TSX Venture Exchange Stock Maintenance Bulletins

VANCOUVER, BC, April 30, 2024 /CNW/ –

TSX VENTURE COMPANIES

BULLETIN V2024-1243

CLEAN SEED CAPITAL GROUP LTD. (“CSX.H”)
[formerly Clean Seed Capital Group Ltd. (“CSX”)
BULLETIN TYPE:  Transfer and New Addition to NEX, Symbol Change, Remain Suspended
BULLETIN DATE:  April 30, 2024
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 Thursday, May 2, 2024, 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 Vancouver to NEX.

As of May 2, 2024, 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 CSX to CSX.H. There is no change in the Company’s name, no change in its CUSIP number and no consolidation of capital.  The symbol extension differentiates NEX symbols from Tier 1 or Tier 2 symbols within the TSX Venture market.

Further to the TSX Venture bulletin dated January 8, 2024, 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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24/04/30 – TSX Venture Exchange Bulletins

TSX VENTURE COMPANIES

BULLETIN V2024-1244

ARIANNE PHOSPHATE INC. (“DAN”)
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company’s proposal to issue 6,080,939 common shares to settle outstanding debt of $1,963,535.

Number of Creditors:                 1 Creditor

Non-Arm’s Length Party /
Pro Group Participation:            Nil

For more information, please refer to the Company’s news release dated April 2, 2024.

ARIANNE PHOSPHATE INC. (« DAN »)
TYPE DE BULLETIN :  Émission d’actions en règlement d’une dette
DATE DU BULLETIN : Le 30 avril 2024
Société du groupe 2 de Bourse de Croissance TSX

Bourse de Croissance TSX a accepté le dépôt de la documentation de la société en vertu de l’émission proposée de 6 080 939 actions ordinaires, en règlement d’un montant de dette total de 1 963 535 $.

Nombre de créanciers :             1 créancier

Participation de personnes
ayant un lien de dépendance /
Groupe Pro :                             Aucune

Pour plus d’informations, veuillez-vous référer au communiqué de presse émis par la société le 2 avril 2024.

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BULLETIN V2024-1245

BEAR CREEK MINING CORPORATION (“BCM”)
BULLETIN TYPE:  Property-Asset or Share Disposition Agreement; Private Placement-Non-Brokered,
Convertible Debenture/s, Amendment; Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 1 Company

Property-Asset or Share Disposition Agreement

TSX Venture Exchange (the “Exchange”) has accepted for filing a restructuring transaction pursuant to a restructuring framework agreement (the “Agreement”) between the Company and a non-arm’s length party (the “Counterparty”).

Pursuant to the terms of the Agreement, the parties have amended the gold purchase agreement between the parties originally dated December 16, 2021 (the “Stream Agreement A”) and the gold and silver purchase and sale agreement dated April 21, 2022 between the Company and a wholly owned subsidiary of the Counterparty (the “Stream Agreement B”, and the amendments made to Stream Agreement A and Stream Agreement B, the “Stream Amendments”) whereby, inter alia, the Company is now obliged to deliver to the Counterparty, or its subsidiary, as applicable, 275 ounces of gold per month until April 2028 (previously 600 ounces per month until May 2026) and silver deliveries are suspended through April 2028 (previously 25,000 ounces per month). As consideration for the Stream Amendments the Company (i) issued 28,767,399 shares (the “Consideration Shares”) of the Company to the Counterparty at a deemed value of $0.27 per share (ii) granted the Counterparty a 1.0% NSR on and over its Corani property and (iii) increased the principal amount of the New Convertible Debenture (as defined below), under the same terms as the New Convertible Debenture, by USD $4,248,650.33 (the “Consideration Shortfall”) in lieu of providing the Consideration Shortfall in shares at closing in order to avoid the Counterparty obtaining more than 19.99% of the Company’s issued and outstanding shares.

