TSX Venture Exchange Stock Maintenance Bulletins

VANCOUVER, Aug. 2, 2019 /CNW/ -

TSX VENTURE COMPANIES

ARIZONA METALS CORP. ("AMC")
[formerly Ring the Bell Capital Corp. ("RTB.P")]
BULLETIN TYPE:  Qualifying Transaction-Completed/New Symbol, Resume Trading, Private Placement-Brokered, Name Change and Consolidation
BULLETIN DATE: August 2, 2019
TSX Venture Tier 2 Company

Qualifying Transaction

TSX Venture Exchange has accepted for filing the Company's Qualifying Transaction ("QT") described in its Filing Statement dated July 19, 2019.  As a result, at the opening on Wednesday, August 7, 2019, the Company will no longer be considered as a Capital Pool Company.

The QT consists of the arm's length acquisition of all the shares of Croesus Gold Corp. ("Croesus"), by way of a three-cornered amalgamation (the "Transaction"), through the issuance of: (a) 37,708,400 common shares at a deemed price of $0.40 per share, (b) 7,100,000 incentive stock options at exercise prices varying between $0.10 and $0.30 per share with expiry dates up to May 2026. The securities described above were issued on a post-consolidation basis. The above-described transaction excludes the securities issued pursuant to the private placements of the Company and Croesus described at the section "Private Placement-Brokered" of this bulletin.

As a result of the Transaction, a total of 6,175,000 Resulting Issuer common shares and 7,100,000 Resulting Issuer options are escrowed pursuant to an Exchange Tier 2 Surplus Escrow Agreement and 1,880,008 Resulting Issuer common shares are subject to the CPC escrow agreement.  An additional 6,200,000 Resulting Issuer common shares are subject to Exchange Seed Share Resale Restrictions.

The Company is classified as a "Mining" Issuer (NAICS Number: 212220).

For further information, please refer to the Company's Filing Statement dated July 19, 2019, available on SEDAR.

Private Placement- Brokered

TSX Venture Exchange has accepted for filing the documentation with respect to Brokered Private Placements announced on June 17, 2019. 

Prior to the completion of the QT, the Company and Croesus completed the concurrent Brokered Private Placements of subscription receipts at $0.40 per subscription receipt for aggregate gross proceeds of $2,702,000 on June 28, 2019, of which $1,717,000 was completed by Croesus and the remaining $985,000 was completed by the Company. The subscription receipts have been exchanged into the following securities on a post-consolidation basis in the Resulting Issuer:

In connection with the Brokered Private Placements, Canaccord Genuity Corp., PI Financial Corp. and Richardson GMP Limited, received a cash commission of $162,120 and broker warrants to purchase 540,400 common shares exercisable at a price of $0.40 per common share for a period of 24 months following the closing date of the Transaction.

The Company has confirmed the closing of the Brokered Private Placements via a press release dated June 28, 2019.

Resume Trading:

Further to TSX Venture Exchange's Bulletin dated July 22, 2019, trading in the securities of the Resulting Issuer will resume at the opening on Wednesday, August 7, 2019.

Effective at the opening on Wednesday, August 7, 2019, the trading symbol for the Company will change from "RTB.P" to "AMC".

Name Change and Consolidation

Pursuant to a special resolution passed by shareholders on June 12, 2019, the Company has consolidated its capital on a (two point five) 2.5 old shares for (one) 1 new share basis.  The name of the Company has also been changed from "Ring the Bell Capital Corp." to "Arizona Metals Corp".

Effective at the opening of business on Wednesday, August 7, 2019, the common shares of "Arizona Metals Corp." will commence trading on TSX Venture Exchange, and the common shares of "Ring the Bell Capital Corp." will be delisted.

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DISCOVERY METALS CORP.  ("DSV")
BULLETIN TYPE:  Plan of Arrangement
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing a plan of arrangement between Discovery Metals Corp. ("Discovery") and Levon Resources Ltd. ("Levon"), dated May 29, 2019 (the "Arrangement").

Pursuant to the arrangement, Discovery acquired all of the issued and outstanding common shares of Levon for 0.55 (the "Exchange Ratio") common share of Discovery for each share of Levon. Furthermore, all outstanding stock options of Levon were exchanged for options to purchase Discovery on the basis of the Exchange Ratio, and will expire on August 2, 2020. All unexercised Levon Share purchase warrants were exchanged for warrants to purchase Discovery Shares on the basis of the Exchange Ratio and will expire in accordance with their current expiry dates.

The arrangement was approved by Levon's shareholders at a special shareholders' meeting held on July 26, 2019. Furthermore the arrangement was approved by the British Columbia Supreme Court on July 31, 2019.

