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Canadian Securities Regulatory Monitor News and Insight

Category Archives: Corporate Finance

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TSX Releases Guidance with Respect to Pricing a Prospectus Offering or Private Placement where there is Undisclosed Material Information

Posted in Capital Markets, Corporate Finance

On October 11, 2016, TSX released guidance with respect to pricing a prospectus offering or private placement where there is undisclosed material information. This guidance will be of particular interest to TSX-listed companies contemplating a prospectus offering or private placement of securities, where the proceeds of such financing are to be used to fund an acquisition.

On October 11, 2016, Toronto Stock Exchange (TSX) issued Staff Notice 2016-0006 (the Notice), providing guidance with respect to pricing a prospectus offering or private placement where there is undisclosed material information. This guidance will be of particular interest to TSX-listed … Continue Reading

TSX’s New DRIP Rules Now in Effect

Posted in Corporate Finance, Industry News

Effective September 1, 2016, the Toronto Stock Exchange adopted new rules governing dividend / distribution reinvestment plans, which apply to new plans, and amendments to existing plans.

Effective September 1, 2016, the Toronto Stock Exchange (“TSX”) adopted new rules governing dividend / distribution reinvestment plans (“DRIPs”). The new rules are reflected in amendments to Section 6.17.1(c) of the TSX Company Manual.

Prior to the amendments coming into effect, there were no specific requirements applicable to DRIPs in the TSX Company Manual; instead companies and their legal counsel would reach out to the TSX on an … Continue Reading

Streamlined Rights Offering Regime

Posted in Corporate Finance, CSA, Industry News

Background

In the world of private companies (where shares are not listed for trading on public stock exchanges) there are often restrictions set out in the charter documents requiring that when the company needs fresh capital it will offer its existing shareholders rights to purchase additional shares before it offers them to new investors (a “rights offering”). The thinking is that if there is to be a new round of financing, it’s only fair that current shareholders have the first opportunity to buy those shares, particularly if they are to be offered for sale at a discount.

In some jurisdictions, … Continue Reading

TSX Provides Guidance to Issuers with Significant Connections to Emerging Market Jurisdictions

Posted in Capital Markets, Corporate Finance

Earlier this week the Toronto Stock Exchange (the “TSX”) published Staff Notice 2015-0001 (the “notice”), providing guidance to applicants and issuers with significant connections to emerging market jurisdictions (“Emerging Market Issuers”) in an attempt to improve transparency in respect of the TSX practices and procedures with a view to facilitating the listing process and supporting successful listings on the TSX. A corporate finance bulletin outlining the same guidance principals with respect to listings on the TSX Venture Exchange was concurrently released.… Continue Reading