TSX Venture Exchange Daily Bulletins for July 18, 2008
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VANCOUVER, BRITISH COLUMBIA--(Marketwire - July 18, 2008) -
TSX VENTURE COMPANIES
BEAR CREEK MINING CORPORATION ("BCM") ("BCM.WT.A") BULLETIN TYPE: Prospectus-Unit Offering, New Listing-Warrants BULLETIN DATE: July 18, 2008 TSX Venture Tier 1 Company
The Company has closed its financing pursuant to its Prospectus dated July 10, 2008 which was filed with and accepted by TSX Venture Exchange Inc., and filed with and receipted by the British Columbia, Alberta,Saskatchewan, Manitoba and Ontario Securities Commissions on July 10, 2008, pursuant to the provisions of the applicable Securities Acts (the "Offering").
TSX Venture Exchange Inc. has been advised that the Offering closed on
July 17, 2008, for gross proceeds of $24,760,500 (including the Over-
Allotment Option).
Underwriters: Haywood Securities Inc.
Canaccord Capital Corporation
Paradigm Capital Inc.
Scotia Capital Inc.
Offering: 4,855,000 units ("Units") including 630,000
Units issued pursuant to the exercise of the
Over-Allotment Option. Each Unit consisting
of one share and one-half share purchase
warrant ("Warrant"). One whole Warrant to
purchase one common share.
Unit Price: $5.10 per Unit
Warrant Exercise Price/Term: Each whole Warrant entitles the holder to
acquire one additional common share (a
"Warrant Share") of the Company at a price
of $6.25 per Warrant Share until September
15, 2009.
Underwriter's Fee: A fee equal to $0.28 per Unit from the sale of
Units under the Offering will be paid to the
Underwriters.
Over-Allotment Option: The Company granted the Underwriters an option
("Over-Allotment Option"), to purchase
additional 630,000 Units at $5.10 per Unit.
The Underwriters exercised the Over-Allotment
Option for 630,000 Units
Listing of Warrants:
Effective at the opening July 21, 2008, 2,427,500 common share purchase
warrants of the Company will commence trading on TSX Venture Exchange.
The Company is classified as a 'Mineral Exploration and Development'
company.
Corporate Jurisdiction: British Columbia
Capitalization: Unlimited warrants with no par value of which
2,427,500 warrants are issued and outstanding
pursuant to a Warrant Indenture dated
July 17, 2008
Transfer Agent: Pacific Corporate Trust Company
Trading Symbol: BCM.WT.A
CUSIP Number: 07380N 15 3
The warrants were issued pursuant to the Company's Prospectus dated July 10, 2008. Each warrant entitles the holder to purchase one common share of the Company at a price of $6.25 per share and will expire on September 15, 2009.
TSX-X
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BRAZAURO RESOURCES CORPORATION ("BZO")
BULLETIN TYPE: Property-Asset or Share Disposition Agreement
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange Inc. has accepted for filing an option agreement (the "Agreement") among Brazauro Resources Corporation (the "Company"), Eldorado Gold Corporation ("Eldorado"), Jaguar Resources Do Brasil Ltda and Mineracao Cachambix Ltda dated June 8, 2008. Under the Agreement, the Company has agreed to dispose of an aggregate 75% interest in the Company's Tocantinzinho gold project (the "Project") located in the Tapajos District, Para State, Brazil. Under the Agreement, Eldorado is required to (i) complete an $8.36 million private placement into the Company (see below); (ii) incur $9.5 million in expenditures or pay an equivalent amount in cash in lieu thereof over a two year period; and (iii) pay $40 million to the Company to acquire an initial 60% interest in the Project (the "First Option"). A joint venture (the "Joint Venture") will be formed on exercise of the First Option and the parties will contribute to expenditures according to their respective participating interests.
Subject to the exercise of the First Option, Eldorado will have a further option (the "Second Option") to acquire an additional 10% interest in the Project, exercisable for 90 days after a decision is taken by a management committee, established under the Joint Venture, to construct a mine in accordance with a feasibility study and approved mine proposal (the "Construction Decision"). In order to exercise the Second Option, Eldorado must pay a minimum of $30 million (the "Second Option Price") to the Company. The Second Option Price will increase to $35 million if the feasibility study on which the Construction Decision is based outlines proven and probable reserves of 2.0 to 2.5 million troy ounces of gold and will increase to $40 million if the feasibility study outlines proven and probable reserves in excess of 2.5 million troy ounces of gold.
Subject to the exercise by Eldorado of the First Option and Second Option, Eldorado will have a further and final option to acquire an additional 5% interest in the Project on or before the second anniversary of the Construction Decision by paying $20 million to the Company.
For further information, please refer to the Company's news release of July 9, 2008 which is available under the Company's profile on SEDAR.
Insider / Pro Group Participation: None
TSX-X
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BRIGHTER MINDS MEDIA INC. ("BRI")
(formerly Brighter Minds Media Inc. ("BRI"))
BULLETIN TYPE: Consolidation
BULLETIN DATE: July 18, 2008
TSX Venture Tier 1 Company
Pursuant to a special resolution passed by shareholders June 19, 2008, the Company has consolidated its capital on a 10 old for 1 new basis and has subsequently increased its authorized capital. The name of the Company has not been changed.
