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TSX Venture Exchange Stock Maintenance Bulletins

VANCOUVER , Nov. 26, 2019 /CNW/ -

TSX VENTURE COMPANIES

EQUBE GAMING LIMITED ("EQG")
BULLETIN TYPE: Reinstated for Trading
BULLETIN DATE: November 26, 2019
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange Bulletin dated November 6, 2019 , the Exchange has been advised that the Cease Trade Order issued by the Ontario Securities Commissions and Alberta Securities Commissions on November 5, 2019 has been revoked.

Effective at the opening, Thursday, November 28, 2019 , trading will be reinstated in the securities of the Company.

________________________________________________

MORIEN RESOURCES CORP. ("MOX")
BULLETIN TYPE:  Declaration of Dividend
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 2 Company

The Issuer has declared the following dividend(s):

Dividend Amount per Common Share:  $0.0025
Payable Date:  December 20, 2019
Record Date: December 6, 2019
Ex-dividend Date: December 5, 2019

________________________________________

NEXPOINT HOSPITALITY TRUST ("NHT.U")
BULLETIN TYPE:  Notice of Distribution
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 1 Company

The Issuer has declared the following distribution(s):

Distribution per US Unit:  US$0.075
Payable Date:  January 15, 2020
Record Date:  December 31, 2019
Ex-distribution Date: December 30, 2019

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19/11/26  - TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES

BLUE STAR GOLD CORP. ("BAU")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement, Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 2 Company

The TSX Venture Exchange Inc. (the "Exchange") has accepted for filing an amendment agreement among Blue Star Gold Corp. ("Blue Star"), Mandalay Resources Corporation ("Mandalay") and Lupin Mines Incorporated ("Lupin") dated July 19, 2019 (the "Amending Agreement") under which the terms of the New Ulu Option Agreement (previously approved by the Exchange) will be amended.

Pursuant to the terms of the Amending Agreement and in order to acquire a 100% interest in the Ulu Gold Property Blue Star must:

  1. Pay $450,000 in cash to Mandalay in lieu of issuing 15 million common shares of Blue Star, with such payment being made upon the closing of the transfer of the Ulu Gold Property and associated permits;

  2. Assume all environmental liabilities, past and present, of the Ulu Gold Property, including all current and future obligations to any regulatory agency; and

  3. Arrange for a third party cash payment of $200,000 for the 5 million common shares of Blue Star presently held by Mandalay upon the closing of the property transfer.


Mandalay will:

  1. Transfer to Blue Star a 100% interest in the Ulu Gold Property and associated permits upon regulatory approval of the transfers;

  2. Assign all of its rights to the remediation security, currently standing at approximately $1.68 million and held by the Nunavut Water Board; and

  3. Transfer all right, title and interest in all structures, property and equipment located on the Ulu Gold Property.


Insider / Pro Group Participation: Nil

For further information please see the news release dated July 29, 2019 which is available under Blue Star's profile on SEDAR.

Private Placement – Non-Brokered

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 29, 2019 :

Convertible Dedenture

$3,000,000



Conversion Price:

Convertible into 60,000,000 units consisting of one common share and one 
common share purchase warrant at $0.05 per unit in the first year and at
$0.10 per unit in the second and third year



Maturity date:

3 years from date of issuance



Warrants:

60,000,000 warrants that are exercisable into common shares at $0.075 per
share for a three year period



Interest rate:

7.5% per annum



Number of Placees:

6 placees

 

Insider / Pro Group Participation:




Name

Insider=Y /
ProGroup=P

# of Shares




Dr. Georg Pollert

Y

$2,200,000

 

Finder's Fee:

Teresa Schmid - $52,000.00 and 560,000 common shares

 

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), Blue Star must issue 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.

________________________________________

CHC STUDENT HOUSING CORP. ("CHC")
BULLETIN TYPE:  Halt
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 2 Company

Effective at 5.26 a.m. PST, November 26, 2019 , trading in the shares of the Company was halted 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.

________________________________________

COPPER LAKE RESOURCES LTD. ("CPL")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 18, 2019 and November 18, 2019 :

Number of Shares:

2,300,000 flow-through shares


1,175,000 non flow-through shares



Purchase Price:

$0.025 per flow-through share


$0.02 per non flow-through share



Warrants:

3,475,000 share purchase warrants to purchase 3,475,000 shares



Warrant Exercise Price:

$0.05 for a two year period



Number of Placees:

6 placees



Finder's Fee:

$4,130 cash and 166,250 units payable to Foster & Associates
Each finder's fee unit consists of one common share and one common share
warrant exercisable at $0.05 per share for two years

 

Pursuant to Corporate Finance Policy 4.1, Section 1.9(e), 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.

