VANCOUVER, BC, Aug. 1, 2024
/CNW/ -
TSX VENTURE COMPANIES
BULLETIN V2024-2328
CATHEDRA BITCOIN INC. ("CBIT")
BULLETIN TYPE: Reverse Takeover-Completed, Amendment – Convertible
Debentures, Resume Trading
BULLETIN DATE: August 1, 2024
TSX Venture Tier 1 Company
TSX Venture Exchange (the "Exchange") has accepted for filing
Cathedra Bitcoin Inc.'s (the "Company") Reverse
Takeover ("RTO") as described in its Information Circular dated
June 18, 2024, which includes the
following transactions:
In connection with the RTO, the Company's articles and notice of
articles were amended to, among other things (a) change the name of
Company's common shares to Subordinate Voting Shares ("SVS"), (b)
create a new class of unlimited Multiple Voting Shares
("MVS"). Please refer to the Capitalization section for a
description of the capitalization of the Company.
Pursuant to the share exchange agreement dated March 6, 2024, as amended on June 18, 2024 (together, the "Share Exchange
Agreement") between the Company, Kungsleden, Inc. ("Kungsleden")
and Kungsleden's shareholders (the "Vendors", and together with the
Company and Kungsleden, the "Parties"), the Company acquired all of
the outstanding shares of Kungsleden from the Vendors in exchange
for 6,253,429 MVS of the Company. The 6,253,429 MVS issued to the
Vendors are convertible into 625,342,900 SVS of the Company. The
RTO resulted in the Vendors owning (on a non-diluted basis)
approximately 72.5% of the equity of the Company and existing
Company shareholders owning the remaining 27.5% of the equity of
the Company. The Vendors hold approximately 80% of the voting
rights of the Company and existing Company shareholders hold the
remaining 20% of the voting rights of the Company.
The Exchange has been advised that the RTO, approved by
shareholders in the Annual General and Special Meeting of
shareholders on July 22, 2024, has
been completed.
Amendment – Convertible Debentures
The Exchange has also accepted for filing an amendment of the
convertible debentures issued in a Non-Brokered Private
Placement:
Convertible Debenture: $5,733,727
principal amount
Conversion Price: Convertible into common shares at $0.15 per share [reduced from C$0.78]
Maturity Date: November 11, 2025
[unchanged]
Please refer to the Exchange bulletin dated November 22, 2021 for the original acceptance of
these convertible debentures, and the Exchange bulletin dated
December 23, 2023 for the acceptance
of the first amendment to these convertible debentures.
Capitalization:
Unlimited number of SVS with no par value of which 237,513,935
SVS are issued and outstanding (Listed).
Unlimited number of MVS with no par value of which
6,253,429 MVS are issued and outstanding (Unlisted). Each MVS is
convertible into 100 SVS and each MVS is entitled to 152 votes per
MVS (or 1.52 votes per Subordinate Voting Share on an as converted
basis).
Escrow:
7,965,879 SVS and 2,800,000 stock options are subject to an
escrow term of 18 months
263,676 SVS, 6,128,361 MVS, 88,841 stock options to purchase
SVS, and 7,414,415 Restricted Share Units are subject to an escrow
term of 36 months.
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol (SVS): CBIT [unchanged]
CUSIP Number (SVS): 14919F206 [new]
For further information, please refer to the Company's
Information Circular dated June 18,
2024.
The Resulting Issuer is classified as a "Data processing,
hosting, and related services" company [NAICS 518210]
Resume Trading
Effective at the opening on Tuesday, August 6, 2024, trading in the
shares of the Company will resume.
Company Contact: Antonin Scalia, CEO
Company Address: #320 - 638 Broughton St., Vancouver, BC V6G 3K3, Canada
Company Phone Number: 604 477-9997
Company Email Address: aj@cathedra.com
Company Website: www.cathedra.com
_______________________________________
BULLETIN V2024-2329
NEVADA KING GOLD CORP. ("NKG")
BULLETIN TYPE: Plan
of Arrangement, Substitutional Listing
BULLETIN
DATE: August 1,
2024
TSX Venture Tier 2 Company
Plan of Arrangement:
The Exchange has approved Nevada King Gold Corp.'s ("Nevada
King") plan of arrangement (the "Plan of Arrangement"), which
includes certain matters, as outlined below.
The Plan of Arrangement was approved by Nevada King shareholders on July 22, 2024 and the Supreme Court of
British Columbia granted
Nevada King a final order on
July 25, 2024 in connection with the
Plan of Arrangement.
The Plan of Arrangement involves the spinout of NV King
Goldlands Inc. ("Spinco") to Nevada
King shareholders. Nevada
King shareholders received one share of Spinco for every
thirty shares held in Nevada King.
Spinco will hold Nevada King's
concessions and properties with the exception of Nevada King's Atlanta Project, Nevada.
