OSC 2024

CI Investments Inc. applied for exemptive relief on behalf of several alternative mutual funds from the short selling and cash borrowing limits under National Instrument 81-102.

The applicant sought to permit the funds to sell securities short and borrow cash up to 100% of their net asset value, provided the aggregate exposure does not exceed the 300% leverage limit.

The principal regulator granted the requested relief, finding it would allow the funds to more effectively manage investment exposure and reduce related expenses, subject to specific conditions including prospectus disclosure.

The Filer, manager of the Sprott Physical Copper Trust, applied for exemptive relief from the custodian requirements of National Instrument 81-102.

The relief sought to permit specialized warehouse providers, rather than traditional financial institutions, to act as custodians for the physical copper owned by the Trust.

The Principal Regulator granted the relief, subject to conditions including insurance coverage, segregation of assets, and the use of LME or CME approved warehouses.

The Filer, Spirit Banner IV Capital Corp., applied to the Ontario Securities Commission for an order to cease being a reporting issuer in all applicable Canadian jurisdictions.

The Filer demonstrated that its outstanding securities are beneficially owned by fewer than 15 securityholders in each Canadian jurisdiction and fewer than 51 worldwide, and that its securities are not traded on any marketplace.

The principal regulator found that the Filer met the legislative test and granted the requested order.

TrueContext Corporation applied to the Ontario Securities Commission for an order declaring that it has ceased to be a reporting issuer in all jurisdictions of Canada where it is currently a reporting issuer.

The applicant represented that its outstanding securities are beneficially owned by fewer than 15 securityholders in each Canadian jurisdiction and fewer than 51 worldwide, and that its securities are not traded on any marketplace.

The principal regulator, satisfied that the statutory test was met, granted the requested order.

Several investment fund managers applied for exemptive relief from the borrowing limit in National Instrument 81-102 Investment Funds.

The relief was sought to allow their mutual funds to borrow cash up to 10% of their net asset value on a temporary basis.

This borrowing is intended to accommodate mismatches in settlement cycles (T+1 vs T+2) for fund redemptions and portfolio security purchases following the industry's transition to a T+1 settlement cycle.

The Ontario Securities Commission granted the requested relief, subject to conditions including written policies, borrowing limits, and prospectus disclosure.

The Filer applied for exemptive relief on behalf of two mutual funds to permit the inclusion of past performance data from the period before the funds became reporting issuers in their sales communications, fund facts documents, and management reports of fund performance.

The Ontario Securities Commission granted the requested relief, subject to conditions requiring disclosure that the funds were not reporting issuers during the relevant period and that expenses would have been higher had they been subject to reporting issuer requirements.

The Filer applied for exemptive relief on behalf of the Fund to permit the inclusion of past performance data and financial highlights from the period before the Fund became a reporting issuer in its sales communications, fund facts, and management reports of fund performance.

The principal regulator granted the requested relief, subject to conditions including disclosure that the Fund was not a reporting issuer during that period and that its expenses would have been higher had it been subject to reporting issuer requirements.

Fidelity Investments Canada ULC applied for exemptive relief from the inter-fund trading prohibitions in National Instrument 81-102 and National Instrument 31-103.

The relief sought to permit Canadian and U.S. investment funds and client accounts managed by the applicant to engage in inter-fund trades of debt and equity securities, subject to specific conditions including independent review committee approval and compliance with U.S. inter-fund trading rules where applicable.

The Ontario Securities Commission granted the requested relief, finding it would result in cost and pricing efficiencies for the Canadian clients.

The Filer applied for exemptive relief from the restrictions in paragraphs 13.5(2)(b)(ii) and (iii) of National Instrument 31-103 to permit its managed funds, including those that are not investment funds, to engage in cross-trade transactions of private fixed income securities and mortgages.

The Ontario Securities Commission granted the exemption, subject to conditions including that the transactions be consistent with the funds' investment objectives, approved by the independent review committee, and executed at fair value determined by an independent valuation firm.

The Filer applied on behalf of a proposed exchange-traded fund (ETF) for exemptive relief from the underwriter's certificate requirement and the take-over bid requirements.

The principal regulator granted the requested exemptions, noting that authorized dealers and designated brokers do not perform conventional underwriting services and that applying take-over bid requirements would adversely impact the ETF's liquidity.