Effective at the opening July 21, 2008, the common shares of Brighter
Minds Media Inc. will commence trading on TSX Venture Exchange on a
consolidated basis. The Company is classified as a 'Media Services'
company.
Post - Consolidation
Capitalization: Unlimited shares with no par value of which
6,920,012 shares are issued and outstanding
Escrow 1,097,170 shares
Transfer Agent: Equity Transfer & Trust Company
Trading Symbol: BRI (unchanged)
CUSIP Number: 10921R 20 4 (new)
TSX-X
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BTB REAL ESTATE INVESTMENT TRUST ("BTB.UN")
BULLETIN TYPE: Notice of Distribution
BULLETIN DATE: July 18, 2008
TSX Venture Tier 1 Company
The Issuer has declared the following distribution:
Distribution per Trust Unit: $0.01333 Payable Date: August 15, 2008 Record Date: July 31, 2008 Ex-Distribution Date: July 29, 2008 TSX-X
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CANADIAN SPIRIT RESOURCES INC. ("SPI")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect
to a Non-Brokered Private Placement announced June 12, June 20, and July
16, 2008:
Number of Shares: 2,493,319 Units
(Each Unit consists of one common share and
one-half of one share purchase warrant.)
400,000 flow-through shares ('FT Shares')
Purchase Price: $1.05 per Unit
$1.20 per FT Share
Warrants: 1,246,660 share purchase warrants to purchase
1,246,660 shares
Warrant Exercise Price: $1.40 for a period of 18 months from the
closing date
Number of Placees: 47 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
Michael Beaulieu P 30,000 Units
David Elliott P 76,200 Units
Mark Ernst P 41,666 FT Shares
47,619 Units
Sean Fahy P 18,334 FT Shares
Gilbert Payeur P 30,000 Units
David Shepherd P 50,000 Units
Lisa Stefani P 25,000 Units
Finders' Fees: $30,000.60 payable to Haywood Securities Inc.
$27,000 payable to Wolverton Securities Ltd.
$14,760 payable to Dubeau Capital & Cie Ltee
$9,450 payable to Lincoln Peck Financial Inc.
$7,560 payable to CIBC World Markets Inc.
$5,999.95 payable to UBS Securities Canada
Inc.
$1,260 payable to Leede Financial Markets Inc.
TSX-X
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CLOUDBENCH APPLICATIONS, INC. ("CBH")
(formerly Municipal Solutions Group, Inc. ("MSZ"))
BULLETIN TYPE: Name Change
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
Pursuant to a resolution passed by shareholders July 14, 2008, the Company has changed its name as follows. There is no consolidation of capital.
Effective at the opening, Monday, July 21, 2008, the common shares of
CloudBench Applications, Inc. will commence trading on TSX Venture
Exchange, and the common shares of Municipal Solutions Group, Inc. will
be delisted. The Company is classified as a 'Software Developer &
Marketer' company.
Capitalization: Unlimited shares with no par value of which
18,584,646 shares are issued and outstanding
Escrow: Nil shares
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol: CBH (new)
CUSIP Number: 189120 10 8 (new)
TSX-X
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DIAMONDS NORTH RESOURCES LTD. ("DDN")
BULLETIN TYPE: Private Placement-Brokered
BULLETIN DATE: July 18, 2008
TSX Venture Tier 1 Company
Further to the TSX Venture Exchange bulletin dated July 11, 2008 the Company has amended the following with regard to the first tranche of a Brokered Private Placement announced June 19, June 20 and June 25 of 2008:
Insider / Pro Group Participation: Mr. Lawrence Rotenberg is NOT considered as a Pro.
TSX-X
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EFT CANADA INC. ("EFT")
BULLETIN TYPE: Halt
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
Effective at 9:07 a.m. PST, July 18, 2008, trading in the shares of the Company was halted, pending clarification of 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.
TSX-X
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GREAT WESTERN MINERALS GROUP LTD. ("GWG")
BULLETIN TYPE: Private Placement-Non-Brokered, Private Placement-
Brokered, Amendment
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
Further to the bulletin dated September 28, 2006, TSX Venture Exchange has accepted an amendment to warrants issued pursuant to a private placement of 2,709,369 shares and 706,628 share purchase warrants:
Warrants: 706,628 share purchase warrants
Current Warrant
Exercise Terms: $0.60 per share until September 27, 2008
Amendment: During a 30 day period commencing July 21,
2008 and ending August 19, 2008, the
Warrants will be exercisable at a price of
$0.275 for one share and one half of one
additional warrant ("Incentive Warrant").
Each whole Incentive Warrant will be
exercisable for one common share at a price
of $0.35 per share for a 24 month period. If
the Warrants are not exercised during the
30 day period, the Warrants will continue to
be exercisable under the Current Warrant
Exercise Terms until expiry.
