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TSX Venture Exchange Stock Maintenance Bulletins

·17 min read

VANCOUVER, BC, Jan. 4, 2021 /CNW/ -

TSX VENTURE COMPANIES
BANXA HOLDINGS INC. ("BNXA")
[formerly A-Labs Capital I Corp. ("ALBS.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Name Change and Consolidation, Resume Trading
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange (the "Exchange") has accepted for filing the Company's Qualifying Transaction (the "QT") with BTC Corporation Holdings Pty Ltd. (the "Target" or "BTC"), as described in the Company's filing statement dated November 30, 2020 (the "Filing Statement"). As a result, at the opening on Wednesday, January 6, 2021, the Company will no longer be considered a Capital Pool Company. The QT includes the following matters, all of which have been accepted by the Exchange.

Qualifying Transaction – Completed / New Symbol

Pursuant to a share sale agreement among the Company, BTC and the shareholders of BTC dated February 18, 2020, as amended on August 18, 2020 and November 30, 2020, the Company has acquired all of the issued and outstanding shares of BTC and BTC has become a wholly-owned subsidiary of the Company. The Company's trading symbol has changed as detailed below.

Pursuant to the QT, the Company issued 38,314,210 common shares (on a post-consolidation basis) to the former shareholders of the Target. The aforementioned shares issued in connection with the QT include 4,025,208 common shares of the Company issued in exchange for 2,316 shares of the Target that were issued on conversion of the same number of subscription receipts of the Target sold at $1,738 per subscription receipt for gross proceeds of $4,025,208 (the "Concurrent Financing"). The conversion of Target's subscription receipts occurred concurrent with closing of the QT and the subscription price represents a post-consolidation share price of $1.00 per common share of the Company.

In connection with the QT, the Company also issued 1,186,500 common shares to fulfill advisory fee payment obligations of the Target in the aggregate amount of $1,186,500 (payable to one arm's length advisor and one Non-Arm's Length Party advisor, as described below). 711,900 of the aforementioned common shares issued for advisory fees were issued to Mr. Konstantin Lichtenwald, as a nominee of Zeus Capital Ltd., a corporation controlled and directed by Mr. Konstantin Lichtenwald, a Non-Arm's Length Party to the Company before and after giving effect to the QT. This share issuance was approved by disinterested shareholders of the Company by way of written consent.

In addition, in connection with the QT and, in particular, the Concurrent Financing, 10,000 common shares were issued by the Company to Mackie Research Capital Corporation in exchange for securities issuable by the Target for advisory fees in the aggregate amount of $10,000 and 79,948 common share purchase warrants were issued by the Company to Mackie Research Capital Corporation in exchange for securities issuable by the Target for an advisory fee equal to approximately 2% of the subscription receipts sold under the Concurrent Financing. Each one warrant entitles the holder to acquire one common share of the Company at $1.00 per share until December 23, 2022. Additional cash fees were paid to Mackie Research Capital Corporation and certain other arm's length finders in connection with the Concurrent Financing, as further described in the Filing Statement.

The Exchange has been advised that closing of the QT occurred on December 23, 2020.

For additional information, please refer to the Filing Statement and the Company's news release dated December 24, 2020, which are available under the Company's profile on SEDAR.

Name Change and Consolidation

Pursuant to a resolution passed by the shareholders of the Company on April 30, 2020, the Company has consolidated its capital on a 4.66667 old for 1 new basis. The name of the Company has also been changed to Banxa Holdings Inc.

Effective at the opening Wednesday, January 6, 2021, the common shares of Banxa Holdings Inc. will commence trading on TSX Venture Exchange, and the common shares of A-Labs Capital I Corp. will be delisted. The Company is classified as a 'Technology' company.

Post - Consolidation

Capitalization:

Unlimited shares with no par value of which

40,710,704 shares are issued and outstanding

Escrow:

771,423 shares subject to CPC Escrow Agreement

2,325,444 shares subject to escrow in accordance with Tier 2

Value Escrow release schedule

8,638,918 shares subject to Tier 2 Surplus Escrow Agreement



Transfer Agent:

TSX Trust Company

Trading Symbol:

BNXA

(new)

CUSIP Number:

06683R101

(new)

Resume Trading

Effective at market open on Wednesday, January 6, 2021, the Company's shares will resume trading.

