TSX Venture Exchange Daily Bulletins

VANCOUVER, Oct. 17, 2017 /CNW/ -

TSX VENTURE COMPANIES

ATMANCO INC. ("ATW")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: October 17, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the documentation relating to an arm's length agreement, for the acquisition of all the issued and outstanding shares of VuduMobile Inc., in consideration of a purchase price of $600,000, including $250,000 in cash upon closing, the issuance of 1,697,411 common shares at a price of $0.17 per share upon closing, $11,440 as a debt assumed and $50,000 as a balance of sale payable in two equal payments of $25,000 in six and twelve months from closing. The balance of sale will be adjusted by an amount equal to the surplus or deficit of a working capital ratio of 1.2x as well as for uncollected accounts receivable 120 days after closing.

For further information, please refer to the Company's press releases dated August 16 and October 3, 2017.

ATMANCO INC. (" ATW ")
TYPE DE BULLETIN : Convention d'achat de propriété, d'actif ou d'actions
DATE DU BULLETIN : Le 17 octobre 2017
Société du groupe 2 de TSX Croissance

Bourse de croissance TSX a accepté le dépôt de documents relativement à l'acquisition de la totalité des actions émises et en circulation de VuduMobile Inc. pour un prix d'achat total de 600 000 $ incluant 250 000 $ en espèces à la clôture, 1 697 411 actions ordinaires à un prix de 0,17$ l'action à la clôture, 11 440 $ comme dette prise en charge et 50 000$ comme solde de prix de vente payable à raison de 25 000 $ dans 180 jours et 25 000 $ lors du premier anniversaire de la clôture. Ce solde de prix de vente sera ajusté par un montant égal à l'excédent ou au déficit à un ratio de fonds de roulement de 1,2x, et également par le montant des comptes à recevoir qui demeurent impayés 120 jours après la clôture.

Pour de plus amples renseignements, veuillez-vous référer aux communiqués de presse de la société datés des 16 août et 3 octobre 2017.

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AUTOMOTIVE FINCO CORP. ("AFCC")
BULLETIN TYPE:  Declaration of Dividend
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

The Issuer has declared the following dividend(s):

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BEWHERE HOLDINGS INC. ("BEW")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced September 18, 2017 and September 29, 2017:

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued news releases dated October 6, 2017 and October 11, 2017 announcing the closing of the private placement and setting out the expiry dates of the hold period(s).

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BISON GOLD RESOURCES INC. ("BGE")
BULLETIN TYPE:  Halt
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

Effective at 8:18 a.m. PST, October 17, 2017, 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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EMBLEM CORP. ("EMC") ("EMC.WT")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

Effective at 5:00 a.m. PST, October 4, 2017, shares of the Company had resumed trading, an announcement having been made.

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EMBLEM CORP ("EMC") (EMC.WT)
BULLETIN TYPE:  Halt
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

Effective at 1:38 p.m. PST, October 16, 2017, 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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EMBLEM CORP ("EMC") (EMC.WT)
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

Effective at 7:45 a.m., PST, October 17, 2017, shares of the Company resumed trading, an announcement having been made.

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EMPIRE INDUSTRIES LTD. ("EIL")
BULLETIN TYPE:  Rights Offering-Shares
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 1 Company

The Company has announced it will offer to Shareholders (the "Offering") of record on October 24, 2017, Rights to purchase shares of the Company.  0.15 Rights will be issued for each share held.  One (1) Right and $0.50 are required to purchase one Share.  The expiry date for the Rights Offering is November 27, 2017.  As at October 16, 2017 the Company has 68,587,893 shares issued and outstanding. 

Effective at the opening, Monday, October 23, 2017, the shares of the Company will trade Ex-Rights and the Rights will not commence trading at that time on a 'when-issued basis'.  The Company is classified as a 'General Construction Contractor' company.

Trade Dates

RIGHTS ARE NOT LISTED FOR TRADING

For further details, please refer to the Company's Rights Offering Circular dated October 16, 2017.