________________________________________

FRANKLY INC. ("TLK")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 1 Company

Effective at 8.45 a.m. PST, November 26, 2019 , shares of the Company resumed trading, an announcement having been made.

________________________________________

HANDA MINING CORPORATION ("HAND")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing an amended and re-stated heads of agreement dated March 12, 2019 (the "Agreement") between the Company and ReThink Resources SA (Proprietary) Limited ("RR"), Shirley Hayes IPK (Proprietary) Limited, PJ Fournie, O'Okiep Copper Company (Proprietary) Limited and N7 Transport (the "Amended Agreement").  Pursuant to the Amended Agreement, the Company will build a processing plant to recover copper from the copper oxide waste materials at the Nababeep Copper Oxide Project in South Africa. 

The Company can earn 65% of the profits generated by the processing plant for the first two years in exchange for building the plant and issuing 5,150,000 common shares of the Company and paying US$15,000 .  After two years, the Company will receive 33% of the profits. 

The transaction is not a non-arm's length transaction and there are no finder's fees payable. 

Insider / Pro Group Participation: N/A.

For further details, please refer to the Company's news releases dated February 15, 2019 , April 2, 2019 , May 30, 2019 and November 21 , 2019. 

________________________________________

INVICTUS MD STRATEGIES CORP. ("GENE")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing an omnibus settlement and termination agreement dated October 16, 2019 (the "Termination Agreement") between the Company and ABG-HMX ("ABG"), a Delaware limited liability company, whereby both parties have terminated their license agreement dated June 1 , 2018  (the "License Agreement").  Pursuant to the Termination Agreement, ABG has released the Company from further obligations under the License Agreement in exchange for the following consideration:  (i) US$312,500 in cash consideration (paid); (ii) US$2 million payable at the discretion of the Company in cash or shares on or before January 7, 2020 ; and (iii) US$2 million payable at the discretion of the Company in cash or shares on or before July 7 , 2020. 

If the Company chooses to issue shares in satisfaction of the consideration outlined in (ii) and (iii) above and ABG disposes of some or all of the shares issued in respect of the applicable payment obligation: (a) prior to July 7, 2020 ; or (b) prior to Feb. 7, 2021 , for less than their issue price, the Company agrees to pay ABG the difference between the issue price and the sale price in cash or shares at the discretion of the Company.

The transaction is not a non-arm's length transaction and there are no finder's fees payable. 

Insider / Pro Group Participation: N/A.

For further details, please refer to the Company's news releases dated October 23, 2019 and November 25 , 2019. 

________________________________________

JAZZ RESOURCES INC. ("JZR")
BULLETIN TYPE:  Private Placement-Non-Brokered, Remain Suspended
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced May 29, 2019 :

Flow-Through Shares:




Number of FT Shares:

333,334 flow through shares



Purchase Price:

$0.06 per flow through share



Non Flow-Through Shares:




Number of Non-FT Shares:

1,000,000 non flow through shares



Purchase Price:

$0.05 per non flow through share



Warrants:

1,000,000 share purchase warrants to purchase 1,000,000 shares



Warrant Initial Exercise Price:

$0.07



Warrant Term to Expiry:

18 Months. If share price trades at $0.15 for 30 consecutive days then
warrants will be accelerated and expire 30 days after notice.



Number of Placees:

3 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.

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.

Trading in the shares of the Company will remain suspended.

________________________________________

KALYTERA THERAPEUTICS INC. ("KLY")
BULLETIN TYPE:  Warrant Price Amendment, Warrant Term Amendment. Convertible Debenture; Amendment
BULLETIN DATE: November 26, 2019
TSX Venture Tier 1 Company

Further to a convertible debenture issued pursuant to a private placement originally accepted by the TSX Venture Exchange (the "Exchange") effective April 22, 2019 , the Exchange has consented to the amendment of the convertible debenture and associated warrants:

Convertible Debenture

$787,500 principal amount (less original discount of 5% of purchase price)



Original Conversion Price

Convertible into Common Share Units ("Units") consisting of one common
share and one  common share purchase warrant at a price of $0.065 per
common share for  the first 12-month period following the closing date and
$0.10 per Common Share for the second 12-month period following the closing
date



Amended Conversion Price

Convertible into Common Share Units ("Units") consisting of one common
share and one  common share purchase warrant at a price of $0.05 per
common share for one year



Original Maturity date

2 years following the closing date



Amended Maturity date

1 year following the closing date



Original Warrant Terms

Each warrant will be exercisable for a period of two years following closing into
one common share at a price of $0.065 per common share, provided that if, at
any time following the date that is four months following the closing date of the
offering, the volume weighted average trading price of the common shares
equals or exceeds 13 cents for a period of 20 consecutive trading days, the
company may, on prior written notice, accelerate the expiry date of the
warrants to the date that is 20 business days from the date of such notice