Company Contact:

Domenic Carosa – Chairman and Director

Company Address:

595 Howe Street, 10th Floor


Vancouver, British Columbia V6C 2T5

Company Phone Number:

+1-888-218-6823

Company Fax Number:

+31 208-907-591

Company Email Address:

investor@banxa.com

________________________________

LION ONE METALS LIMITED ("LIO.WT")
BULLETIN TYPE: New Listing-Warrants
BULLETIN DATE: January 4, 2021
TSX Venture Tier 1 Company

New Listing-Warrants:

Effective at the opening, Tuesday January 05, 2021, common share purchase warrants of Lion One Metals Limited. will commence trading on the TSX Venture Exchange.

Corporate Jurisdiction:

British Columbia


Capitalization on Warrants:

4,075,782

warrants with no par value of which


4,045,496

warrants are issued and eligible for trading

Warrant Trading Symbol:

LIO.WT

(NEW)

Warrant CUSIP Number:

536216 1 38

(NEW)

The warrants were issued pursuant to a recent financing undertaken by Lion One Metals Limited. Please refer to the TSX Venture Exchange's bulletin dated September 8, 2020, as well as the Company's news release dated December 29, 2020.

Each warrant entitles the holder to purchase one common share of Lion One Metals Limited. at a price of $2.75 per share, and will expire on August 21, 2021.

Please note that 30,286 warrants currently held by holders in the Pro Groups and are not listed for trading.

______________________________________

SKYLIGHT HEALTH GROUP INC. ("SHG")
BULLETIN TYPE: New Listing-Shares
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

New Listing-Shares:

Effective at the opening Wednesday, January 6, 2021, the common shares of the Company will commence trading on TSX Venture Exchange. The Company is classified as an "All Other Outpatient Care Centers" issuer (NAICS Number: 621498).

The Company is presently trading on the Canadian Stock Exchange ("CSE"). The Exchange has been informed that the securities of the Company will be delisted from CSE at the commencement of trading on TSX Venture Exchange.

Corporate Jurisdiction:

Canada



Capitalization:

Unlimited

common shares with no par value of which


175,380,112

common shares are issued and outstanding

Escrowed Shares:

12,915,000

common shares



Transfer Agent:

Capital Transfer Agency

Trading Symbol:

SHG

CUSIP Number:

83086L106



Company Contact:

Pradyum Sekar, CEO

Company Address:

5045 Orbitor Dr.


Building 11, Suite 300


Mississauga, ON, L4W 4Y4

Company Phone Number:

1-855-874-4999

Company Fax Number:

1-855-874-2605

Company Email Address:

investors@skylighthealthgroup.com

Company Website:

www.skylighthealthgroup.com

________________________________________

21/01/04 - TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES

CANSTAR RESOURCES INC. ("ROX")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 8, 2020:

Number of Shares:

3,675,342 flow through shares



Purchase Price:

$0.35 per share



Number of Placees:

18 placees



Finder's Fee:

an aggregate of $26,735.99, plus 76,388 finder warrants, each exercisable into one common share at a price of $0.35 for a period of two years, payable to Canaccord Genuity Corp., Cormark Securities Inc. and Mackie Research Capital

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).

_______________________________________

CANUC RESOURCES CORPORATION ("CDA")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 23, 2020:

Number of Shares:

1,200,000 shares



Purchase Price:

$0.25 per share



Warrants:

600,000 share purchase warrants to purchase 600,000 shares



Warrant Exercise Price:

$0.35 for a two year period



Number of Placees:

10 placees

Insider / Pro Group Participation:


Insider=Y /


Name

ProGroup=P

# of Shares

Christopher Berlet

Y

90,000

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.

_______________________________________________

COMMERCE RESOURCES CORP. ("CCE")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 4, 2021
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Dec 30, 2020:

Number of FT Shares:

6,441,129 flow through shares



Purchase Price:

$0.31 per flow through share



Number of Placees:

7 Placees



Finder's Fee:
Valeures Mobilieres Banque Laurentienne Inc.

$30,000.00 cash

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.