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GOLIATH RESOURCES LIMITED ("GOT")
[formerly Bitumen Capital Inc. ("BTM.H")]
BULLETIN TYPE: Qualifying Transaction-Completed, Private Placement – Brokered, Name Change and Consolidation, Shares for Debt,  Graduation from NEX to TSX Venture, Resume Trading
BULLETIN DATE: October 17, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's Qualifying Transaction ("QT") described in its Filing Statement dated September 28, 2017.  As a result, at the opening on Wednesday, October 18, 2017, the Company will no longer be considered a Capital Pool Company.  The QT includes the following:

Acquisition Agreement

Pursuant to the Acquisition Agreement dated August 1, 2017, as amended September 22, 2017, the Company has acquired all the issued and outstanding securities of Goliath Resources Limited ("Goliath") for an aggregate of 51,381,001 post-consolidation common shares at a deemed price of $0.10 per share.  As part of the transaction, warrants of Goliath were replaced with common share purchase warrants of the Company, resulting in the issuance of (i) common share purchase warrants exercisable to purchase up to 15,295,000 post-Consolidation common shares of the Company at an exercise price of $0.10 per share; and (ii) post-Consolidation common shares of the Company exercisable to purchase up to 23,349,651 common shares at an exercise price of $0.15 per share.  In addition, a maximum of 40,000,000 post-consolidation common shares (the "Bonus Shares") are issuable when certain milestones on the resource properties are met, with this obligation expiring on December 15, 2023.

Name Change and Consolidation

Pursuant to a resolution passed by shareholders on August 29, 2017, the Company has consolidated its capital on a 1.67  old for 1 new basis.  The name of the Company has also been changed to the Goliath Resources Limited.

Effective at the openingOctober 18, 2017, the common shares of Goliath Resources Limited will commence trading on TSX Venture Exchange, and the common shares of Bitumen Capital Inc. will be delisted.

Post-Consolidation Capitalization:

Unlimited shares with no par value of which 60,213,902 shares are issued and outstanding

Escrow: 34,113,311 common shares, 150,000 warrants.  In addition, up to 40,000,000 Bonus Shares will be escrowed if they are issued within thirty-six months of the date of this bulletin.

The Company is classified as a "Metal Ore Mining" company.

Shares for Debt

TSX Venture Exchange has accepted for filing the Company's proposal to issue 479,608 post-consolidation shares to settle outstanding debt for $48,056.66.

The Exchange has been advised that the above transactions have been completed.  For further details about the QT and the related transactions, please refer to the Filing Statement dated September 28, 2017 available on www.sedar.com.

Graduation from NEX to TSX Venture

The Company has met the requirements to be listed as a TSX Venture Tier 2 Company.  Therefore, effective on October 18, 2017, the Company's listing will transfer from NEX to TSX Venture, the Company's tier classification will change from NEX to Tier 2 and the Filing and Service Office will change from NEX to Toronto.

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GT GOLD CORP. ("GTT")
BULLETIN TYPE:  Resume Trading, Correction
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

Further to the bulletin dated October 16, 2017, the following single stock circuit breaker resumption should have stated:

Effective at 7:18 a.m. PST, October 16, 2017, shares of the Company resumed trading.

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NRG METALS INC. ("NGZ")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

Effective at 6:30 a.m., PST, October 17, 2017, shares of the Company resumed trading, an announcement having been made.

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PANORO MINERALS LTD. ("PML")
BULLETIN TYPE:  Halt
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

Effective at 10:05 a.m. PST, October 17, 2017, 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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PETROLIA INC. ("PEA")
BULLETIN TYPE:  Remain Halted
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange ('TSXV') Bulletin dated October 16, 2017, trading in the shares of the Company will remain halted pending closing of the RTO transaction.

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RENAISSANCE GOLD INC. ("REN")
BULLETIN TYPE:  Property-Asset or Share Disposition Agreement
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing an amending agreement (the "Amending Agreement") dated September 6, 2017 between Renaissance Gold Inc. (the "Company") and Magna Terra Minerals Inc. ("Magna Terra") whereby the Company has agreed to amend terms to a February 16, 2014 agreement (the "Agreement") whereby the Company agreed to sell its subsidiary AuEx to Magna Terra for immediate and deferred consideration. 