Further to the bulletins dated December 11, 2006 and December 21, 2006,
TSX Venture Exchange has accepted an amendment to warrants issued
pursuant to a private placement of 5,593,000 shares and 5,593,000 share
purchase warrants:
Warrants: 1,049,000 share purchase warrants
Current Warrant
Exercise Terms: $0.60 per share until December 6, 2008 and
December 19, 2008
Amendment: During a 30 day period commencing July 21,
2008 and ending August 19, 2008, the Warrants
will be exercisable at a price of $0.275
for one share and one half of one additional
warrant ("Incentive Warrant"). Each whole
Incentive Warrant will be exercisable for one
common share at a price of $0.35 per share for
a 24 month period. If the Warrants are not
exercised during the 30 day period, the
Warrants will continue to be exercisable under
the Current Warrant Exercise Terms until
expiry.
Further to the bulletins dated December 11, 2006 and December 21, 2006,
TSX Venture Exchange has accepted an amendment to warrants issued
pursuant to a private placement of 5,593,000 shares and 5,593,000 share
purchase warrants:
Warrants: 4,544,000 share purchase warrants
Current Warrant
Exercise Terms: $0.70 per share until December 6, 2008 and
December 19, 2008
Amendment: During a 30 day period commencing July 21,
2008 and ending August 19, 2008, the Warrants
will be exercisable at a price of $0.275 for
one share and one half of one additional
warrant ("Incentive Warrant"). Each whole
Incentive Warrant will be exercisable for one
common share at a price of $0.35 per share for
a 24 month period. If the Warrants are not
exercised during the 30 day period, the
Warrants will continue to be exercisable under
the Current Warrant Exercise Terms until
expiry.
Further to the bulletin dated March 14, 2007, TSX Venture Exchange has accepted an amendment to warrants issued pursuant to a private placement of 475,000 shares and 475,000 share purchase warrants:
Warrants: 475,000 share purchase warrants
Current Warrant
Exercise Terms: $0.43 per share until March 2, 2009
Amendment: During a 30 day period commencing July 21,
2008 and ending August 19, 2008, the Warrants
will be exercisable at a price of $0.275
for one share and one half of one additional
warrant ("Incentive Warrant"). Each whole
Incentive Warrant will be exercisable for one
common share at a price of $0.35 per share for
a 24 month period. If the Warrants are not
exercised during the 30 day period, the
Warrants will continue to be exercisable under
the Current Warrant Exercise Terms until
expiry.
Further to the bulletin dated May 31, 2007, TSX Venture Exchange has accepted an amendment to warrants issued pursuant to a private placement of 3,911,175 shares and 3,911,175 share purchase warrants:
Warrants: 3,911,175 share purchase warrants
Current Warrant
Exercise Terms: $0.55 per share until May 18, 2009
Amendment: During a 30 day period commencing July 21,
2008 and ending August 19, 2008, the Warrants
will be exercisable at a price of $0.275 for
one share and one half of one additional
warrant ("Incentive Warrant"). Each whole
Incentive Warrant will be exercisable for one
common share at a price of $0.35 per share for
a 24 month period. If the Warrants are not
exercised during the 30 day period, the
Warrants will continue to be exercisable under
the Current Warrant Exercise Terms until
expiry.
Further to the bulletin dated June 29, 2007, TSX Venture Exchange has accepted an amendment to warrants issued pursuant to a private placement of 2,547,500 shares and 2,547,500 share purchase warrants:
Warrants: 2,547,500 share purchase warrants
Current Warrant
Exercise Terms: $0.55 per share until June 26, 2009
Amendment: During a 30 day period commencing July 21,
2008 and ending August 19, 2008, the Warrants
will be exercisable at a price of $0.275
for one share and one half of one additional
warrant ("Incentive Warrant"). Each whole
Incentive Warrant will be exercisable for one
common share at a price of $0.35 per share for
a 24 month period. If the Warrants are not
exercised during the 30 day period, the
Warrants will continue to be exercisable under
the Current Warrant Exercise Terms until
expiry.
Further to the bulletin dated July 23, 2007, TSX Venture Exchange has accepted an amendment to warrants issued pursuant to a private placement of 1,050,000 shares and 1,050,000 share purchase warrants:
Warrants: 1,050,000 share purchase warrants
Current Warrant
Exercise Terms: $0.55 per share until July 18, 2009
Amendment: During a 30 day period commencing July 21,
2008 and ending August 19, 2008, the Warrants
will be exercisable at a price of $0.275
for one share and one half of one additional
warrant ("Incentive Warrant"). Each whole
Incentive Warrant will be exercisable for one
common share at a price of $0.35 per share for
a 24 month period. If the Warrants are not
exercised during the 30 day period, the
Warrants will continue to be exercisable under
the Current Warrant Exercise Terms until
expiry.