Additionally, pursuant to the Plan of Arrangement, Nevada King shareholders will receive New Shares
(as defined below) of Nevada King in
exchange for Old Shares (as defined below).
The Plan of Arrangement is fully described in Nevada King's Information Circular dated
June 14, 2024. Refer to Nevada King's news releases dated June 11, 2024, July 22,
2024, July 26, 2024 and
August 1, 2024, available on
SEDAR+.
Substitutional Listing:
In accordance with the above-referenced Plan of Arrangement,
Nevada King shareholders who
previously held one common share of Nevada
King (the "Old Shares") have exchanged their Old Shares for
new common shares of Nevada King
(the "New Shares"), on a one for one basis.
Accordingly, the New Shares will be listed on the Exchange at
the market opening Tuesday, August 6,
2024.
|
Capitalization:
|
Unlimited common
shares with no par value of which
|
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343,482,944
shares are issued and outstanding
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Escrowed Shares:
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nil
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Transfer Agent:
|
Alliance Trust
Company
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Trading Symbol:
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NKG
(UNCHANGED)
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CUSIP Number:
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64135V105
(NEW)
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_______________________________________
24/08/01 - TSX Venture Exchange
Bulletins
TSX VENTURE COMPANIES
BULLETIN V2024-2330
AVANTI HELIUM CORP. ("AVN")
BULLETIN TYPE:
Shares for Debt
BULLETIN DATE: August 1, 2024
TSX Venture Tier 2
Company
TSX Venture Exchange has accepted for filing the Company's
proposal to issue 1,397,683 shares at a deemed price of
$0.295 per share to settle
outstanding debt for $412,316.49.
Number of Creditors: 6 arm's length creditors
Non-Arm's Length Party / Pro Group Participation: N/A
For more details, please refer to the Company's news release
dated July 30, 2024.
_______________________________________
BULLETIN V2024-2331
COMPASS GOLD CORPORATION ("CVB")
BULLETIN
TYPE: Private Placement-Non-Brokered, Convertible
Debenture
BULLETIN DATE: August 1, 2024
TSX Venture Tier 2
Company
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Financing Type:
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Non-Brokered Private
Placement
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|
|
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Offering:
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$175,000 principal
amount of convertible debenture convertible into 1,750,000 Listed
Shares with 875,000 detachable warrants
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|
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Conversion Price:
|
$0.10 per Listed
Share
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|
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Maturity date:
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June 30,
2025
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|
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Interest rate:
|
10% per
annum
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Warrant Exercise
Terms:
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$0.10 per warrant until
June 30, 2025
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Non-Cash
Commissions:
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Shares
Warrants
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Finders
(Aggregate)
N/A
N/A
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|
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Public
Disclosure:
|
Refer to the company's
news releases dated July 11, 2024 and July 17, 2024.
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_______________________________________
BULLETIN V2024-2332
COPPER FOX METALS INC. ("CUU")
BULLETIN TYPE:
Private Placement-Non-Brokered
BULLETIN DATE:
August 1, 2024
TSX Venture
Tier 1 Company
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Financing Type:
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Non-Brokered Private
Placement
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Gross Proceeds:
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$1,125,520
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Offering:
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5,116,000 Listed Shares
with 2,558,000 warrants attached.
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Offering Price:
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$0.22 per Listed
Share
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Warrant Exercise
Terms:
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$0.26 per Listed Share
for a 1-year period after closing and $0.32 per Listed Share in the
following year 2, subject to an acceleration right.
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Non-Cash
Commissions:
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N/A
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|
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Public
Disclosure:
|
Refer to the company's
news release(s) dated June 19, 2024, June 26, 2024, and July 31,
2024.
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_______________________________________
BULLETIN V2024-2333
ECOLOMONDO CORPORATION ("ECM")
BULLETIN TYPE:
Private Placement-Non-Brokered
BULLETIN DATE:
August 1, 2024
TSX Venture
Tier 2 Company
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Financing Type:
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Non-Brokered Private
Placement
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Gross Proceeds:
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$506,660.04
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Offering:
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2,814,778 common shares
with 2,814,778 warrants
attached
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Offering Price:
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$0.18 per common
share
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Warrant Exercise
Terms:
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$0.24 per warrant for a
2-year period, subject to an acceleration right
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Public
Disclosure:
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Refer to the company's
news releases dated June 13, 2024, and July 26, 2024.
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ECOLOMONDO CORPORATION (« ECM »)
TYPE DE
BULLETIN : Placement privé sans l'entremise d'un
courtier
DATE DU BULLETIN : Le 1er août
2024
Société du groupe 2 de TSX Croissance
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Type de financement
:
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Placement privé sans
courtier
|
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Produit brut :
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506 660,04 $
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Placement :
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2 814 778 actions
ordinaires et 2 814 778 bons de souscription
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Prix offert :
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0,18 $ par action
ordinaire
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Modalités d'exercice
des
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bons de souscription
:
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0,24 $ par bon de
souscription pour une période de 2 ans, sous réserve du droit
de devancer l'expiration des bons de souscription
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Communication de
l'information :
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Se reporter aux
communiqués de presse de la société datés du 13 juin 2024 et du 26
juillet 2024.
