OTC LISTINGS

SPONSOR “LETTER OF INTRODUCTION”, FORM 211 FILINGS, DTC ELIGIBILITY

Your one stop for all OTC Markets related filings

OUR EXPERIENCE

Kirk Brouse created OTC Advisory Services on the principal that Canadian issuers require access to US capital markets and need the most economical and efficient means possible to gain access. With 20 years of Investor Relations and Capital Markets experience, Kirk understands the options available and will discuss them openly and candidly with you.

We specialize in helping Canadian companies successfully complete a US listing on the OTC Markets Group (either OTCQB or OTCQX platforms).

OUR APPROACH

Convenience, efficiency, ease of use and very competitive pricing, all based on the premise that cross-listing often involves a number of moving parts and a firm that can manage all of that for you, saves you time and resources and will see your company listed as quickly as possible. We are a team made up of market professionals, a team leader to assess your needs and manage each project, a qualified sponsor attorney to submit your “Letter of Introduction” to list on either the OTCQB, or OTCQX and a US Securities FINRA member to file Form 211 and DTC eligibility applications. Our clients consistently benefit from this one-stop efficient approach.

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WHY US?

Since the beginning of 2018, OTC Advisory Services has successfully cross-listed over 200 public companies onto either the OTCQB or OTCQX. In addition, many of these companies engaged us to file Form 211s when needed and to see their US stock became DTC eligible. We are the preferred supplier for the exchanges in Canada who advocate for their issuers to cross-list on the OTC Markets. Grove will be a valuable resource for anything related to this incredibly efficient US secondary market.

WHY QB OR QX FOR CANADIAN ISSUERS

As a public company, you are likely aware of the OTC Pink Sheet market and you may even know of the OTC Grey market. On the OTC Grey market, no US investor can buy your stock. As a platform to reach investors it is pretty much useless. As such, you may have filed a Form 211 to trade on the Pink Sheet platform thinking that now US investors can trade your stock. While it is an improvement, most US brokers, advisors and investors are still restricted from buying your stock on the Pink Sheets – it is a platform where bankrupt, distressed and non-compliant companies trade.

However, there is a solution for companies listed on a Canadian Exchange and interested in a cost effective way to reach the huge pool of U.S. Retail and Institutional Investors – OTC Markets Group, QB or QX trading platforms. OTC Markets operate these SEC recognized, FINRA regulated trading platforms on which thousands of securities are traded. They provide transparency and liquidity consistent with a big board listing, but with no need to duplicate your compliance work to satisfy the SEC, and listing fees that are a fraction of the NYSE or Nasdaq.

HOW IS THE OB OR QX THE ANSWER

Using Rule 12g3-2(b) to list International Companies on OTC QB or QX, the United States capital markets offer the greatest access to investor capital and are the most mature and stable of the world’s financial centers. Yet many companies forego the opportunity to trade their securities in the U.S. because they do not want to incur the cost of compliance with U.S. securities laws, including the Sarbanes-Oxley Act of 2002. An alternative, for international companies wanting to trade their securities in the U.S. without incurring the costs of compliance with U.S. securities laws is to utilize the 12g3-2(b) exemption under the Securities Exchange Act of 1934, (the Exchange Act), and be quoted on either OTCQB or OTCQX. International companies that are already listed on their home country exchange can use this exemption to easily have their securities quoted on either the QB or QX platforms without having to go through the registration process or needing to comply with the continuous reporting requirements of U.S. securities laws.

THE STEPS

Every issuer is different but there are required steps and elective steps

Required Steps:

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Rule 15c2-11 under the Securities Exchange Act requires that all securities quoted on the QB/QX must complete a Form 211 by a FINRA registered market maker. If your company has yet to file a Form 211 then this your first step.

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A letter of introduction from an OTC Markets Group qualified sponsor.

Elective Steps

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Obtain DTC eligibility – the depository and book-entry services of The Depository Trust Company enhances capital market efficiencies and reduces costs to those trading in your stock

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US based Corporate Communications and IR Services – the adage “Build it and they Will Come” does not always hold true and reaching the investors that can now trade in your stock may require the use of U.S. based communication experts to facilitate broker and investor meetings and presentations.

WHY THE OTC MARKETS GROUP IS RIGHT FOR YOUR COMPANY

At OTC Advisory Services we take the time to provide an overview of how the markets in the US can help you achieve greater investor engagement and how OTC Markets Group can benefit you as an issuer. We explain the required steps and elective steps and work with you to set a budget that suits you.

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OPERATIONAL SERVICES

We are a one stop shop. We will take care of the required Sponsor Letter of Introduction, Form 211, DTC eligibility, IR communication, etc. You can use as few or as many of our services as you need.

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VALUE ADDED SERVICES

We will work with OTC Markets Group on any compliance issues, saving you time and resources. You will find a significant benefit to having one group manage and liaison with the various operational components.

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ONGOING ASSISTANCE

Once we have fulfilled the role to which you engaged us, we will monitor your listing and provide free ongoing advice when and if needed.

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COST

Every OTC QB or QX application is unique. As a guide, application assistance and Sponsor Introduction services range from $4,800 – $6,200 USD, (net of OTC Markets Group fees). Other services such as DTC eligibility, Form 211 application consultation are assessed on a packaged basis.

FAQS

Every issuer has their own specific questions and concerns. Be assured we will address them all and manage your application thoroughly to see your company trading as quickly as possible. Here are answers to two common questions:

OTC Markets Group list a number of FINRA member brokers and securities firms that manage all the same services, why OTC Advisory Services?