Further to the bulletin dated August 30, 2007, TSX Venture Exchange has accepted an amendment to warrants issued pursuant to a private placement of 24,437,500 shares and 24,437,500 share purchase warrants:
Warrants: 24,427,500 share purchase warrants
Current Warrant
Exercise Terms: $0.55 per share until August 14, 2009
Amendment: During a 30 day period commencing July 21,
2008 and ending August 19, 2008, the Warrants
will be exercisable at a price of $0.275
for one share and one half of one additional
warrant ("Incentive Warrant"). Each whole
Incentive Warrant will be exercisable for one
common share at a price of $0.35 per share for
a 24 month period. If the Warrants are not
exercised during the 30 day period, the
Warrants will continue to be exercisable under
the Current Warrant Exercise Terms until
expiry.
TSX-X
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I-MINERALS INC. ("IMA")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced May 29, 2008:
Number of Shares: 1,510,032 shares
Purchase Price: $0.60 per share
Warrants: 1,510,032 share purchase warrants to purchase
1,510,032 shares
Warrant Exercise Price: $0.70 for a two year period
Number of Placees: 10 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
Brent Thomson Family
Trust (Brent Thomson) Y 166,700
William Filtness Y 20,000
BV Natural Resources
LP (Allan Ball) Y 100,000
Finder's Fee: 8,000 shares with 8,000 share purchase
warrants attached to purchase 8,000 shares
@ $0.70 for a two year period payable
to Pathfinder Ventures Corporation (Greg
Andrews)
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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INTERNATIONAL KIRKLAND MINERALS INC. ("IKI")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 17, 2008:
Number of Shares: 2,000,000 flow-through shares
Purchase Price: $0.12 per share
Warrants: 2,000,000 share purchase warrants to purchase
2,000,000 shares
Warrant Exercise Price: $0.16 for a one year period
Number of Placees: 37 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
Alexander Bain Y 100,000
Donald Clark Y 130,000
OPW Acquisition Corp. Y 130,000
Jonathan Samuda Y 75,000
Paul Antoniazzi Y 160,000
Edward Reisner P 50,000
Jock McDermid P 60,000
Finders' Fees: $1,590, 13,250 shares and 13,250 warrants
payable to Lee Johnson
$900, 7,500 shares and 7,500 warrants payable
to Canaccord Capital
$3,300, 27,500 shares and 27,500 warrants
payable to Bolder Investment Partners
- Each warrant is exercisable at $0.16 for a
one 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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LEISURE CANADA INC. ("LCN")
BULLETIN TYPE: Private Placement-Brokered
BULLETIN DATE: July 18, 2008
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced December 21, 2007:
Number of Shares: 60,000,000 shares
Purchase Price: $0.25 per share
Warrants: 30,000,000 share purchase warrants to purchase
30,000,000 shares
Warrant Exercise Price: $0.35 in the first two years, $0.40 in the
third year, $0.45 in the fourth year
Number of Placees: 1 placee
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
Profile World Limited
(Nassar Hussain /
Imtiaz Khoda / Y 60,000,000
Zubair Mostafa /
Inayat Munshi /
Mohammed Patel)
Finder's Fee: $500,000 in cash and 2,000,000 common shares
of the Issuer payable to each MAC Capital Ltd.
(Robert McMillen) and Killik & Co. (Middle
East & Asia) LLP (John McGaw).
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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LIONS GATE METALS INC. ("LGM")
(formerly Fortress Base Metals Corp. ("FBM"))
BULLETIN TYPE: Name Change
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
Pursuant to a resolution passed by the Directors on July 7, 2008, the Company has changed its name as follows. There is no consolidation of capital.
Effective at the opening on July 21, 2008, the common shares of Lions Gate Metals Inc. will commence trading on TSX Venture Exchange, and the common shares of Fortress Base Metals Corp. will be delisted. The Company is classified as a 'Mineral Exploration/Development' company.
Capitalization: Unlimited shares with no par value of which
10,046,317 shares are issued and outstanding
Escrow: Nil
Transfer Agent: Computershare Trust Company of Canada
Trading Symbol: LGM (new)
CUSIP Number: 53626Q 10 5 (new)
TSX-X
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LOOK COMMUNICATIONS INC. ("LOK.A")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: July 18, 2008
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing the Company's proposal to issue 308,822 subordinate voting shares at a deemed price of $0.4757 per share, to settle an outstanding debt of $146,910.77, further to the press release dated April 25, 2008. These shares are to be issued in payment of interest due as of June 30, 2008, on convertible debentures issued in February 2004 pursuant to a right offering made by the Company.
Number of Creditors: 21 creditors
Insider / Pro Group Participation:
Creditor Insider equals Y / Amount Deemed Price Number of
Pro Group equals P Owing per Share Shares
4101 Investments
Ltd. (Barbara
Ann Cytrynbaum) Y $70.19 $0.4757 147
Michael Cytrynbaum Y $631.72 $0.4757 1,328
Barbara Ann
Cytrynbaum Y $631.72 $0.4757 1,328
UBS Wireless
Services Inc.
(Unique Broadband
Systems Inc.) Y $105,287.22 $0.4757 221,331
96347 Canada Inc. Y $7,019.15 $0.4757 14,755
Malcolm Buxton-Forman Y $1,087.97 $0.4757 2,287
The Company has issued a press release dated July 9, 2008 announcing that the shares have been issued.