________________________________________

E2GOLD INC. ("ETU")
BULLETIN TYPE: New Listing-IPO-Units
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

Reference is made to our bulletin dated December 24, 2020, with respect to the listing of the Company's shares.

The Company has completed its public offering of securities (the "Offering") on December 30, 2021. The gross proceeds received by the Company for the Offering were $3,384,942 for a total of 5,421,100 flow-through units at $0.22 per flow-through unit and of 10,961,500 units at $0.20 per unit.

We have received confirmation that the closing of Offering has occurred. Therefore, the common shares of the Company which were listed at the close of business on December 29, 2020 and halted on December 30, 2020, commenced trading at the opening on January 4, 2020.

_______________________________________

E2GOLD INC. ("ETU")
BULLETIN TYPE: Resume Trading
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

Effective at 10:00 a.m. PST, Jan. 04, 2021, shares of the Company resumed trading, an announcement having been made.

________________________________________

ESE ENTERTAINMENT INC. ("ESE")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for expedited filing an Asset Purchase Agreement (the "Agreement") dated November 19, 2020 between ESE Entertainment Inc. (the "Company") and Pedro Manuel Domingues Fernandes (the "Vendor") whereby the Company will acquire all of the assets relating to, and required for, the continued operation of K1CK Esports Club ("K1CK"), an esports company located in Europe.

Under the terms of the Agreement, the acquisition will be satisfied via cash consideration of $120,000 and issuance of 350,000 common shares of the Company to the Vendor at a deemed value of $0.25 per share.

For further details, please refer to the Company's news release dated November 26, 2020.

________________________________________

HEMOSTEMIX INC. ("HEM")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on December 18, 2020:

Number of Shares:

9,166,667 shares



Purchase Price:

$0.30 per share on a post-consolidation basis



Warrants:

9,166,667 share purchase warrants to purchase 9,166,667 shares. The Warrants are subject to an acceleration clause, such that if the common shares of the Company trading on the Exchange is greater than $1.40 for 10 consecutive trading days after four months and one day from the closing date. In the event of acceleration, the Company may accelerate the Warrant expiry date to the date which is 30 calendar days following the date a press release is issued by the Company announcing the reduced Warrant terms.



Warrant Exercise Price:

$1.00 for a one year period on a post-consolidation basis



Number of Placees:

64 placees

Insider / Pro Group Participation:


Insider=Y /


Name

ProGroup=P

# of Shares

Investor Company in Trust for Peter Lacey

Y

1,500,000

Thomas A. Smeenk

Y

70,000

Aggregate Pro Group Involvement

P

1,195,333

[8 placees]



Finder's Fee:

PI Financial Corp. – $69,633.20 cash and 232,111 Finder's Warrants


Leede Jones Gable Inc. – 5,600 Finder's Warrants


Fidelity Clearing Canada ULC – $720.00 cash and 2,400 Finder's Warrants


Stryker 11 Inc. – $112,326.80 cash and 374,423 Finder's Warrants


1275192 B.C. Ltd. – $11,640.00 cash and 38,800 Finder's Warrants


Timothy Chang – $24,000 cash and 80,000 Finder's Warrants

Each Finder's Warrant will be exercisable for one common share of the Company at an exercise price of $0.30 on a post-consolidation basis for a 12 month period from the date of issuance.

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release dated December 31, 2020, 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.

________________________________________

METALCORP LIMITED ("MTC")
BULLETIN TYPE: Shares for Debt
BULLETIN DATE: January 04, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 22,102,017 common shares at a deemed value of CDN$0.03 per share to settle outstanding debt for CDN$663,060.56.

Number of Creditors:

6 Creditors

Insider / Pro Group Participation:


Insider=Y /

Amount

Deemed Price


Creditor

Progroup=P

Owing

per Share

# of Shares






Justin Garofalo

Y

$33,900

$0.03

1,130,000

Pierre Gagné





Contracting Ltd. (Pierre Gagné)

Y

$73,950.52

$0.03

2,465,017

988491 Ontario





Ltd. (Pierre Gagné)

Y

$125,430

$0.03

4,180,999

Nordmin Holdings Ltd.





(Chris Dougherty)

Y

$170,000

$0.03

5,666,666

Nordmin Engineering Ltd.





