIN TYPE: Private Placement-Brokered
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect
to a Brokered Private Placement announced December 18, 2009:
Number of Shares: 13,400,000 flow-through shares
Purchase Price: $0.06 per flow-through share
Warrants: 13,400,000 share purchase warrants to
purchase 13,400,000 shares
Warrant Exercise Price: $0.10 in the first year
$0.12 in the second year
Number of Placees: 4 placees
Agent's Fee: An aggregate of $52,320 and 1,072,000 broker
options payable to Limited Market Dealer
Inc. and Trinity Wood Capital Corporation.
Each broker option is exercisable into one
unit at a price of $0.06 per unit for a
period of two years. Each unit consists of
one common share and one common share
purchase warrant. Each warrant is
exercisable into one common share at a price
of $0.10 per share in the first year and at
a price of $0.12 per share in the second
year.
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), 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). 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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SEDEX MINING CORP. ("SDN")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect
to the second and final tranche of a Non-Brokered Private Placement
announced November 24, 2009 and amended January 6, 2010:
Number of Shares: 10,300,000 flow through shares
3,750,000 non flow through shares
Purchase Price: $0.05 per share
Warrants: 14,050,000 share purchase warrants to
purchase 14,050,000 shares
Warrant Exercise Price: $0.10 for the first two year period
$0.15 in the third year
$0.20 in the fourth year
Number of Placees: 12 placees
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P / # of Shares
Hastings Management Corp Y 1,000,000 non flow through shares
(Richard W. Hughes) 9,800,000 flow through shares
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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SEMCAN INC. ("STT.RT")
BULLETIN TYPE: Delist
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange (the "Exchange") bulletins dated
January 6, 2010 and February 4, 2010, the rights of Semcan Inc. (the
"Company") will be delisted from the Exchange as the Company will not be
proceeding with the transaction. The rights will be delisted effective at
the close of business on February 8, 2010.
For further information, please refer to the Company's press release
dated January 26, 2010.
TSX-X
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TOPTENT INC. ("TPT.H")
(formerly Toptent Inc. ("TPT"))
BULLETIN TYPE: Transfer and New Addition to NEX, Symbol Change, Remain
Suspended
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
In accordance with TSX Venture Policy 2.5, the Company has not maintained
the requirements for a TSX Venture Tier 2 company. Therefore, effective
Tuesday, February 9, 2010, the Company's listing will transfer to NEX,
the Company's Tier classification will change from Tier 2 to NEX, and the
Filing and Service Office will change from Montreal to NEX.
As of February 9, 2010, the Company is subject to restrictions on share
issuances and certain types of payments as set out in the NEX policies.
The trading symbol for the Company will change from TPT to TPT.H. There
is no change in the Company's name, no change in its CUSIP number and no
consolidation of capital. The symbol extension differentiates NEX symbols
from Tier 1 or Tier 2 symbols within the TSX Venture market.
Further to the TSX Venture Bulletin dated October 15, 2009, trading in
the Company's securities will remain suspended. Please refer to the
Company's news release of December 16, 2009 for further information.
Members are prohibited from trading in the securities of the Company
during the period of the suspension or until further notice.
TSX-X
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WEST FOURTH CAPITAL INC. ("WTF.P")
BULLETIN TYPE: Miscellaneous
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Further to the Exchange's Bulletin of March 6, 2009 and the Company's
press release of April 28, 2009, the Company which is a Capital Pool
Company ('CPC') is required to complete a Qualifying Transaction ('QT')
by March 8, 2010.
The records of the Exchange indicate that the Company has not yet
completed a QT. If the Company fails to complete a QT by March 8, 2010,
the Company's trading status may be changed to a halt or suspension
without further notice, in accordance with Exchange Policy 2.4 Section
14.6.
TSX-X
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WEST HAWK DEVELOPMENT CORP. ("WHD")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
TSX Venture Tier 2 Company
Effective at 11:57 a.m. PST, February 2010, trading in the shares of the
Company was halted at the request of the Company, pending an
announcement; 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.
TSX-X
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NEX COMPANIES
ARCLAND RESOURCES INC. ("ADR.H")
BULLETIN TYPE: Remain Halted
BULLETIN DATE: February 8, 2010
NEX Company
Further to TSX Venture Exchange Bulletin dated February 5, 2010,
effective at 6:52 a.m. PST, February 8, 2010 trading in the shares of the
Company will remain halted pending receipt and review of acceptable
documentation regarding the Change of Business and/or Reverse Takeover
pursuant to Listings Policy 5.2.
TSX-X
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FIBRE-CROWN MANUFACTURING INC. ("FBR.H")
BULLETIN TYPE: Halt
BULLETIN DATE: February 8, 2010
NEX Company
Effective at the opening, February 8, 2010, trading in the shares of the
Company was halted at the request of the Company, pending an
announcement; 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.
TSX-X
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GFM RESOURCES LIMITED ("GFM.H")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE: February 8, 2010
NEX Company
Further to the Company's news release dated January 18, 2010, the TSX
Venture Exchange (the "Exchange") has approved the following three
transactions:
Private Placement-Non-Brokered, Convertible Debenture/s
TSX Venture Exchange has accepted for filing documentation with respect
to a Non-Brokered Private Placement announced January 18, 2010 in regards
to a convertible loan issued in 2007:
Convertible Debenture $210,000
Conversion Price: Convertible into common shares at an average
weighted price of $0.38 of principal
outstanding
Maturity date: Five years from date of issuance
Interest rate: Prime
Number of Placees: 1 placee
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P / Principal Amount
Grupo Ferrominero, S.A. De C.V. Y $210,000
(Jose Antonio Rivera)
Private Placement-Non-Brokered, Convertible Debenture/s
TSX Venture Exchange has accepted for filing documentation with respect
to a Non-Brokered Private Placement announced January 18, 2010 in regards
to a convertible loan issued in 2008:
Convertible Debenture $170,000
Conversion Price: Convertible into common shares at an average
weighted price of $0.14 of principal
outstanding
Maturity date: Five years from date of issuance
Interest rate: Prime
Number of Placees: 1 placee
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P / Principal Amount
Grupo Ferrominero, S.A. De C.V. Y $170,000
(Jose Antonio Rivera)
Private Placement-Non-Brokered, Convertible Debenture/s
TSX Venture Exchange has accepted for filing documentation with respect
to a Non-Brokered Private Placement announced January 18, 2010 in regards
to a convertible loan issued in 2009:
Convertible Debenture $230,000
Conversion Price: Convertible into units consisting of one
common share and one common share purchase
warrant at a price of $0.10 of principal
outstanding.