Private Placement-Non-Brokered, Convertible Debenture/s, Amendment

Pursuant to the terms of the Agreement and further to a convertible debenture issued pursuant to a private placement originally accepted by the Exchange effective May 5, 2022 (the “Original Convertible Debenture”), the Exchange has consented to a replacement of the Original Convertible Debenture (the “Replacement Convertible Debenture”) as follows:

Original Convertible Debenture
Conversion Price:                         CAD $1.51

Replacement Convertible
Debenture Conversion Price:       CAD $0.73

Original Convertible Debenture
Maturity Date:                               April 21, 2025

Replacement Convertible
Debenture Maturity Date:             September 22, 2028

Original Convertible Debenture
Interest Rate:                                6%

Replacement Convertible
Interest Rate:                                7%

All other details of the Replacement Convertible Debenture remain unchanged from the Original Convertible Debenture.

Private Placement-Non-Brokered, Convertible Debenture/s

Pursuant to the terms of the Agreement, the Exchange has accepted for filing documentation with respect to a non-brokered private placement convertible debenture (the “New Convertible Debenture”) whereby the Company added a conversion feature to the principal and interest of an existing promissory note in the amount of USD $14,768,962.02.

New Convertible Debenture     USD $14,768,962.02

Conversion Price:                     Convertible into shares at $0.73 of principal outstanding

Maturity date:                            September 22, 2028

Interest rate:                             7%

Number of Placees:                  1 placee

For further details, please refer to the Company’s news releases dated September 28, 2023, November 24, 2023 and January 22, 2024.

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BULLETIN V2024-1246

DRYDEN GOLD CORP. (“DRY”)
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE: April 30, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation relating to property payments made pursuant to the Manitou Option Agreement between the Company and Alamos Gold Inc., previously disclosed in the Company’s Filing Statement dated December 27, 2023.  To exercise its option, the Company must fund minimum exploration expenditures of $1,400,000 and make remaining payments subsequent to listing in the aggregate amount of $4,000,000 (payable as 50% cash and 50% shares). 

For further details, please refer to the Company’s news release dated April 22, 2024 and the Company’s Filing Statement dated December 27, 2023.

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BULLETIN V2024-1247

EMERGE COMMERCE LTD. (“ECOM”)
BULLETIN TYPE:  Prospectus-Debenture Offering, Amendment
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 1 Company

Further to TSX Venture Exchange (the “Exchange”) bulletin dated November 28, 2022, the Exchange has accepted for filing an amendment to the following convertible debentures (each a “Convertible Debenture”), which were issued pursuant to a Prospectus Supplement dated November 3, 2022, to a Short Form Base Shelf Prospectus dated April 8, 2022, announced on November 1, 2022:

The Convertible Debentures were issued under a trust indenture dated as of November 24, 2022 forming part of a prospectus-debenture unit offering that was originally accepted for filing by the Exchange effective November 28, 2022. All other details of the Convertible Debentures remain unchanged from the original convertible debenture.

A supplemental indenture dated as of April 29, 2024, was entered into to effect the amendment to the terms of the Convertible Debentures.

For further information, please refer to the Company’s press releases dated March 22, 2024, April 12, 2024 and April 29, 2024.

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BULLETIN V2024-1248

EUROPEAN ENERGY METALS CORP. (“FIN”)
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to the arm’s length acquisition of the 100% interest in the lithium Finnish Pegmatite Project (the “Property”) pursuant to a purchase agreement dated April 3, 2024 (the “Agreement”) between the Company and arm’s length vendors. Pursuant to the terms of the Agreement, the purchase price is a cash payment of $250,000 and the issuance of 1,100,000 common shares of the Company.

For further details, please refer to the Company’s news releases dated April 5, 2024.

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BULLETIN V2024-1249

GOOD NATURED PRODUCTS INC. (“GDNP.DB”)
BULLETIN TYPE:  Halt
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 2 Company

Effective at 4:45 a.m. PST, April 30, 2024, trading in the shares of the Company was halted, pending closing; 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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BULLETIN V2024-1250

HAPBEE TECHNOLOGIES, INC. (“HAPB”)
BULLETIN TYPE:  Private Placement-Non-Brokered; Amendment
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 2 Company 

Further to TSX Venture Exchange Bulletin dated April 19, 2024, the following information is amended:

Number of Shares:                    50,454,544 shares

All other information remains unchanged.