LOOK COMMUNICATIONS INC. ("LOK.A")
TYPE DE BULLETIN : Emission d'actions en reglement d'une dette
DATE DU BULLETIN : Le 18 juillet 2008
Societe du groupe 1 de TSX Croissance
Bourse de croissance TSX a accepte le depot de la documentation de la societe en vertu de l'emission proposee de 308 822 actions a droit de vote subordonne au prix repute de 0,4757 $ l'action, en reglement d'une dette de 146 910,77 $, suite au communique de presse du 25 avril 2008. Ces actions seront emises en paiement d'interets dus en date du 30 juin 2008 relativement a des debentures convertibles emises en fevrier 2004 en vertu d'une offre de droits effectuee par la societe.
Nombre de creanciers : 21 creanciers
Participation initie / Groupe Pro :
Initie egale Y / Montant Prix par Nombre
Creancier Groupe Pro egale P du action d'actions
4101 Investments
Ltd. (Barbara
Ann Cytrynbaum) Y $70,19 $0,4757 147
Michael Cytrynbaum Y $631,72 $0,4757 1 328
Barbara Ann
Cytrynbaum Y $631,72 $0,4757 1 328
UBS Wireless
Services Inc.
(Unique Broadband
Systems Inc.) Y $105 287,22 $0,4757 221 331
96347 Canada Inc. Y $7 019,15 $0,4757 14 755
Malcolm Buxton-Forman Y $1 087,97 $0,4757 2 287
La societe a emis un communique de presse le 9 juillet 2008 annoncant que les actions ont ete emises.
TSX-X
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LUCARA DIAMOND CORP. ("LUC")
BULLETIN TYPE: New Listing-Shares
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
Effective at the opening July 21, 2008, the common shares of the Company will commence trading on TSX Venture Exchange. The Company is classified as a 'metals and minerals - mining' company.
The Company is presently trading on CNQ.
Corporate Jurisdiction: British Columbia
Capitalization: unlimited common shares with no par value of
which 58,430,665 common shares are issued and
outstanding
Escrowed Shares: NIL common shares
Transfer Agent: Computershare Investor Services, Inc.
Trading Symbol: LUC
CUSIP Number: 54928Q 10 8
For further information, please refer to the Company's Listing Application dated June 27, 2008.
Company Contact: Sophia Shane
Company Address: 2101, 885 West Georgia Street
Vancouver, BC, V6C 3E8
Company Phone Number: 604 689-7842
Company Fax Number: 604 689-4250
Company Email Address: sophias@namdo.com
TSX-X
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LUND GOLD LTD. ("LGD")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing an option agreement dated May 15, 2008 between Lund Gold Ltd. (the 'Company'), Daniel Courtney, Duncan Michano, William Michano, and Brian Gionet, whereby the Company will acquire a 100% interest in the Blackfox property comprised of nine continuous unpatented mining claims (72 units) located within Tuuri Twp., Thunder Bay Mining Division, Ontario.
Total consideration consists of $85,000 in cash payments over three years and 300,000 shares of the Company to be issued as to 100,000 shares upon Exchange approval, 100,000 shares by May 15, 2009, and 100,000 shares upon a positive feasibility study.
In addition, there is a 2.5% net smelter return relating to the acquisition. The Company may at any time purchase 1% of the net smelter return for $1,000,000 in order to reduce the total net smelter return to 1.5%.
TSX-X
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MUNICIPAL SOLUTIONS GROUP, INC. ("MSZ")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced January 18, 2008:
Convertible Debenture $1,000,000
Conversion Price: Convertible into common shares of the Issuer
at $0.25 of principal outstanding.
Maturity date: 18 months from date of closing
Interest rate: 12% per annum
Number of Placees: 2 placees
Insider / Pro Group Participation:
Insider equals Y / Name ProGroup equals P / Principal Amount Pender Growth Fund (VCC) Inc. Y $950,000 Entrepreneurial Strategic Planners (ESP) Inc. Y $50,000 (David Kramer)
As noted in the Company's June 3, 2008 news release, the above convertible debenture has been amended such that the conversion price has been reduced from $0.25 per share to $0.175 per share.
TSX-X
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MUNICIPAL SOLUTIONS GROUP, INC. ("MSZ")
BULLETIN TYPE: Property-Asset or Share Disposition Agreement, Redemption
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation respective to the sale of certain assets and the shares of its wholly owned subsidiary, Municipal Software Corporation, to N. Harris Computer Corporation pursuant to an Intellectual Property Purchase Agreement dated June 3, 2008. Consideration is comprised of a cash payment of up to $5,350,000 of which $4,350,000 has been paid at closing. The residual $1,000,000 represents holdbacks (the "Holdbacks") which may be paid as to $250,000 and $750,000 within 90 days and 18 months after closing.
In conjunction with the closing, holders of 4,288,408 shares of the company will have their shares redeemed for: a) a payment of $0.144 per share; and b) a subscription receipt entitling the holder to any amounts received by the Company with respect to the Holdbacks.
The shareholders of the Company approved the noted transactions on July 14, 2008 by way of Special Resolutions.
