VANCOUVER, May 26, 2017 /CNW/ -

TSX VENTURE COMPANIES

BACANORA MINERALS LTD. ("BCN")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced May 24, 2017.

Number of Securities:

8,573,925 Common Shares



Purchase Price:

$1.51 per Share (£0.86)



Warrants:

None



Warrant Exercise Price:

None



Number of Placees:

1 Placee



Insider /


Pro Group Participation:

None



Finder's Fee:

Cash payment of $519,100 to W.H. Ireland Limited

 

________________________________________

CANNABIS WHEATON INCOME CORP. ("CBW")
BULLETIN TYPE:  Halt
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

Effective at 7:00 a.m. PST, May 26, 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.

________________________________________

ELECTRA STONE LTD. ("ELT")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing a Purchase Agreement dated May 1, 2017 between Electra Stone Ltd. (the "Company") and Quartz Creek Development Ltd. (the "Vendor"), whereby the Company is purchasing a ne nephrite jade project situated between Provencher Lake and Kutcho Creek in the Cassiar region of BC.  In consideration, the Company will issue 1,500,000 shares to the Vendor.

________________________________________

FIREWEED ZINC LTD ("FWZ")
BULLETIN TYPE:  New Listing-IPO-Shares, Halt
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

The Company's Initial Public Offering ('IPO') Prospectus dated May 9, 2017, has been filed with and accepted by TSX Venture Exchange, and filed with and receipted by the British Columbia, Alberta, Ontario and Yukon Territories Securities Commission's on 10, May, 2017, pursuant to the provisions of the  Securities Act (British Columbia) and Multilateral Instrument 11-202.

The gross proceeds received by the Company for the Offering were $4,025,000 (8,050,000 common shares at $0.50 per share).  The Company is classified as a 'Mineral Exploration and Development' company.

Commence Date:

At the opening Monday, May 29, 2017, the Common shares will be listed and immediately halted on TSX Venture Exchange.



Corporate Jurisdiction:

Yukon Territory



Capitalization:

Unlimited  common shares with no par value of which


17,756,370  common shares are issued and outstanding

Escrowed Shares:

7,860,000  common shares



Transfer Agent:

Computershare Investors Services Inc

Trading Symbol:

FWZ

CUSIP Number:

31832Q101     



Agent:      

Haywood Securities Inc.

Greenshoe Option:

The Agent has over-allotted the Offering and sold an additional 1,050,000 shares.



Agent's Warrants:

286,370 common shares, 403,000 non-transferable share purchase warrants.  One warrant to purchase one share at $0.50 per share up to May 29, 2019.

 

For further information, please refer to the Company's Prospectus dated May 9, 2017.

Company Contact: 

Brandon MacDonald

Company Address:

1020-800 W. Pender Street, Vancouver, BC, V6C 2V6

Company Phone Number:

604-646-8360

Company Email Address:

Brandon@macdonald.com

 

Halt

Effective at open of trading, Monday May 29, 2017, trading in the shares of the Company was halted at the request of the Company.

________________________________________

FIRM CAPITAL AMERICAN REALTY PARTNERS CORP. ("FCA.U")("FCA")("FCA.WT.U"
BULLETIN TYPE:  Prospectus-Unit Offering, New Listing-Warrants, Commencement of Canadian Dollar Trading
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 1 Company

Prospectus-Unit Offering

Effective May 25, 2017, the Company's Short Form Prospectus dated May 19, 2017, was filed with and accepted by TSX Venture Exchange (the "Exchange"), and effective May 23, 2017 was filed with and receipted by the British Columbia, Alberta, Saskatchewan, Manitoba, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Labrador and Ontario Securities Commissions, pursuant to the provisions of the respective Securities Acts.

TSX Venture Exchange has been advised that closing is scheduled to occur on May 29, 2017 for gross proceeds of US$3,198,000 and CDN$4,288,102 (no over-allotment option exercised to date).

Underwriter:

Canaccord Genuity Corp.



Offering:

845,160 Units.  Each Unit consists of one common share and one share purchase warrant ("Warrant").



Unit Price:

US$7.50 per Unit


CDN$10.24 per Unit



Warrant Exercise Price/Term:

Each Warrant entitles the holder to acquire one common share at a price of US$8.50 for a period of three years.