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_______________________________________
BULLETIN V2024-2334
FIRST NORDIC METALS CORP. ("FNM")
BULLETIN
TYPE: Warrant Price Amendment, Correction
BULLETIN
DATE: August 1,
2024
TSX Venture Tier 2 Company
Further to the TSX Venture Exchange Bulletin dated July 22, 2024, the Bulletin should have noted
that the warrants were issued pursuant to First Nordic Metals
Corp.'s private placement rather than Gold Line's private
placement:
These warrants were issued pursuant to the Company's private
placement of 6,323,116 shares with 3,161,558 share purchase
warrants attached, which were accepted for filing by the Exchange
effective August 26, 2022.
All other information remains unchanged.
_______________________________________
BULLETIN V2024-2335
FIRST NORDIC METALS CORP. ("FNM")
BULLETIN
TYPE: Shares for Debt
BULLETIN DATE:
August 1, 2024
TSX Venture
Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's
proposal to issue 27,954,872 shares to settle outstanding debt for
$8,176,800.
Number of
Creditors:
1 Creditor
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Non-Arm's Length Party
/ Pro Group Participation:
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Creditors
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# of
Creditors
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Amount
Owing
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Deemed Price per
Share
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Aggregate # of
Shares
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|
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Aggregate Non-Arm's
Length Party Involvement:
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N/A
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N/A
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N/A
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N/A
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Aggregate Pro Group
Involvement:
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N/A
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N/A
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N/A
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N/A
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The Company shall issue a news release when the shares are issued,
and the debt extinguished. For further details, please refer to the
Company's news releases dated July 15,
2024 and August 1, 2024.
_______________________________________
BULLETIN V2024-2336
HEMOSTEMIX INC. ("HEM")
BULLETIN TYPE:
Halt
BULLETIN DATE: August
1, 2024
TSX Venture Tier 2 Company
Effective at 7:21 a.m. PST,
August 1, 2024, trading in the shares
of the Company was halted, pending news; this regulatory halt is
imposed by Canadian Investment Regulatory Organization, the Market
Regulator of the Exchange pursuant to the provisions of Section
10.9(1) of the Universal Market Integrity Rules.
_______________________________________
BULLETIN V2024-2337
ORCA ENERGY GROUP INC. ("ORC.A")
("ORC.B")
BULLETIN TYPE:
Halt
BULLETIN DATE: August
1, 2024
TSX Venture Tier 2 Company
Effective at 4:57 a.m. PST,
August 1, 2024, trading in the shares
of the Company was halted, pending news; this regulatory halt is
imposed by Canadian Investment Regulatory Organization, the Market
Regulator of the Exchange pursuant to the provisions of Section
10.9(1) of the Universal Market Integrity Rules.
_______________________________________
BULLETIN V2024-2338
ORCA ENERGY GROUP INC. ("ORC.A")
("ORC.B")
BULLETIN TYPE: Resume
Trading
BULLETIN DATE: August 1, 2024
TSX Venture Tier 2
Company
Effective at 7:45 a.m. PST,
August 1, 2024, shares of the Company
resumed trading, an announcement having been made.
_______________________________________
BULLETIN V2024-2339
SILVER RANGE RESOURCES LTD. ("SNG")
BULLETIN
TYPE: Private Placement-Non-Brokered
BULLETIN
DATE: August 1,
2024
TSX Venture Tier 2 Company
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Financing Type:
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Non-Brokered Private
Placement
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Gross Proceeds:
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$239,280.40
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Offering:
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2,991,005 Listed Shares
with 2,991,005 warrants attached
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Offering Price:
|
$0.08 per Listed
Share
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Warrant Exercise
Terms:
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$0.16 per Listed Share
for a two-year period, subject to an acceleration
right.
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Non-Cash
Commissions:
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Shares
Warrants
|
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Finders
(Aggregate)
N/A
N/A
|
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Public
Disclosure:
|
Refer to the company's
news releases dated April 30, 2024 and July 15, 2024.
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_______________________________________
NEX COMPANY
BULLETIN V2024-2340
HIGHCLIFF METALS CORP. ("HCM.H")
BULLETIN
TYPE: Private Placement-Non-Brokered
BULLETIN
DATE: August 1,
2024
NEX Company
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Financing Type:
|
Non-Brokered Private
Placement
|
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Gross Proceeds:
|
$139,500
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Offering:
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9,300,000 Listed
Shares
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Offering Price:
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$0.015 per Listed
Share
|
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Non-Cash
Commissions:
|
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Shares
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Warrants
|
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Finders
|
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0
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0
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Public Disclosure: Refer to the company's news releases dated
May 24, 2024, and July 31, 2024.
_______________________________________
SOURCE TSX Venture Exchange