The Company has agreed to accept $25,000 in cash and 250,000 common shares of Magna Terra (approximately $15,000 in value) for total consideration of $40,000 for terminating certain rights the Company had for future cash payments totaling $80,000. 

The Company retains an NSR on certain properties defined in the Agreement.  The Amending Agreement constitutes a non-arm's length transaction as a director of Magna Terra is also an officer of the Company.  For further information, please see the September 8, 2017 news release issued by Magna Terra.

Insider / Pro Group Participation: Nil.

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STARLIGHT U.S. MULTI-FAMILY (NO. 1) ("SUVA.A")("SUVA.U")
BULLETIN TYPE:  Declaration of Dividend
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 1 Company

The Issuer has declared the following dividend(s):

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STARLIGHT U.S. MULTI-FAMILY (NO.5) ("STUS.A")("STUS.U")
BULLETIN TYPE:  Declaration of Dividend
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 1 Company

The Issuer has declared the following dividend(s):

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TITANIUM TRANSPORTATION GROUP INC. ("TTR")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation relating to a Share Purchase Agreement (the "Agreement") dated October 1, 2017 between arm's length parties (the "Vendors") and Titanium Transportation Group Inc. (the "Company").  Pursuant to the Agreement, the Company shall acquire all the outstanding shares of 6475485 Canada Inc., carrying on business as Xpress, a logistics and transportation services company operating near Windsor, Ontario.

In consideration the Company shall pay an aggregate of $3,080,000 plus issue 365,217 common shares to the Vendors.

For more information, refer to the Company's news release dated October 2, 2017.

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UNIVERSAL MCLOUD CORP. ("MCLD")
[formerly Universal Ventures Inc. ("UN")]
BULLETIN TYPE: Reverse Takeover-Completed, Private Placement-Brokered, Name Change and Consolidation, Resume Trading
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange (the "Exchange") has accepted for filing Universal Ventures Inc. (the "Company" - now "Univeral mCloud Corp.") Reverse Takeover (the "RTO") and related transactions, all as principally described in its filing statement dated October 5, 2017 (the "Filing Statement"). The RTO includes the following matters, all of which have been accepted by the Exchange.

Reverse Takeover-Completed:

Pursuant to an agreement dated October 13, 2017 (the "Agreement"), between the Company and mCloud Corp., the Company issued 35,844,296 (post-consolidated) common shares, inclusive of the 8,571,571 (post-consolidation) common shares issued pursuant to the concurrent brokered financing, to acquire 100% of the issued capital of mCloud Corp.

The Exchange has been advised that the RTO and the related transactions, as indicated below, have been completed. For additional information please refer to the Filing Statement available under the Company's profile on SEDAR and the Company's news release dated October 13, 2017.

Private Placement-Brokered:

Concurrent with the closing of the RTO, mCloud Corp. completed a financing of 8,571,571 subscription receipts for gross proceeds of $3,000,050. Each subscription receipt was acquired at $0.35 and converted into one (post-consolidation) common share and one (post-consolidation) share purchase warrant of the Company. Each warrant may be exercised by the holder at a price $0.45 for a period of two (2) years.

A commission of $310,000 and 510,010 compensation options were paid to the agents in connection with the financing. The compensation options are exercisable into a common share of the Company at $0.35 for a period of two (2) years.

Name Change and Consolidation:

Pursuant to a resolution passed September 20, 2017, the Company has consolidated its capital on a two (2) old for one (1) new basis.  The name of the Company has also been changed as follows.

Effective at the opening Wednesday, October 18, 2017 the common shares of Univeral mCloud Corp. will commence trading on TSX Venture Exchange, and the common shares of Universal Ventures Inc. will be delisted. The Company is classified as a 'Technology' company.

Resume Trading:

Effective at the opening, Wednesday, October 18, 2017the shares of the Company will resume trading.

