VANITY CAPITAL INC. ("VYC")
[formerly Vanity Capital Inc. ("VYC.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Private Placement-Non-Brokered, Reinstated for Trading
BULLETIN DATE: November 7, 2011
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's Qualifying Transaction described in its Filing Statement dated October 31, 2011. As a result, effective at the opening Tuesday, November 8, 2011, the trading symbol for the Company will change from VYC.P to VYC, and the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following matters, all of which have been accepted by the Exchange.
The Exchange has accepted for filing an arm's length option agreement May 8, 2011 (the "Agreement") between the Company and Willwin International Inc. ("Willwin") pursuant to which the Company has the option to acquire a 100% interest in the Ore Chimney Property (the "Property") located in the Barrie Township area of Ontario.
For further information on the Qualifying Transaction please read the Company's Filing Statement available on SEDAR.
Insider / Pro Group Participation: None. At the time the transaction was agreed to, the Company was at arm's length to Willwin.
The Exchange has been advised that the above transactions, that did not require shareholder approval from the Company's shareholders, have been completed.
In addition, the Exchange has accepted for filing the following:
Private Placement-Non-Brokered:
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 5, 2011:
Number of Shares: 420,000 flow through shares ("FT Shares") and 1,130,645 non flow through shares ("NFT Shares")
Purchase Price: $0.35 per FT share and $0.31 per NFT share
Warrants: 1,550,645 share purchase warrants to purchase 1,550,645 shares
Warrant Exercise Price: $0.41 for a two year period
If at any time that is four months and one day after the closing of the private placement, the closing price of the Company's shares is greater than $0.51 for a period of 10 consecutive days, the Company may provide notice to warrant holders that the exercise period will be shortened to 20 days from the date of notice.
Number of Placees: 10 placees
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P / # of Shares
Nicholas Segounis Y 550,000 NFT
Kostantinos Sakarellos Y 200,000 NFT
Finder's Fee: $7,840 and 22,400 Broker Warrants payable to Global Securities Corp.
- Each Broker Warrant is exercisable into one common share at $0.41 for a two year period
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. 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.
Reinstated for Trading:
Effective at the opening Tuesday, November 8, 2011, the common shares of the Company will be reinstated for trading. The Company is classified as a "Gold Mining" company.
Capitalization: Unlimited common shares with no par value of which
6,735,105 common shares are issued and outstanding
Escrow: 3,000,100 common shares are subject to 36 month staged release escrow
Transfer Agent: Computershare Trust Company of Canada
Trading Symbol: VYC same symbol as CPC but with .P removed
CUSIP Number: 92205N109 (UNCHANGED)
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