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

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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.

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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.

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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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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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BULLETIN V2024-2333

ECOLOMONDO CORPORATION ("ECM")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  August 1, 2024
TSX Venture Tier 2 Company

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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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.

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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

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.

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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.

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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.

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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.

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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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NEX COMPANY

BULLETIN V2024-2340

HIGHCLIFF METALS CORP. ("HCM.H")
BULLETIN TYPE:  Private Placement-Non-Brokered
BULLETIN DATE:  August 1, 2024
NEX Company

Public Disclosure: Refer to the company's news releases dated May 24, 2024, and July 31, 2024.

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SOURCE TSX Venture Exchange