The applicant, Arrow Capital Management Inc., applied for exemptive relief on behalf of several mutual funds in connection with a proposed merger of terminating corporate class funds into continuing mutual fund trusts.

The Ontario Securities Commission granted relief from the seed capital requirement, permitted the continuing funds to use the performance data and financial history of the terminating funds in their prospectuses and continuous disclosure documents, and allowed the consolidation of simplified prospectuses for alternative and conventional mutual funds.

The applicant, Onex Canada Asset Management Inc., applied for exemptive relief on behalf of existing and future alternative mutual funds from certain short selling and cash borrowing restrictions under National Instrument 81-102.

The requested relief would permit the funds to sell securities short and borrow cash up to a combined aggregate total of 100% of their net asset value, and to exceed the single issuer short restriction when short selling index participation units.

The Ontario Securities Commission granted the requested exemptions, subject to conditions ensuring the funds' aggregate exposure to short selling, cash borrowing, and specified derivatives does not exceed the 300% aggregate limit.

Atlas Global Brands Inc. applied to the Ontario Securities Commission for a partial revocation of a failure-to-file cease trade order (FFCTO) issued on August 8, 2023.

The issuer sought the partial revocation to permit the issuance of 3,693,444 common shares to a related party lender as consideration for a loan of approximately CAD$1,100,000.

The loan was necessary to address the issuer's financial hardship and sustain operations.

The Commission granted the partial revocation order, subject to conditions including providing the lender with a copy of the FFCTO and obtaining a signed acknowledgment that the securities remain subject to the FFCTO.

Tricon Residential Inc. applied to the Ontario Securities Commission for an order that it has ceased to be a reporting issuer in all jurisdictions of Canada where it is currently a reporting issuer.

The Filer represented that its outstanding securities are beneficially owned by fewer than 51 securityholders worldwide and are not traded on any marketplace in Canada or elsewhere.

The principal regulator found that the application met the legislative test and granted the order.

The Filer, a foreign issuer, applied for exemptive relief from the prospectus and dealer registration requirements in connection with a global employee share offering.

The offering involved the issuance of units in a French collective shareholding vehicle (FCPE) to Canadian employees.

The principal regulator granted the requested relief, subject to conditions including that the first trade of the units or underlying shares be made outside of Canada or to a person outside of Canada.

The Filer applied to the Director of the Ontario Securities Commission for exemptive relief under section 19.1 of National Instrument 41-101.

The relief sought an exemption from subsection 2.3(1.1), which prohibits filing a prospectus more than 90 days after the receipt for the preliminary prospectus.

The Director granted the requested exemption, subject to the condition that the prospectus be filed no later than March 30, 2024.

Molecule Holdings Inc. applied for a partial revocation of a failure-to-file cease trade order issued by the Ontario Securities Commission.

The issuer sought the partial revocation to complete an amendment transaction for unsecured debentures and a proposed private placement financing to raise up to $300,000.

The proceeds will be used to complete outstanding annual and interim filings and pay related fees.

The Commission granted the partial revocation order, conditional upon the issuer obtaining acknowledgements from participants that the securities remain subject to the cease trade order until a full revocation is granted.

Binance applied to the Ontario Securities Commission under s. 144(1) of the Securities Act to revoke or vary a summons issued to it by an investigator appointed under an investigation order.

The Commission determined that it lacked jurisdiction to grant the relief sought because a summons issued by an investigator is not a 'decision of the Commission' within the meaning of s. 144(1).

As a result, the Commission dismissed the application and declined to consider Binance's argument that the summons violated s. 8 of the Charter.

Greenbank Capital Inc. applied to the Ontario Securities Commission for an order revoking a failure-to-file cease trade order issued on December 4, 2023.

The Issuer had failed to file its annual audited financial statements, management's discussion and analysis, and related certifications.

The Issuer subsequently filed all outstanding continuous disclosure documents and paid all required fees.

The Principal Regulator was satisfied that the test for revocation was met and ordered the cease trade order revoked.

The issuer applied for a partial revocation of a failure-to-file cease trade order issued by the Ontario Securities Commission.

The issuer sought the partial revocation to complete a private placement of up to $1.2 million to raise funds necessary to complete its outstanding continuous disclosure filings, including audited annual financial statements.

The Commission granted the partial revocation order, permitting trades necessary for the private placement, subject to conditions including providing subscribers with copies of the cease trade order and obtaining signed acknowledgements.