Underwriter's Fee:

The Underwriter shall receive a 6% cash commission of gross proceeds raised from the offering.



Over-Allotment Option:

The Underwriter was granted an over-allotment option in connection with this offering to purchase up to an additional 126,774 Units (being 15% of the Offering) on the same terms as above, exercisable up to 30 days after the closing of the Offering. The above noted Underwriter's Fee shall also be applicable to the Over-Allotment Option.

 

For further information, refer to the Company's Short Form Prospectus dated May 19, 2017 filed on SEDAR.

New Listing-Warrants

The Warrants of the Company will be listed and admitted to trading on the TSX Venture Exchange, on the effective date as stated below.

Commencement date:

At the opening on Monday May 29, 2017, the Warrants will commence trading on TSX Venture Exchange.



Corporate Jurisdiction:

Ontario



Capitalization:

845,160 Warrants will be issued and outstanding



Transfer Agent:

TSX Trust Company

Trading Symbol:

FCA.WT.U

CUSIP Number:

318322146

The Warrants shall trade in U.S. dollars.

 

The closing of the prospectus offering of Units (the "Offering") is expected to occur prior to the opening of business on Monday, May 29, 2017.  The Warrants will be posted for trading at the opening of business on Monday, May 29, 2017, upon confirmation of closing of the Offering.

Commencement of Canadian Dollar Trading

Commencing at the opening on Monday, May 29, 2017, the Company's common shares will be quoted in Canadian dollars under the trading information as set out below.

This is in addition to the common shares being quoted in U.S. dollars.

Canadian Dollar Trading:

Stock Symbol: ("FCA") CUSIP #: 318322203

U.S. Dollar Trading

Stock Symbol: ("FCA.U") CUSIP #: 318322203

________________________________________

FREEDOM ENERGY INC. ("FREE")
[formerly MINECORP ENERGY LTD. ("MCE")]
BULLETIN TYPE:  Name Change
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

Pursuant to a Directors resolution dated May 15, 2017, the Company has changed its name as follows.  There is no consolidation of capital.

Effective at the opening May 29, 2017, the common shares of Freedom Energy Inc. will commence trading on TSX Venture Exchange, and the common shares of Minecorp Energy Ltd. will be delisted.  The Company is classified as a 'Coal Mining' company.

Capitalization:

unlimited

shares with no par value of which


28,809,202

shares are issued and outstanding

Escrow:

nil




Transfer Agent:

Computershare Trust Company of Canada

Trading Symbol:

FREE

(new)

CUSIP Number:

35638M107

(new)

________________________________________

GLOBAL DAILY FANTASY SPORTS INC. ("DFS")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

Effective at 12:00 p.m. PST, May 26, 2017, shares of the Company resumed trading, an announcement having been made.

________________________________________

GREAT ATLANTIC RESOURCES CORP. ("GR")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE: May 26, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced May 16, 2017:

Number of Shares:                   

2,00,000 shares



Purchase Price:                        

$0.08 per share



Warrants:                                 

2,000,000 share purchase warrants to purchase 2,000,000 shares



Warrant Exercise Price:             

$0.10 for a five year period



Number of Placees:                  

7 Placees






Insider / Pro Group Participation:




Insider=Y /


Name

ProGroup=P

# of Shares

Barry Brown

Y

250,000

Aggregate Pro Group Involvement

P

250,000


[2 Placees]





Finder's Fee:

N/A                                     

 

The Company issued a news release on May 26, 2017 confirming closing of the private placement.

________________________________________

HUNT MINING CORP. ("HMX")
BULLETIN TYPE: Reinstated for Trading
BULLETIN DATE: May 26, 2017
TSX Venture Tier 2 Company

Further to the TSX Venture Exchange Bulletin dated May 5, 2017, the Exchange has been advised that the Cease Trade Order issued by the British Columbia and Ontario Securities Commissions dated May 5, 2017 has been revoked.

Effective at the opening, Monday, May 29, 2017, trading will be reinstated in the securities of the Company.

__________________________________

KENADYR MINING (HOLDINGS) CORP. ("KEN")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

Effective at 8:00 a.m. PST, May 26, 2017, shares of the Company resumed trading, an announcement having been made.

________________________________________

MIRA VII ACQUISITION CORP. ("MVA.P")
BULLETIN TYPE:  CPC-Filing Statement
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing the Company's CPC Filing Statement dated May 26, 2017, for the purpose of filing on SEDAR.