For more information, please consult Levon's Management Information Circular dated June 25, 2019, which has been published on SEDAR on July 8, 2019.

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FIRE & FLOWER HOLDINGS CORP. ("FAF")
BULLETIN TYPE:  Graduation
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 1 Company

TSX Venture Exchange has been advised that the Company's shares will be listed and commence trading on Toronto Stock Exchange at the opening, on Wednesday, August 7, 2019, under the symbol "FAF".

As a result of this Graduation, there will be no further trading under the symbol "FAF" on TSX Venture Exchange after August 6, 2019, and its shares will be delisted from TSX Venture Exchange at the commencement of trading on Toronto Stock Exchange.

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MICREX DEVELOPMENT CORP. ("MIX.H")
[formerly Micrex Development Corp. ("MIX")]
BULLETIN TYPE:  Transfer and New Addition to NEX, Symbol Change, Remain Suspended
BULLETIN DATE:  August 2, 2019
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 at the opening on Wednesday, August 7, 2019, 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 Calgary to NEX.

As of August 7, 2019, 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 MIX to MIX.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 issued March 16, 2018, trading in the shares of the Company will remain suspended.

Members are prohibited from trading in the securities of the Company during the period of the suspension or until further notice.

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TRIBUTE RESOURCES INC ("TRB.H")
[formerly Tribute Resources Inc ("TRB")]
BULLETIN TYPE:  Transfer and New Addition to NEX, Symbol Change, Remain Suspended
BULLETIN DATE:  August 2, 2019
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 at the opening on Wednesday, August 7, 2019, 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 Toronto to NEX.

As of August 7, 2019, 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 TRB to TRB.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 issued May 7, 2018, trading in the shares of the Company will remain suspended.

Members are prohibited from trading in the securities of the Company during the period of the suspension or until further notice.

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NEX COMPANIES

KMT-HANSA CORP. ("KMC.H")
BULLETIN TYPE: Reinstated for Trading
BULLETIN DATE: August 2, 2019
NEX Company

Further to the TSX Venture Exchange Bulletin dated June 6, 2019, the Exchange has been advised that the Cease Trade Order issued by the British Columbia Securities Commission dated June 5, 2019 has been revoked.

Effective at the opening, Wednesday, August 7, 2019, trading will be reinstated in the securities of the Company.

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19/08/02 - TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES
BANKERS COBALT CORP. ("BANC")
BULLETIN TYPE:  Shares for Bonuses
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company             

TSX Venture Exchange has accepted for filing the Company's proposal to issue 1,500,000  bonus shares at a deemed price of $0.05 per share to the following insiders:  

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BROCKTON VENTURES INC. ("BROC.P")
BULLETIN TYPE:  Halt
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company

Effective at 12.22 p.m. PST, August 1, 2019, trading in the shares of the Company was halted at the request of the Company, pending news; this regulatory halt is imposed by Investment Industry Regulatory Organization of Canada, the Market Regulator of the Exchange pursuant to the provisions of Section 10.9(1) of the Universal Market Integrity Rules.

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CAPRICE BUSINESS DEVELOPMENT CANADA INC. ("CAPB.P")
BULLETIN TYPE:  Halt
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company

Effective at 4.47 a.m. PST, August 2, 2019, trading in the shares of the Company was halted at the request of the Company, pending news; this regulatory halt is imposed by Investment Industry Regulatory Organization of Canada, the Market Regulator of the Exchange pursuant to the provisions of Section 10.9(1) of the Universal Market Integrity Rules.

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ESSA PHARMA INC. ("EPI")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company                       

TSX Venture Exchange has accepted for filing documentation relating to an implementation agreement dated May 15, 2019 between the Company and Realm Therapeutics plc ("Realm"), pursuant to which the Company acquired all of the issued and outstanding shares of Realm by way of a scheme of arrangement under Part 26 of the U.K. Companies Act 2006 (the "Scheme"). Under the terms of the Scheme, holders of Realm shares received 0.0576359 shares of the Company for each one Realm share held at the Scheme record time. The issuance of the Company shares to former Realm shareholders is expected to be settled no later than August 8, 2019, in accordance with the procedures set out in the scheme document prepared by Realm dated May 29, 2019. A total of 6,718,150 Company shares will be issued under the terms of the Scheme.

The Exchange has been advised that the Scheme became effective on July 31, 2019 and the High Court of Justice in England and Wales has sanctioned the scheme on July 30, 2019.

Insider / Pro Group Participation: BVF Partners L.P., which became an Insider by owning more than 10% of the outstanding shares of the Company prior to closing of the transaction as a result of the exercise of previously issued pre-funded warrants, will be issued 1,310,866 shares of the Company in exchange for the shares of Realm it held at the Scheme record time, at which point it will hold approximately 17.99% of the issued and outstanding shares of the Company. No other Insiders of the Company will be issued shares of the Company in connection with the acquisition of Realm.