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BULLETIN V2024-1251

ONYX GOLD CORP. (“ONYX”)
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing an agreement, dated January 23, 2024 (the “Agreement”), between Company’s wholly-owned subsidiary and arm’s length party (the “Vendor”). Pursuant to the terms of the Agreement, the Company may acquire 100% of the right, title, and interest in and to certain mineral licenses the Lalonde property located approximately 85 kilometres east of Timmins, Ont. (the “Property”). By way of consideration, the Company will pay $20,000 in cash to the Vendor and will issue 400,000 shares to the Vendor

The Company will retain a 2% net smelter returns royalty (the “Royalty”) on the Property. The Company may ‘buy-back’ 50% of the Royalty for $1,000,000 and a right of first refusal to buy back the remaining 50% Royalty.

The Company is not paying any finders’ fee.

For further details, please refer to the Company’s news releases dated January 30, 2024.

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BULLETIN V2024-1252

PJX RESOURCES INC. (“PJX”)
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on April 15, 2024:

Number of Shares:                  2,500,000 non-flow-through common shares
                                                6,666,667 premium non-flow-through common shares
                                                4,444,444 flow-through common shares

Purchase Price:                       $0.20 per non-flow-through common share
                                                $0.225 per premium non-flow-through common share
                                                $0.36 per flow-through common share

Warrants:                                6,805,555 share purchase warrants to purchase 6,805,555 common shares

Warrant Exercise Price:          5,555,555 warrants exercisable at $0.45 for period of two (2) years
                                                1,250,000 warrants exercisable at $0.40 for period of two (2) years

Number of Placees:                9 Placees

The Company issued a news release on April 15, 2024 and April 17, 2024, confirming closing of the private placement. 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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BULLETIN V2024-1253

SKY GOLD CORP. (“SKYG”)
BULLETIN TYPE:  Property-Asset or Share Purchase Amending Agreement
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 2 Company

Further to TSX Venture Exchange (the “Exchange”)’s bulletin dated May 3, 2023, the Exchange has accepted for filing documentation pertaining to an amending agreement (the “Amending Agreement”) dated April 4, 2024, between Sky Gold Corp. (the “Company”), and two arm’s length parties (the “Vendors”). The Amending Agreement amended the terms of the original property option agreement dated April 11, 2023 (the “Original Agreement”), whereby the Company acquired from the Vendors a 100% interest in the Horne property located in Ontario.

Under the terms of the Amending Agreement, the total cash obligations of the Original Agreement have been reduced from $250,000 to $200,000. Additionally, the total exploration expenditure requirement has been adjusted to $500,000, decreased from the previous $800,000, with the completion deadlines deferred to the next three years. Other terms of the Original Agreement remain unchanged. In consideration for these amendments, the Company will issue a total of 1,350,000 common shares of the Company to the Vendors.

For further details, please refer to the Company’s news releases dated April 9, 2024 and April 29, 2024.

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BULLETIN V2024-1254

SKY GOLD CORP. (“SKYG”)
BULLETIN TYPE:  Property-Asset or Share Purchase Amending Agreement
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 2 Company

Further to TSX Venture Exchange (the “Exchange”)’s bulletin dated May 3, 2023, the Exchange has accepted for filing documentation pertaining to an amending agreement (the “Amending Agreement”) dated April 4, 2024, between Sky Gold Corp. (the “Company”), and two arm’s length parties (the “Vendors”). The Amending Agreement amended the terms of the original property option agreement dated April 11, 2023 (the “Original Agreement”), whereby the Company acquired from the Vendors a 100% interest in the Laurie property located in Ontario.