________________________________________

NIGHTHAWK GOLD CORP. ("NHK")
BULLETIN TYPE:  Graduation
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has been advised that the Company's shares will be listed and commence trading on Toronto Stock Exchange at the opening, on Monday, May 29, 2017, under the symbol "NHK".

As a result of this Graduation, there will be no further trading under the symbol "NHK" on TSX Venture Exchange after May 26, 2017, and its shares will be delisted from TSX Venture Exchange at the commencement of trading on Toronto Stock Exchange.

________________________________________

NORTHERN VERTEX MINING CORP. ("NEE")("NEE.DB")
BULLETIN TYPE:  Resume Trading
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

Effective at 6:30 a.m. PST, May 26, 2017, shares of the Company resumed trading, an announcement having been made.

________________________________________

PACTON GOLD INC. ("PAC")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing an Option Agreement dated May 23, 2017 between Pacton Gold Inc. (the Company) and 1544230 Ontario Inc. (Perry and Julia English) and Mastodon Geological Services Inc. (Richard Dale Ginn, Nav Dhaliwal) (the Vendors) whereby the Company may acquire a 100% interest in the Red Lake Property (30 mineral claims).  Consideration is $250,000 cash and 2,500,000 common shares over a two year period.

The Vendors retain a 2.5% NSR, with the Company having the option to purchase 1% of the NSR at any time for $1,500,000.

________________________________________

PACTON GOLD INC. ("PAC")
BULLETIN TYPE:  Property-Asset or Share Purchase Agreement
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing an Option Agreement dated May 23, 2017 between Pacton Gold Inc. (the Company) and 1544230 Ontario Inc. (Perry and Julia English) (the Vendors) whereby the Company may acquire a 100% interest in the Byshe/Ranger property (14 mineral claims).  Consideration is $70,000 cash and 300,000 common shares over a three year period.

________________________________________

PORTOFINO RESOURCES INC. ("POR")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

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

Number of Shares:

11,680,000 shares



Purchase Price:

$0.05 per share



Warrants:

11,680,000 share purchase warrants to purchase 11,680,000 shares



Warrant Initial Exercise Price:    

$0.08



Warrant Term to Expiry:            

2 Years



Number of Placees:

42 Placees




Insider / Pro Group Participation:



Name

Insider=Y /
Pro-Group=P

             

# of Shares

David Tafel                                                      

Y                                                         

300,000

Seatrend Strategy Group                                  

Y                                                         

200,000


(Jeremy Wright)



Aggregate Pro-Group Involvement [3 Placees]   

P                                                         

900,000



Finder's Fee:


Haywood Securities Inc.

$8,000.00 cash; 160,000 warrants

PI Financial Corp.

$11,900.00 cash; 238,000 warrants

Canaccord Genuity Corp.

$3,850.00 cash; 77,000 warrants

Finder Warrant Initial Exercise Price:                  

$0.08



Finder Warrant Term to Expiry:

2 years exercisable at
$0.08

 

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.

________________________________________

ROJO RESOURCES LTD. ("RJ")
BULLETIN TYPE:  Consolidation
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

Pursuant to a directors' resolution passed on May 14, 2017, the Company has consolidated its capital on a five (5) old for one (1) new basis.  The name of the Company has not been changed.

Effective at the opening Monday, May 29, 2017, the  shares of  will commence trading on TSX Venture Exchange on a consolidated basis. The Company is classified as a 'Mineral Exploration/Development' company.

Post - Consolidation


Capitalization:                         

unlimited

shares with no par value of which


4,890,612

shares are issued and outstanding

Escrow                                             

nil

 shares are subject to escrow



Transfer Agent:

Computershare Investor Services Inc.

Trading Symbol:

RJ

(UNCHANGED)

CUSIP Number:

77543W 20 0

(new)

________________________________________

TRIBUTE RESOURCES INC. ("TRB")
BULLETIN TYPE:  Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced February 6, 2017 and March 9, 2017:

Convertible Debenture

$900,000



Conversion Price:

Convertible into common shares at a conversion price of $0.05



Maturity date:

March 31, 2019                                         



Warrants

None





Interest rate:

10%



Number of Placees:


6 Placees




Insider / Pro Group Participation:






Name

Insider=Y /
ProGroup=P

Principal Amount

Schoevest Investment Inc.