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VERTEX RESOURCE GROUP LTD. ("VTX")
[formerly VIER CAPITAL CORP. ("VIE.P")]
BULLETIN TYPE: Resume Trading, Qualifying Transaction-Completed/New Symbol, Name Change and Consolidation
BULLETIN DATE:  October 17, 2017
TSX Venture Tier 1 Company

1.       Resume Trading:

Effective at the opening on Wednesday, October 18, 2017, the common shares of Vertex Resource Group Ltd. ("Vertex") will commence trading on TSX Venture Exchange, and the common shares of Vier Capital Corp. ("Vier") will be delisted. 

2.       Qualifying Transaction:

TSX Venture Exchange has accepted for filing Vertex Resource Group Ltd.'s (formerly Vier Capital Corp.) (the "Company") Qualifying Transaction ("QT") described in its filing statement dated October 4, 2017 (the "Filing Statement").  As a result, at the opening onWednesday, October 18, 2017, the Company will no longer be considered a Capital Pool Company.  The Qualifying Transaction includes the following:

The QT consists of the arm's length acquisition of all shares of Vertex for consideration of 85,773,459 shares ("Resulting Issuer Shares") of the Resulting Issuer at $1.00 per Resulting Issuer Share ($85,773,459), pursuant to the pre-acquisition agreement between Vier and Vertex dated September 8, 2017.

For further information on the QT, please refer to the Company's Filing Statement available on SEDAR.

The Exchange has been advised that the above transaction has been completed.

In addition, the Exchange has accepted for filing the following: 

3.       Name Change and Consolidation

Pursuant to a resolution passed by shareholders on May 17, 2017, the Company has consolidated its capital on a 10 old for one (1) new basis.  The name of the Company has also been changed to Vertex Resource Group Ltd.

Effective at the opening on Wednesday, October 18, 2017, the common shares of Vertex Resource Group Ltd. ("VTX") will commence trading on TSX Venture Exchange, and the common shares of Vier Capital Corp. ("VIE.P") will be delisted.  The Company is classified as an "Industrial" company.

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NEX COMPANIES

MORGAN RESOURCES CORP. ("MOR.H")
BULLETIN TYPE:  Remain Halted -
BULLETIN DATE:  October 17, 2017
NEX Company

Further to the TSX Venture Exchange ('TSXV') Bulletin dated October 12, 2017, trading in the shares of the Company will remain halted pending receipt and review of acceptable documentation regarding the change of business and/or Reverse Take-Over pursuant to Listings Policy 5.2

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QUADRO RESOURCES INC. ("QRO")
[formerly Quadro Resources Inc. ("QRO.H")]
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement, Shares for Debt, Graduation from NEX to TSX Venture, Private Placement-Non-Brokered
BULLETIN DATE:  October 17, 2017
NEX Company

TSX Venture Exchange has accepted for filing an option agreement dated June 7, 2017 between Quadro Resources Inc. (the "Company"), Benton Resources Inc. ("Benton") and Metals Creek Resources Inc. ("Metals Creek") (the "Agreement") to acquire the Staghorn Property in Newfoundland (the "Property").

Shares for Debt

TSX Venture Exchange has accepted for filing the Company's proposal to issue 2,065,500 shares at $0.10 per share to settle outstanding debt for $206,550.00.

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

NEX Reactivation

The Company has met the requirements to be listed as a TSX Venture Tier Company.  Therefore, effective on open of trading on Wednesday October 18, 2017, the Company's listing will transfer from NEX to TSX Venture, the Company's Tier classification will change from NEX to Tier 2 and the Filing and Service Office will change from NEX to Vancouver.

Effective at the opening of trading on October 18, 2017, the trading symbol for the Company will change from QRO.H to QRO.  The Company is classified as a mineral exploration company.

Private Placement

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 7, 2017 and June 14, 2017:

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company issued a news release dated October 5, 2017 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.

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SPARTA CAPITAL LTD. ("SAY.H")
BULLETIN TYPE:  Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE:  October 17, 2017
NEX Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced September 15, 2017:

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SOURCE TSX Venture Exchange