Under the terms of the Amending Agreement, the total cash obligations of the Original Agreement have been reduced from $250,000 to $200,000. Additionally, the total exploration expenditure requirement has been adjusted to $500,000, decreased from the previous $800,000, with the completion deadlines deferred to the next three years. Other terms of the Original Agreement remain unchanged. In consideration for these amendments, the Company will issue a total of 1,000,000 common shares of the Company to the Vendors.

For further details, please refer to the Company’s news releases dated April 9, 2024 and April 29, 2024.

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BULLETIN V2024-1255

SOUTH PACIFIC METALS CORP. (“SPMC”)
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to the arm’s length acquisition of the Exploration License 2310, also known as Kili Teke gold-copper project (the “Property”) pursuant to an asset sale and royalty agreement dated April 6, 2022 (the “Agreement”) between the Company and an arm’s length seller. Pursuant to the terms of the Agreement, the purchase price is a cash payment of U.S.$1,000,000 and an issuance of 1,125,725 warrants and the payment of U.S.$3,000,000 (“PEA Payment”) within six months after the publication of the Preliminary Economic Assessment and the payment of U.S.$4,000,000 (“PFS Payment”) within six months after publication of the Preliminary Feasibility Study or Feasibility Study. Each warrant is exercisable into one common share of the Company at CDN $2.80 per share.

The arm’s length seller will retain a 1.5% net smelter return royalty on the Property.

For further details, please refer to the Company’s news releases dated April 6, 2022, September 8, 2022 and September 14, 2023.

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BULLETIN V2024-1256

SURGE COPPER CORP. (“SURG”)
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on April 10, 2024:

Number of Shares:                   10,000,000 shares

Purchase Price:                        $0.10 per share

Warrants:                                  N/A

Number of Placees:                  23 placees

The Company issued news release on April 24, 2024, confirming closing of the private placement. 

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BULLETIN V2024-1257

WESTERN ALASKA MINERALS CORP. (“WAM”)
BULLETIN TYPE:  Prospectus-Share Offering
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 1 Company

Effective April 26, 2024, the Company’s Prospectus Supplement dated April 22, 2024 (the “Supplement”) to Short Form Base Shelf Prospectus dated November 21, 2023, was filed with and accepted by TSX Venture Exchange (the “Exchange”).

The Exchange has been advised that closing occurred on April 26, 2024, for gross proceeds of $6,122,178.80.

Please refer to the Company’s news releases dated April 18, 2024, April 22, 2024, and April 26, 2024, for further details.

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BULLETIN V2024-1258

XIMEN MINING CORP. (“XIM”)
BULLETIN TYPE:  Private Placement – Non-Brokered
BULLETIN DATE:  April 30, 2024
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on March 28, 2024:

Insider / Pro Group Participation:

                                                                        Insider=      Y /
Name                                                              Pro Group= P                         Number of Units           

Aggregate Existing Insider Involvement:
     [1 Existing Insider]                                        Y                                                         1,100,000
Aggregate Pro Group Involvement:                   N/A                                                         N/A

The Company issued a news release on April 15, 2024, confirming the closing of the private placement. 

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NEX COMPANY

BULLETIN V2024-1259

FLUROTECH LTD. (“TEST.H”)
BULLETIN TYPE:  Shares for Debt
BULLETIN DATE:  April 30, 2024
NEX Company

TSX Venture Exchange has accepted for filing the Company’s proposal to issue 1,826,480 shares to settle outstanding debt of $136,986.

Number of Creditors:                 1 Creditor

For further details, please refer to the Company’s news release dated April 30, 2024.

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BULLETIN V2024-1260

FLUROTECH LTD. (“TEST.H”)
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  April 30, 2024
NEX Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on March 11, 2024 and April 19, 2024:

Number of Shares:                    13,333,335 shares

Purchase Price:                         $0.075 per share

Number of Placees:                   28 placees

Insider / Pro Group Participation:

The Company issued a news release on April 26, 2024 confirming closing of the private placement. 

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SOURCE TSX Venture Exchange