For further information, refer to the Company's news releases dated July 31, 2019, July 30, 2019, July 8, 2019, June 26, 2019, June 21, 2019 and May 16, 2019, which are available under the Company's profile on SEDAR.

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FIRE & FLOWER HOLDINGS CORP. ("FAF")
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 615,058 common shares at a deemed value of $1.29 per share to settle outstanding interest payable to certain debenture holders for $793,424.66.

Number of Creditors:                 2 Creditors 

For further details, please refer to the Company's news release dated July 31, 2019. 

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GOLDEN PREDATOR MINING CORP. ("GPY")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 5, 2019 and July 8, 2019:

Each non-transferable finder's warrant ($0.38) is exercisable into one common share of the Company at a price of $0.38 for a period of two years.

Each non-transferable finder's warrant ($0.32) is exercisable into one common share of the Company at a price of $0.32 for a period of two years.

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release dated July 25, 2019 announcing the closing of the private placement and setting out the expiry date of the hold period.

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IMPACT SILVER CORP. ("IPT")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing documentation with respect to the first and second tranches of a Non-Brokered Private Placement announced June 19, 2019 and July 8, 2019:

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued news releases dated July 8, 2019 and July 25, 2019 announcing the closing of the private placement and setting out the expiry dates of the hold periods. Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.

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KINCORA COPPER LIMITED ("KCC")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced May 7, 2019:

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), the Company issued a news release dated June 11, 2019 announcing the closing of the private placement and setting out the expiry date of the hold periods. Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.

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NRG METALS INC. ("NGZ")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Aug 01, 2019:

The above information is a summary only.  Neither TMX Group Limited nor any of its affiliated companies guarantee the accuracy or completeness of the information contained in this document.  Readers should consult the issuer's continuous disclosure record for complete details of the transaction.

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PACIFIC SILK ROAD RESOURCES GROUP INC. ("PP")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 17, 2019:

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release announcing the closing of the private placement and setting out the expiry dates of the hold period on August 1, 2019.

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POWERBAND SOLUTIONS INC. ("PBX")
BULLETIN TYPE:  Miscellaneous
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing a Bridge Loan Facility (the "Facility") dated July 17, 2019 representing an aggregate principal amount of USD$2.5 million between Powerband Solutions Inc. (the "Company") and Kelly Jennings (the "Lender"). The Facility will be secured, bear interest at 9% per annum and matures on January 17, 2020. There will be no monthly servicing costs with respect to the Facility.

For further details, please refer to the Company's news release dated July 23, 2019.

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PROGRESSIVE PLANET SOLUTIONS INC. ("PLAN")
BULLETIN TYPE:  Property-Asset or Share Disposition Agreement
BULLETIN DATE: August 2, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation relating to the disposition of the Company's interests in certain intellectual property assets (the "Assets") pursuant to an assignment agreement dated June 20, 2019 (the "Agreement") between the Company and SuperCap Technologies Corp. ("SuperCap")

Pursuant to the terms of the Agreement, SuperCap will acquire the Assets by making a cash payment of $97,500 and granting the Company a 2% royalty with respect to any revenues generated from the Assets. This is a non-arm's length transaction as SuperCap is controlled by David Richardson, an insider of the Company by share position. No finder's fee is payable.

Please refer to the Company's news releases dated July 11, 2019 and August 1, 2019 for further details.

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PURE GOLD MINING INC. ("PGM")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 15, 2019:

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release announcing the closing of the private placement and setting out the expiry dates of the hold period on July 18, 2019. [Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.]

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PURE GOLD MINING INC. ("PGM")
BULLETIN TYPE:  Private Placement-Brokered
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced June 21, 2019:

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release announcing the closing of the private placement and setting out the expiry dates of the hold period on July 18, 2019. [Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.]

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THUNDER MOUNTAIN GOLD, INC. ("THM")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 11, 2019:

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WEST HIGH YIELD (W.H.Y.) RESOURCES LTD. ("WHY")
BULLETIN TYPE:  Private Placement – Non-Brokered
BULLETIN DATE:  August 2, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced May 8, 2019:

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued news releases on June 7, 2019 and July 19, 2019 announcing the closing of the private placement setting out the expiry dates of the hold period(s).

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NEX COMPANIES

MUST CAPITAL INC. ("MUST.H")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: August 2, 2019
NEX Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 6,138,738 common shares to settle outstanding debt for $483,425.63.

Number of Creditors:                 4 Creditors

For further information please refer to the Company's news releases dated July 18, July 19 and July 30, 2019.                                                                             

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SOURCE TSX Venture Exchange