Amended Warrant Terms

Each warrant will be exercisable into one common share at a price of $0.05 per
common share until March 6, 2020 provided that if, at any time the closing
price of the Company's common shares on the Exchange exceeds the exercise
price by 25% or more for ten consecutive trading days, then the warrants will
expire on the 30th business day calculated from the day that is the seventh
calendar day after the last day of the above-mentioned ten day period



Original Interest Rate terms

10% per annum



Amended Interest Rate terms

10% per annum, payable quarterly only in cash

 

________________________________________

METALEX VENTURES LTD. ("MTX")
BULLETIN TYPE:  Shares for Services
BULLETIN DATE: November 26, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's proposal to issue 300,000 shares at a deemed price of $0.05 , in consideration of certain services provided to the company for the quarter ending October 31, 2019 pursuant to a Deferred Share Unit Plan dated August 1, 2013 .

Insider / Pro Group Participation:






Creditor

Insider=Y /
Progroup=P

Amount
Owing

Deemed Price
per Share

# of Shares

Glenn Nolan

Y

$7,500

$0.05

150,000

Lorie Waisberg

Y

$7,500

$0.05

150,000

 

The Company shall issue a news release when the shares are issued.

______________________________________

MIMI'S ROCK CORP.  ("MIMI")
BULLETIN TYPE:  Normal Course Issuer Bid
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 1 Company

TSX Venture Exchange has been advised by the Company that pursuant to a Notice of Intention to make a Normal Course Issuer Bid dated November 12, 2019 , it may repurchase for cancellation, up to 3,029,109 shares in its own capital stock. The purchases are to be made through the facilities of TSX Venture Exchange during the period November 29 , 2019 to November 28 , 2020.  Purchases pursuant to the bid will be made by Error! Bookmark not defined. on behalf of the Company.

________________________________________

PARA RESOURCES INC.  ("PBR")
BULLETIN TYPE:  Amendment Private Placement-Non-Brokered
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 2 Company

AMENDMENT:

Further to the TSX Venture Exchange Bulletin dated November 7, 2019 the Exchange has accepted an amendment with respect to a Non-Brokered Private Placement announced September 16, 2019 , September 27, 2019 , October 8, 2019 and November 1, 2019 .

Number of Shares:

109,523,621 shares



Warrants:

109,523,621 share purchase warrants to purchase 109,523,621 shares,
subject to an acceleration clause



Number of Placees:

72 placees



Finder's Fee:

Haywood Securities Inc. $1,120 cash and no warrants

 

________________________________________

RIO SILVER INC. ("RYO")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced September 2, 2019 and October 22, 2019 :

Number of Shares:

11,520,000 shares



Purchase Price:

$0.05 per share



Warrants:

11,520,000 share purchase warrants to purchase 11,520,000 shares



Warrant Exercise Price:

$0.07 for an 18 month period. If the closing price of the Company's shares is
$0.15 or higher for 15 consecutive trading days at any time after the expiry of
the Exchange hold period, the warrants will expire 30 calendar days after
notice.



Number of Placees:

14 placees

 

Insider / Pro Group Participation:




Name

Insider=Y /
ProGroup=P

# of Shares




Mopass Ventures Ltd. (Christopher Verrico)

Y

1,500,000

Richard Mazur

Y

900,000

Steve Brunelle

Y

880,000

Aggregate Pro Group Involvement

P

500,000

[1 placee]

 

Finder's Fee:

PI Financial Corp. receives $4,000 and 80,000 non-transferable warrants with
terms as the warrants above

 

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 November 7, 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.]

________________________________________

SANATANA RESOURCES INC. ("STA")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation a prospecting agreement dated March 12, 2018 , as amended October 16, 2019 , pursuant to which the Sanatana Resources Inc. has obtained a prospecting license for the exploration of the Tirua Project, located on New Georgia Island, Solomon Islands . The vendors ( Trevor Wright , Sol Mar Pol Pty. Ltd. ( Greg Young ), Brian D. Edgar , Stadnyk and Partners ( David Stadnyk , George Tsafalas)) will receive cash payments totalling $360,000 and a total of 24,200,000 shares released in stages over a 24 month period. Up to an additional 14,800,000 shares may be issued upon the receipt of National Instrument 43-101 compliant reports indicating minimum resources of gold or gold equivalents.


CASH

SHARES


Year 1

$30,000

nil


Year 2

$330,000

24,200,000


Year 3 onwards

nil

14,800,000

Based on NI 43-101 resource estimates

 

________________________________________

TORQUE ESPORTS CORP. ("GAME")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  November 26, 2019
TSX Venture Tier 2 Company

Effective at 8.45 a.m. PST, November 26, 2019 , shares of the Company resumed trading, an announcement having been made.

________________________________________

SOURCE TSX Venture Exchange


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