TSX-X
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NOVEKO INTERNATIONAL INC. ("EKO")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: July 18, 2008
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing the documentation relating to an agreement dated July 17, 2008, between the Company, Mr. Mourad Ramdane and BLT Capital Inc., for the acquisition of all the issued and outstanding shares of SARL Noveko Algerie ("Noveko Algerie"), in consideration of 240,000 class A shares. Before that transaction, 50% of Noveko Algerie was owned by Mourad Ramdane and 50% by BLT Capital Inc., itself equally held by three officers of the Company, namely Andre Leroux, Alain Bolduc and Jacques Tessier.
A finder's fee consisting of 16,800 class A shares has been paid to PBA International Inc., a holding company controlled by Mr. Pierre Bergeron.
For further information, please refer to the Company's press releases dated June 25, 2008 and July 18, 2008.
NOVEKO INTERNATIONAL INC. ("EKO")
TYPE DE BULLETIN : Convention d'achat de propriete, d'actif ou d'actions
DATE DU BULLETIN : Le 18 juillet 2008
Societe du groupe 1 de TSX Croissance
Bourse de croissance TSX a accepte le depot de documents en vertu d'une convention de vente d'actions datee du 17 juillet 2008 entre la societe, M. Mourad Ramdane et BLT Capital inc., relativement a l'acquisition de toutes les actions emises et en circulation de SARL Noveko Algerie ("Noveko Algerie"), en consideration de 240 000 actions categorie A. Avant cette transaction, 50 % de Noveko Algerie etait detenue par M. Mourad Ramdane et 50 % par BLT Capital inc., elle-meme possedee a parts egales par trois dirigeants de la societe nommement MM. Andre Leroux, Alain Bolduc et Jacques Tessier.
Un honoraire d'intermediation constitue de 16 800 actions categorie A a ete verse a PBA International inc., une societe de gestion controlee par M. Pierre Bergeron.
Pour de plus amples renseignements, veuillez vous referer aux communiques de presse dates des 25 juin 2008 et 18 juillet 2008.
TSX-X
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PACIFIC IRON ORE CORPORATION ("POC")
(formerly Klondike Capital Corp. ("KLC.P"))
BULLETIN TYPE: Resume Trading, Qualifying Transaction-Completed/New
Symbol, Private Placement-Brokered, Name Change, Company Tier
Reclassification
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
Resume Trading:
The common shares of the Company have been halted from trading since March 11, 2008, pending completion of a Qualifying Transactions (QT). In conjunction with the completion of the QT, the common shares will resume trading effective at the opening on July 21, 2008.
TSX Venture Exchange has accepted for filing the Company's Qualifying Transaction described in its Information Circular dated May 30, 2008. As a result, at the opening on July 21, 2008, the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following:
Qualifying Transaction-Completed:
Pursuant to a non-arm's length amalgamation agreement dated April 11, 2008, the Company and Emerald Fields Resource Corporation ("Emerald Fields") completed a business combination to form Pacific Iron Ore Corporation ("Pacific Iron"). Pursuant to the amalgamation, the former securityholders of the Company have received one (1) Pacific Iron share for every 1.5 shares of the Company held and the former securityholders of Emerald Fields have received one (1) Pacific Iron share for every one (1) share of the Emerald Fields held. The former securityholders of Emerald Fields have been issued 35,742,461 Pacific Iron shares at a deemed price of $0.40 per share for a total deemed consideration of $14,296,984 of which 27,801,152 Pacific Iron shares will be subject to a TSX Venture Exchange Tier 1 Value Security escrow agreement.
The Exchange has been advised that the above transactions, approved by shareholders on July 3, 2008 have been completed.
For further information, please refer to the Company's Information Circular dated May 30, 2008 as filed on SEDAR.
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P # of Shares
R. Bonnycastle Y 21,301,152
Todd Montgomery Y 1,150,000
Leonard Cornez Y 1,000,000
Ron Netolitzky Y 2,800,000
Brent Walter Y 1,150,000
Jeffrey Austin Y 250,000
Carolyn Dahl Y 150,000
In addition, the Exchange has accepted for filing the following:
Private Placement-Brokered:
TSX Venture Exchange has accepted for filing documentation with respect
to a Brokered Private Placement announced March 12, 2008 and June 13,
2008:
Number of Shares: 5,221,000 shares
8,979,000 flow-through shares
Purchase Price: $0.40 per share
$0.50 per flow-through share
Number of Placees: 136 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
Ron Netolitzky Y 100,000
Cavendish Investing Ltd.
(R. Bonnycastle) Y 1,000,000
Leonard Cornez Y 80,000
Agents' Fees: Blackmont Capital Inc., Acumen Capital
Finance Partners Limited and P.I. Financial
Corp. have been paid an aggregate cash
commission of $421,103 and have been issued
an aggregate total of 1,136,000 broker
warrants. Each broker warrant entitles the
holder to purchase 1 common share at a price
of $0.40 expiring on January 8, 2010.
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.