The answer really comes down to cost. Most of the full service corporate broker and securities firms charge tens of thousands of dollars making them cost prohibitive to many small cap Canadian companies. At OTC Advisory Services we are like a general contractor – we have negotiated service rates with sponsor attorney and securities firms and we pass those savings on to you.

All we need is a sponsor letter and we know a qualified sponsor law firm who can do that for us. So why use OTC Advisory Services?

While a sponsor certified law firm is qualified to write your letter, are they managing all the other aspects to your application. At OTC Advisory Services we work with OTC Compliance every day dealing with any and all issues. This is what we specialize in and we probably do it all for less money.

OTCQB APPLICATION AND SPONSOR ATTORNEY

Moovly Media, Arctic Star Exploration, Infinite Lithium, Newrange Gold, Mag One Products, M2 Cobalt, Aston Bay Holdings, Stamper Oil and Gas, Cognosec, Aurania Resources, Western Troy Capital, Cannex Holdings, Marafil Mines, Group Ten Metals, Thunderstruck Resources, Kingsmen Resources, BlockchainK2, Squire Mining, Galane Gold, Goliath Resources, CO2 GRO, Grizzly Discoveries, FSD Pharma, Cobalt Blockchain, Pacific Empire Minerals, Cematrix, Ventripoint Diagnostics, Sokoman Iron, Idaho Champion, Green Growth Brands, Alliance Growers, Erin Ventures, Orion Nutraceuticals, Permex Petroleum, Plus Products, Brixton Metals, Canntab Therapeutics, Bougainville Ventures, Chemesis Int’l, Mako Mining, Kontrol Energy, The Yield Growth Group, High Tide, TILT Holdings, NexTech AR Solutions, Redfund Capital, Fission 3.0, Aurania Resources, Timia Cap., Global Battery, Cansortium, Chalice Gold, Mustgrow Biologics, Kore Metals, HeyBryan Media, Optimum Ventures, Mimi’s Rock, Atico Mining, Osino Resources, A2Z Technologies, YSS Corp., Clean Air Metals, Temas Resources, Tectonic Metals, Norsemont Mining, Four Nines Gold, etc

OTCQB APPLICATION AND SPONSOR ATTORNEY

Moovly Media, Arctic Star Exploration, Infinite Lithium, Newrange Gold, Mag One Products, M2 Cobalt, Aston Bay Holdings, Stamper Oil and Gas, Cognosec, Aurania Resources, Western Troy Capital, Cannex Holdings, Marafil Mines, Group Ten Metals, Thunderstruck Resources, Kingsmen Resources, BlockchainK2, Squire Mining, Galane Gold, Goliath Resources, CO2 GRO, Grizzly Discoveries, FSD Pharma, Cobalt Blockchain, Pacific Empire Minerals, Cematrix, Ventripoint Diagnostics, Sokoman Iron, Idaho Champion, Green Growth Brands, Alliance Growers, Erin Ventures, Orion Nutraceuticals, Permex Petroleum, Plus Products, Brixton Metals, Canntab Therapeutics, Bougainville Ventures, Chemesis Int’l, Mako Mining, Kontrol Energy, The Yield Growth Group, High Tide, TILT Holdings, NexTech AR Solutions, Redfund Capital, Fission 3.0, Aurania Resources, Timia Cap., Global Battery, Cansortium, Chalice Gold, Mustgrow Biologics, Kore Metals, HeyBryan Media, Optimum Ventures, Mimi’s Rock, Atico Mining, Osino Resources, A2Z Technologies, YSS Corp., Clean Air Metals, Temas Resources, Tectonic Metals, Norsemont Mining, Four Nines Gold, etc

OTCQX APPLICATION AND SPONSOR ATTORNEY

Lexaria Bioscience, Nouveau Monde Graphite, The Tinley Beverage Company, Organigram, Ascot Resources, K92 Mining, Wealth Minerals, Maricann Group, Aleafia, Namaste Technologies, Emblem Corp., Almonty Industries, Indiva Limited, Contact Gold, WOW Unlimited, Maple Leaf Green, Vivo Cannabis, THC Biomed, Charlotte’s Web. TerrAscend, Harvest One Cannabis, Altius Minerals, NanoXplore, Alvopetro, AMEX Exploration, Heritage Cannabis, Jervois Mining, Journey Energy, Ignite International, Indus Holdings, GoGold, Willow Bioscience, Avicanna, Turmalina Metals, Nomad Royalty, etc.

DTC ELIGIBILITY AND/OR FORM 211 APPLICATIONS

Nouveau Monde Graphite, Infinite Lithium, Sunvest Minerals, M2 Cobalt, Aurania Resources, Aston Bay Holdings, Marifil Mines, BlockchainK2, Cannex Holdings, Almonty Industries, Goliath Resources, Cematrix, Indiva Limited, CO2 GRO, FSD Pharma, Squire Mining, TerrAscend, Charlotte’s Web, Xanthic Biopharma, Cobalt Blockchain, AM Resources, Orion Nutracueticals, Aston Bay Holdings, Braveheart Resources, TIMIA Corp., Cansortium, Global Battery, GoGold, Ignite International, Indus Holdings, Journey Energy, Greenstar Bioscience, Magna Gold, Mustgrow Biologics, Willow Biologics, Avicanna, Mimi’s Rock, PetroTal, HeyBryan Media, Turmalina Metals, Cultivar Holdings, Optimum Ventures, ReconAfrica, Osino Resources, A2Z Technologies, Clean Air Metals, Temas Resources, Tectonic Metals, Canuc Resources, GT Gold, etc., etc., etc.

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