(Chris Dougherty)

Y

$32,205

$0.03

1,073,500

Sheldon Huxtable Professional





Corporation (Donald Sheldon)

Y

$227,575.04

$0.03

7,585,835

For further details, please refer to the Company's news release dated August 21, 2020, September 18, 2020, December 08, 2020 and December 22, 2020.

________________________________________

MG CAPITAL CORPORATION ("DLP")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 30, 2020:

Number of Shares:

3,200,000 flow-through shares



Purchase Price:

$0.25 per share



Number of Placees:

1 placee

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

________________________________________

NEW DESTINY MINING CORP. ("NED")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced November 30, 2020:

Number of Shares:

700,000 flow-through shares



Purchase Price:

$0.10 per share



Warrants:

700,000 share purchase warrants to purchase 700,000 shares



Warrant Exercise Price:

$0.15 for an eighteen (18) month period



Number of Placees:

5 placees

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

________________________________________

NORTHERN SHIELD RESOURCES INC. ("NRN")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced Dec 30, 2020:

Flow-Through Shares:

Number of FT Shares:

1,700,000 flow through shares



Purchase Price:

$0.10 per flow through share



Non Flow-Through Shares:




Number of Non-FT Shares:

4,125,000 non flow through shares



Purchase Price:

$0.08 per non flow through share



Warrants:

2,062,500 share purchase warrants to purchase 2,062,500 shares



Warrant Initial Exercise Price:

$0.11



Warrant Term to Expiry:

2 Years



Number of Placees:

7 Placees

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.

________________________________________

NORTHERN SUPERIOR RESOURCES INC. ("SUP")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 4, 2021
TSX Venture Tier 1 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced November 9, 2020 and November 12, 2020:

Number of Shares:

2,187,500 Non Flow-through shares

Purchase Price:

$0.80 per share

Warrants:

1,093,750 share purchase warrants to purchase 1,093,750 shares

Warrant Exercise Price:

$1.20 for an 18 month period



Number of Shares:

2,272,728 Flow-through shares

Purchase Price:

$1.10 per share



Number of Placees:

41 placees

Insider / Pro Group Participation:


Insider=Y /


Name

ProGroup=P

# of Shares

Michael Gentile

Y

250,000

Highland Capital Advisors (Andrew Farncomb)

Y

25,000

David Beilhartz

Y

25,000

Aggregate Pro Group Involvement

P

505,113

[5 placees]



Finder's Fee:

Cormark Securities Inc. $40,269.25 cash and 27,105 Broker Warrants payable.


Agentis Capital Markets Canada Limited Partnership $21,089.25 cash and 18,197 Broker Warrants payable.


Clarus Securities $20,339.25 cash and 16,322 Broker Warrants payable.


Paradigm Capital Inc. $36,089.26 cash and 22,629 Broker Warrants payable.


Laurentian Bank Securities Inc. $33,500.01 cash and 12,182 Broker Warrants payable.


Sides s.e.c. $6,000 cash payable.


-Each Broker Warrant is exercisable into one common share at $1.20 until June 14, 2022.

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.]

________________________________________

PACIFIC IMPERIAL MINES INC. ("PPM")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced December 11, 2020:

Number of Shares:

4,900,000 Flow-through shares



Purchase Price:

$0.05 per share



Warrants:

4,900,000 share purchase warrants to purchase 4,900,000 shares



Warrant Exercise Price:

$0.10 for a two year period



Number of Placees:

13 placees

Insider / Pro Group Participation:


Insider=Y /


Name

ProGroup=P

# of Shares

Aggregate Pro Group Involvement

P

2,000,000

[5 placees]



Finder's Fee:

Canaccord Genuity Corp. $19,600 cash and 392,000 warrants payable. The warrants have the same terms as the offering.

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.]

________________________________________

SOLAR ALLIANCE ENERGY INC. ("SOLR")
BULLETIN TYPE: Halt
BULLETIN DATE: January 4, 2021
TSX Venture Tier 2 Company

Effective at 5:42 a.m. PST, Jan. 04, 2021, 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.

________________________________________

SOURCE TSX Venture Exchange

Cision
Cision

View original content: http://www.newswire.ca/en/releases/archive/January2021/04/c0521.html