Name Change:
Pursuant to a resolution passed by shareholders on July 3, 2008 approving the amalgamation, the Company has changed its name as follows. As a result of the amalgamation the Company has effectively consolidated its capital on a 1.5 old for 1 new basis.
Effective at the opening on July 21, 2008, the common shares of Pacific Iron Ore Corporation will commence trading on TSX Venture Exchange, and the common shares of Klondike Capital Corp. will be delisted.
Capitalization: Unlimited shares with no par value of which
51,609,128 shares are issued and outstanding
Escrow: 28,467,820 shares
Transfer Agent: Olympia Trust Company
Trading Symbol: POC (new)
CUSIP Number: 694459 10 8 (new)
The Company is classified as a "mining" company.
Company Tier Reclassification:
In accordance with Policy 2.5, the Company has met the requirements for a Tier 1 company. Therefore, effective July 21, 2008, the Company's Tier classification will change from Tier 2 to:
Classification
Tier 1
Company Contact: Leonard Cornez
Company Address: 4615, 400-3rd Avenue S.W.
Calgary, Alberta, T2P 4H2
Company Phone Number: (403) 269-6975
Company Fax Number: (403) 265-2887
Company Email Address: lcornez@cavendishinvesting.com
TSX-X
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PETROSTAR PETROLEUM CORPORATION ("PEP")
BULLETIN TYPE: Company Tier Reclassification
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
In accordance with Policy 2.5, the Company has met the requirements for a Tier 1 company. Therefore, effective July 21, 2008, the Company's Tier classification will change from Tier 2 to:
Classification Tier 1 TSX-X
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REGAL ENERGY LTD. ("REG")
(formerly Regal Energy Ltd. ("REG"), G2 Resources Inc. ("GRT"))
BULLETIN TYPE: Plan of Arrangement, Private Placement-Brokered, Delist
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Companies
Plan of Arrangement:
Pursuant to a special resolution passed by the shareholders of G2 Resources Inc. ("G2 Resources") on July 9, 2008, G2 Resources and Regal Energy Ltd. ("Regal Energy") have completed a plan of arrangement (the "Arrangement") under Section 193 of the Business Corporations Act (Alberta). The Arrangement was completed on July 10, 2008, and has resulted in the business combination of G2 Resources and Regal Energy, such that G2 Resources has become a wholly-owned subsidiary of Regal Energy. Under the terms of the Arrangement, each holder of common shares of G2 Resources (the "G2 Shares") received 2 common shares of Regal Energy for every 3 G2 Shares held. In addition, each holder of warrants of G2 Resources (the "G2 Warrants") received 2 warrants of Regal Energy for every 3 G2 Warrants held.
For further information, please refer to the information circular of G2 Resources dated May 29, 2008.
The Company is classified as an oil and gas company.
Post - Arrangement:
Capitalization: UNLIMITED common shares with no par value of
which 150,050,209 common shares are issued
and outstanding
Escrow: NIL common shares
Transfer Agent: Olympia Trust Company
Trading Symbol: REG (same)
CUSIP Number: 758765 10 1 (same)
Private Placement-Brokered:
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement of subscription receipts announced April 9, 2008, May 1, 2008 and May 23, 2008. Such subscription receipts were exchanged into units concurrently with the closing of the Arrangement.
Number of Shares: 27,500,000 common shares
Purchase Price: $0.20 per share
Warrants: 27,500,000 common share purchase warrants to
purchase 27,500,000 common shares
Warrant Exercise Price: $0.25 for a two year period
Number of Placees: 145 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
Exploration Capital
Partners 2005, LP Y 5,199,000
(Arthur Richards Rule)
Agent: Global Resources Investments Ltd.
Agent's Fee: Non-transferable compensation options to
acquire 1,650,000 units (being 6% of the
number of subscription receipts subscribed
for under the Private Placement), exercisable
at $0.20 per subscription receipt for a period
of 2 years after closing.
330,000 units (being 6% of the gross proceeds
of the Private Placement), each unit
consisting of one common share and one share
purchase warrant. Each warrant entitles the
holder to acquire one additional common share
at $0.26 per share for 24 months after closing
of the Arrangement.
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).
Delist:
Effective at the close of business, July 21, 2008, the common shares of G2 Resources will be delisted from TSX Venture Exchange at the request of G2 Resources as a result of the successful completion of the Arrangement with Regal Energy, whereby G2 Resources became a wholly-owned subsidiary of Regal Energy.
TSX-X
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ROLLING ROCK RESOURCES CORPORATION ("RLL")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: July 18, 2008
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 13, 2008:
Number of Shares: 4,500,000 flow through shares
Purchase Price: $0.16 per share
Warrants: 2,250,000 share purchase warrants to purchase
2,250,000 shares
Warrant Exercise Price: $0.45 for a one year period
Number of Placees: 5 placees
Finder's Fee: Limited Market Dealer Inc. receives $17,640
and 195,000 shares
NovaDX Ventures Corp. receives 105,000 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. (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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STOCKHOUSE INC. ("SHC")
(formerly Stockgroup Information Systems Inc. ("SWB"))
BULLETIN TYPE: Name Change
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
Pursuant to a resolution passed by shareholders June 17, 2008, the Company has changed its name as follows. There is no consolidation of capital.