Y

$100,000

(Jack Schoenmakers)



Peter Brian Budd

Y

$100,000

Brookwood Resources Inc.

Y

$50,000

(Jane Lowrie)



Jarvis Holdings Inc.

Y

$50,000

(Jen Nisker)



Crich Holdings and Buildings Limited

Y

$100,000

(James Crich)





Finder's Fee:

None                                                      

________________________________________

WESTCORE ENERGY LTD. ("WTR")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  May 26, 2017
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on February 28, 2017:

Number of Shares:

4,000,000 common share units ("Units")             


Each Unit consists of one common share of the Company ("Share") and one Share purchase warrant.



Purchase Price:

$0.15 per Unit.



Warrants:

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



Warrant Exercise Price:

$0.25 for up to 24 months from date of issuance



Number of Placees:

18 Placees




Insider / Pro Group Participation:




Insider=Y /


Name

ProGroup=P                                     

# of Units

Eros Resources Corp

Y

400,000




Paul Bolger                                                      

Y

33,333




Andrew MacRitchie

Y

100,000




Jeffrey Sheppard

Y

500,000




Jaelky Holdings Ltd

Y

500,000

(Andrew Davidson)






TMM Portfolio Management

Y

500,000

(Thomas MacNeill)






49 North Resources Inc

Y

906,667



Finder's Fee:

None

________________________________________

NEX COMPANIES

ASSURE HOLDINGS CORP. ("IOM")
[formerly MONTREUX CAPITAL CORP. ("MRX.H")]
BULLETIN TYPE:  Qualifying Transaction-Completed/New Symbol, Private Placement-Non-Brokered, Private Placement-Brokered, Graduation from NEX to TSX Venture, Name Change and Consolidation and Resume Trading
BULLETIN DATE:  May 26, 2017
NEX Company

Qualifying Transaction-Completed/New Symbol:

TSX Venture Exchange Inc. (the "Exchange") has accepted for filing Montreux Capital Corp's (now Assure Holdings Corp., the "Company") Qualifying Transaction described in its filing statement (the "Filing Statement") dated May 16, 2017.  As a result, effective at the opening on Monday, May 29, 2017, the trading symbol for the Company will change from MRX.H to IOM and the Company will no longer be considered a Capital Pool Company.

Pursuant to a share exchange agreement dated May 16, 2017 between the Company and Assure Holdings, Inc. ("Assure"), a private Colorado company, the Company has issued 24,000,000 (post-consolidation) common shares of the Company in exchange for all of the issued and outstanding shares of Assure. Additionally, 6,000,000 (post-consolidation) common shares may be issued in the future in the event of certain performance criterion being met.

The Exchange has been advised that the Qualifying Transaction has been completed. The full particulars of the Company's Qualifying Transaction are set forth in the Filing Statement dated May 16, 2017 which has been accepted for filing by the Exchange and which is available under the Company's profile on SEDAR.

Private Placement-Non-Brokered, Private Placement-Brokered:

In connection with the closing of the Qualifying Transaction, Assure completed a subscription receipt (each, a "Subscription Receipt") financing of 6,392,060 Subscription Receipts at a price of $0.50 per Subscription Receipt. Gross proceeds of $3,196,030 were raised in this regard. Each Subscription Receipt has now converted into one (post-consolidation) common share of the Company and such common shares are included in the capitalization table below. The brokered portion of the Subscription Receipt financing was led by Leede Jones Gable Inc.

Graduation from NEX to TSX Venture:

In conjunction with the above, the Company has met the requirements to be listed as a TSX Venture Tier 2 Company.  Therefore, effective on Monday, May 29, 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.

Name Change and Consolidation:

Pursuant to a director's resolution dated April 28, 2017, the Company has consolidated its capital on a Three (3) old for One (1) new basis.  The name of the Company has also been changed as follows.

Effective at the opening Monday, May 29, 2017, the common shares of Assure Holdings Inc. will commence trading on TSX Venture Exchange, and the common shares of Montreux Capital Corp. will be delisted. The Company is classified as a 'Life Sciences' company.