Maturity date: Five years from date of issuance
Warrants Each warrant will have a term of one year
from the date of issuance of the notes and
entitle the holder to purchase one common
share. The warrants are exercisable at the
price of $0.10
Interest rate: Prime
Number of Placees: 1 placee
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P / Principal Amount
Grupo Ferrominero, S.A. De C.V. Y $230,000
(Jose Antonio Rivera)
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company
must issue a news release announcing the closing of the private
placements and setting out the expiry dates of the hold period(s). The
Company must also issue a news release if the private placements do not
close promptly.
TSX-X
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GFM RESOURCES LIMITED ("GFM.H")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: February 8, 2010
NEX Company
TSX Venture Exchange has accepted for filing the Company's proposal to
issue 221,749 shares to settle outstanding debt for $93,255.20.
Number of Creditors: 1 Creditor
Insider / Pro Group Participation:
Insider=Y / Amount Deemed Price # of
Creditor Progroup=P Owing per Share Shares
Grupo Ferrominero, S.A.
De C.V. Y $93,255.20 $0.42 221,749
(Jose Antonio Rivera)
TSX-X
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UPPER CANADA GOLD CORPORATION ("UCC")
(formerly Washmax Corp. ("WMC.H"))
BULLETIN TYPE: Reverse Takeover-Completed, Shares for Debt, Private
Placement- Non-Brokered, Name Change and Consolidation, Graduation from
NEX to TSX Venture, Resume Trading
BULLETIN DATE: February 8, 2010
NEX Company
The common shares of the Company have been halted from trading since
August 4, 2009, pending completion of a Reverse Take-Over.
The TSX Venture Exchange has accepted for filing the Company's Reverse
Take-Over ("RTO"), which includes the following transactions:
Acquisition of the Dingman Property, Ontario:
Further to an option agreement between the Company and Opawica
Explorations Inc. ("Opawica") dated July 31, 2009; the Company has
acquired from Opawica the Dingman gold property, Ontario in exchange for
46,979,007 pre-consolidation common shares in the Company. A finder's fee
of 500,000 pre-consolidation common shares was paid to the Sheridan Group
Limited.
Shares for debt:
The Company has issued 3,633,044 post-consolidation common shares to
settle outstanding debt for $653,948.
Number of Creditors: 3 Creditors
Insider / Pro Group Participation:
Insider=Y / Amount Deemed Price # of
Creditor Progroup=P Owing per Share Shares
Thomas Sills Y $50,000 $0.18 277,778
Patrick Churchill Y $145,950 $0.18 810,833
P.M. Holdings Ltd.
(Patrick Churchill) Y $457,998 $0.18 2,544,433
The Company has also issued an additional 1,021,790 post-consolidation
common shares at a deemed price of $0.20 per share and 510,895 common
share purchase warrants to settle outstanding debt for $204,358:
Number of Creditors: 3 Creditors
Warrants: 510,895 share purchase warrants to purchase
shares
Warrant Exercise Price: $0.40 for a two-year period
Private Placement-Non-Brokered:
The Company has completed a Non-Brokered Private Placement announced
January 19, 2010:
Number of Shares: 11,250,000 shares (post-consolidation)
Purchase Price: $0.20 per share
Warrants: 5,625,000 share purchase warrants to
purchase 5,625,000 shares
Warrant Exercise Price: $0.40 for a two-year period
Number of Placees: 14 placees
Finder's Fee: $157,500 and 787,500 warrants paid to RWS
Capital Services Inc. Each warrant is
exercisable into 1 unit at $0.20 per unit
for 2 years
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.
Graduation from NEX to TSX Venture:
The Company has met the requirements to be listed as a TSX Venture Tier
2 Company. Therefore, effective Tuesday, February 9, 2010 , 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 Toronto.
Name Change and Consolidation:
Pursuant to a resolution passed by shareholders on January 19, 2010, the
Company has consolidated its capital on a 4 old for 1 new basis. The name
of the Company has also been changed as follows.
Effective at the opening Tuesday, February 9, 2010, the common shares of
Upper Canada Gold Corporation will commence trading on TSX Venture
Exchange, and the common shares of Washmax Corp. will be delisted. The
Company is classified as an "Exploration/Development" company.
Post - Consolidation
Capitalization: Unlimited number of common shares with no
par value of which 31,737,086 shares are
issued and outstanding
Escrow: 24,396,046 common shares, and 3,875,000
common share purchase warrants
Transfer Agent: Equity Transfer & Trust Company
Trading Symbol: UCC (new)
CUSIP Number: 915583 10 8 (new)
Company Contact: Michael Churchill, President and CEO
Company Address: 1050 Bathurst Street #1
Toronto, ON M5R 3G7
Company Phone Number: (416) 678-0928
Company Fax Number: (416) 862-2659
Company Email Address: behn.conroy@uppercanadagold.com
TSX-X
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