Effective at the opening July 21, 2008, the common shares of Stockhouse Inc. will commence trading on TSX Venture Exchange, and the common shares of Stockgroup Information Systems Inc. will be delisted. The Company is classified as an 'Information Services' company.
Capitalization: 75,000,000 shares with no par value of which
41,695,922 shares are issued and outstanding
Escrow: 0 shares
Transfer Agent: Pacific Corporate Trust Company
Trading Symbol: SHC (new)
CUSIP Number: 861281 10 3 (new)
TSX-X
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TARGET EXPLORATION AND MINING CORP. ("TEM")
BULLETIN TYPE: Warrant Price Amendment
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has consented to the reduction in the exercise price of the following warrants:
Private Placement:
# of Warrants: 1,902,750
Original Expiry Date of Warrants: July 31, 2008
New Expiry Date of Warrants: July 31, 2009
Forced Exercise Provision: If the closing price for the
Company's shares is $0.72 or greater
for a period of 10 consecutive
trading days, then the warrant
holders will have 30 days to
exercise their warrants; otherwise
the warrants will expire on the 31st
day.
Original Exercise Price of Warrants: $1.50
New Exercise Price of Warrants: $0.60
These warrants were issued pursuant to a private placement of 3,805,500 shares with 1,902,750 share purchase warrants attached, which was accepted for filing by the Exchange effective July 30, 2007.
TSX-X
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TERRANE METALS CORP. ("TRX")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: July 18, 2008
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 15, 2008:
Number of Shares: 10,000,000 flow-through shares Purchase Price: $0.55 per share Number of Placees: 6 placees Finder's Fee: $192,500 payable to Anthem Capital Group 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.
TSX-X
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THE FUTURA LOYALTY GROUP INC. ("FUT")
BULLETIN TYPE: Warrant Term Extension
BULLETIN DATE: July 18, 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: 29,908,611
Original Expiry
Date of Warrants: July 31, 2008 and August 16, 2008
New Expiry Date of Warrants: November 15, 2008
Exercise Price of Warrants: $0.20
These warrants were issued pursuant to a private placement of 59,817,223 shares with 29,908,611 share purchase warrants attached, which was accepted for filing by the Exchange effective April 30, 2007.
TSX-X
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ULDAMAN CAPITAL CORP. ("ULD.P")
BULLETIN TYPE: Halt
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
Effective at 10:16 a.m. PST, July 18, 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 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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VALDOR TECHNOLOGY INTERNATIONAL INC. ("VTI")
(formerly Valdor Fiber Optics Inc. ("VFO"))
BULLETIN TYPE: Name Change and Consolidation
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
Pursuant to a resolution passed by shareholders June 20, 2008, the Company has consolidated its capital on a 6.5 old for 1 new basis. The name of the Company has also been changed as follows.
Effective at the opening, Monday, July 21, 2008, the common shares of Valdor Technology International Inc. will commence trading on TSX Venture Exchange, and the common shares of Valdor Fiber Optics Inc. will be delisted. The Company is classified as a 'Research and Development of Fiber Optic Cable Devices & Technologies' company.
Post - Consolidation
Capitalization: Unlimited shares with no par value of which
10,585,315 shares are issued and outstanding
Escrow: Nil shares
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol: VTI (new)
CUSIP Number: 919067 10 8 (new)
TSX-X
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VITREOUS GLASS INC. ("VCI")
BULLETIN TYPE: Declaration of Dividend
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
The Issuer has declared the following dividend:
Dividend per Share: $0.06 Payable Date: August 15, 2008 Record Date: August 1, 2008 Ex-Dividend Date: July 30, 2008 TSX-X
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YALE RESOURCES LTD. ("YLL")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 16, 2008:
Number of Shares: 3,650,000 shares
Purchase Price: $0.18 per share
Warrants: 3,650,000 share purchase warrants to purchase
3,650,000 shares
Warrant Exercise Price: $0.25 for a one year period
Number of Placees: 2 placees
Insider / Pro Group Participation:
Insider equals Y /
Name ProGroup equals P / # of Shares
Macquarie Bank Limited Y 2,800,000
Anglo Pacific Group PLC Y 850,000
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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YONGE STREET CAPITAL CORP. ("YSC.P")
BULLETIN TYPE: Notice - QT Not Completed - Approaching 24 Months of
Listing, Remain Halted
BULLETIN DATE: July 18, 2008
TSX Venture Tier 2 Company
The shares of the Company were listed on TSX Venture Exchange on August 18, 2006. The Company, being 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. Failure to complete a QT by the 24-month anniversary date of August 18, 2008 may result in the Company's trading status being changed to a suspension without further notice, in accordance with Exchange Policy 2.4, Section 14.6.
TSX-X
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FOR FURTHER INFORMATION PLEASE CONTACT:
TSX Venture Exchange
Market Services
(416) 947-4452
marketdata@tsx.ca
Source: TSX Venture Exchange - Daily Bulletins
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