Post - Consolidation


Capitalization: 

900,000,000

authorized shares of which


34,928,393

shares are issued and outstanding

Escrow:

23,091,037

shares are subject to Tier 2 Surplus Escrow



Transfer Agent:

Computershare Trust Company of Canada

Trading Symbol:

IOM

NEW

CUSIP Number:

04625J105

NEW

 

Resume Trading:

Effective at the open on Monday, May 29, 2017, the shares of the Company will resume trading.

________________________________________

TRENCHANT CAPITAL CORP. ("TCC")
[formerly Trenchant Capital Corp. ("TCC.H")]
BULLETIN TYPE: Change of Business, Private Placement-Non-Brokered, Prospectus-Debenture Offering, Graduation from NEX to TSX Venture
BULLETIN DATE:  May 26, 2017
NEX Company

TSX Venture Exchange (the "Exchange") has accepted for filing Trenchant Capital Corp.'s (the "Company") Change of Business (the "COB") and related transactions, all as principally described in its Filing Statement dated April 20, 2017 (the 'Filing Statement").  The COB includes the following matters, all of which have been accepted by the Exchange.

Change of Business:

The Company has made an investment of $5,522,000 (the "Loan") to Waiward Investments Limited Partnership (the "Borrower") pursuant to a loan agreement dated March 2, 2017. The Borrower is a limited partnership related to the Hillcore Group.  The Loan will bear interest at the rate of 12.5% per annum, with 10% payable quarterly in cash and 2.5% being added quarterly to the outstanding principal. The maturity date of the Loan is March 31, 2022.

HCG5 Investment Limited Partnership, a limited partnership related to Hillcore Group, is the beneficial owner of 17.3% of the Company's shares. The Exchange has been advised that the COB has received shareholder approval. For additional information refer to the Company's Filing Statement which is available under the Company's profile on SEDAR.

Private Placement-Non-Brokered:

The Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement of preferred shares (the "Preferred Shares") announced March 8, 2017:

Number of Preferred Shares:

6,750,000 shares



Terms:

$0.40 per Preferred Share, each entitling the holder to receive annual non-cumulative dividend of 8% per annum. Holders of Preferred Shares may, commencing May 18, 2018, convert Preferred Shares into common shares on a one for one basis subject to certain limits. The Preferred Shares will automatically convert into common shares on a one for one basis May 18, 2020.



Number of Placees:

8 Placees




Insider / Pro Group Participation:






Name

Insider=Y

# of Preferred Shares

Tom English

Y                                                      

1,250,000

Hillcore Diversified Industries Ltd.

Y                                                       

3,937,500

(Greg Tedesco)






1 Pro Group Placee


375,000

 

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.

Prospectus-Debenture Offering

Effective April 21, 2017, the Company's prospectus dated April 20, 2017 with respect to an offering of 9% secured convertible debentures (the "Debentures") was filed with and accepted by the Exchange, and filed with and receipted by the British Columbia Securities Commission, the Alberta Securities Commission, the Financial and Consumer Affairs Authority of Saskatchewan, the Manitoba Securities Commission and the Ontario Securities Commission.

Convertible Debenture

$5,522,000



Conversion Price:

Convertible into a maximum of 5,522,000 shares on or after May 18, 2018, at the option of the holder, at a conversion price of the greater of $1.00 and 95% of the volume weighted average trading price for the 30 day trading period ending three business days before the conversion date.  The conversion is subject to certain limits.



Maturity date:

March 31, 2022





Interest rate:

9% per annum



Number of Placees:

171 Placees



Agents:

Industrial Alliance Securities Inc.


Canaccord Genuity Corp.


GMP Securities L.P.


Raymond James Ltd.


Echelon Wealth Partners Inc.


Mackie Research Capital Corporation


PI Financial Corp.


Hampton Securities Limited


Integral Wealth Securities Limited


Leede Jones Gable Inc.

 

In connection with the Prospectus, the Agents collectively received a cash commission of $358,930.

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 Monday, May 29, 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.

The Company is classified as an Investment company.

Capitalization:

Unlimited

common shares with no par value of which


11,535,885

common shares are issued and outstanding

Escrow:

9,958,293

common shares are subject to Tier 2 Value Escrow



Transfer Agent:

Computershare Investor Services Inc. (Vancouver office)

Trading Symbol:

TCC                

(NEW)

CUSIP Number:

89485R 10 7    

(UNCHANGED)

                                        ________________________________________

SOURCE TSX Venture Exchange

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