OSC 2025

The applicant, a French corporation, applied to the Ontario Securities Commission for exemptive relief from the prospectus and dealer registration requirements in connection with a global employee share offering.

The offering involves the use of a French collective shareholding vehicle (FCPE) and a leveraged plan structure.

The Commission granted the requested relief, subject to conditions including that the first trade of the securities must be made through an exchange or market outside of Canada or to a person outside of Canada.

The Filer, Hamilton Capital Partners Inc., applied for exemptive relief to extend the lapse date of the long form prospectus for several of its exchange-traded funds from June 5, 2025, to August 16, 2025.

The extension was sought to align the renewal timeframe with other funds managed by the Filer, thereby reducing costs and streamlining operations.

The principal regulator granted the requested exemption, finding it would not be prejudicial to the public interest.

Antibe Therapeutics Inc., subject to a failure-to-file cease trade order, applied for a partial revocation order under section 144 of the Securities Act.

The issuer is in receivership and sought the partial revocation to permit trades necessary to complete a transaction approved by a reverse vesting order.

The Ontario Securities Commission granted the partial revocation order, subject to conditions including providing notice to the purchaser that the securities remain subject to the cease trade order.

Mackenzie Financial Corporation applied for exemptive relief from the conflict of interest investment restrictions in paragraph 13.5(2)(a) of National Instrument 31-103.

The Filer sought permission for its investment funds (Top Funds) to invest in collective investment vehicles (Underlying Investments) managed by its affiliates, Northleaf Capital Group Ltd. and Sagard Holdings Inc. The Ontario Securities Commission granted the exemption, subject to several conditions, including that the investments be compatible with the Top Funds' objectives, comply with illiquid asset restrictions, and receive prior approval from the independent review committee.

The Filer, a Capital Pool Company, applied for exemptive relief from the requirement under NI 52-107 that audited financial statements be accompanied by an auditor's report expressing an unmodified opinion.

The relief was sought in connection with a proposed Qualifying Transaction involving the acquisition of Coil Solutions Inc. The auditor's report for Coil's 2023 financial statements contained a modified opinion relating to opening inventory.

The Ontario Securities Commission granted the requested relief, noting that the subsequent 2024 financial statements had an unmodified opinion and the business was not seasonal.

Ackroo Inc. 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 found that the application met the legislative test and granted the order.

The Filer applied for exemptive relief to extend the lapse date of the long form prospectus for several exchange-traded mutual funds from April 24, 2025, to August 9, 2025.

The extension was sought to align the lapse date with that of other funds managed by the Filer, thereby reducing renewal and printing costs and allowing investors to compare fund features more easily.

The Ontario Securities Commission granted the requested relief, noting that there had been no material changes in the affairs of the funds and that the extension would not be prejudicial to the public interest.

The applicant, Agnico Eagle Abitibi Acquisition Corp., applied to the Ontario Securities Commission for an order declaring that it has ceased to be a reporting issuer in all jurisdictions of Canada.

The applicant 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 was satisfied that the statutory test was met and granted the requested order.

The Filer applied for exemptive relief from subsection 5.1(4) of National Instrument 81-101 to permit the consolidation of the simplified prospectus for its alternative mutual funds with the simplified prospectus for its conventional mutual funds.

The principal regulator granted the requested relief, noting that consolidating the prospectuses would reduce costs, facilitate comparison for investors, and align the treatment of mutual funds under NI 81-101 with exchange-traded funds under NI 41-101.

The applicant, Franklin Templeton Investments Corp., applied on behalf of the Franklin Lexington PE Secondaries Fund for exemptive relief from the annual and interim financial statement filing and delivery requirements under National Instrument 81-106.

The top fund invests substantially all its assets in an underlying Luxembourg fund, which has longer financial reporting deadlines.

The Ontario Securities Commission granted the requested relief, extending the top fund's annual and interim filing and delivery deadlines to 183 days and 92 days, respectively, subject to conditions.

The Filer, Quisitive Technology Solutions, ULC, applied to the Ontario Securities Commission for an order that it has ceased to be a reporting issuer in all jurisdictions of Canada.

The Filer 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 was satisfied that the test under the securities legislation was met and granted the requested order.

The Filer applied for exemptive relief from the performance rating and ranking requirements in paragraphs 15.3(4)(c) and 15.3(4)(f) of National Instrument 81-102.

The relief was sought to permit the Filer's mutual funds to reference FundGrade A+ Awards, FundGrade Ratings, LSEG Lipper Awards, and LSEG Lipper Leader Ratings in their sales communications.

The Ontario Securities Commission granted the exemption, subject to conditions requiring specific disclosure in the sales communications and limiting the use of awards to those granted within the preceding 365 days.

The Filer, acting as the investment fund manager for the Northfront Alternative Asset Fund, applied for exemptive relief from the annual financial statement filing and delivery deadlines under National Instrument 81-106.

The Top Fund invests predominantly in underlying funds and cannot obtain their audited financial statements in time to meet the standard 90-day deadline.

The Ontario Securities Commission granted the requested relief, extending the filing and delivery deadlines to 180 days after the Top Fund's financial year end, subject to certain conditions.

Volatus Aerospace Corp. and Volatus Aerospace Inc. applied for exemptive relief from continuous disclosure and insider reporting requirements for a wholly-owned subsidiary.

The subsidiary had outstanding convertible securities that did not qualify as designated exchangeable securities under NI 51-102.

The Ontario Securities Commission granted the requested relief, subject to conditions substantially similar to those in section 13.3 of NI 51-102, noting that the parent company would consolidate the subsidiary's financial reporting and that the subsidiary had no intention of accessing public capital markets.

The Filer applied to the Ontario Securities Commission for exemptive relief to extend the lapse date of the simplified prospectus of CMP Next Edge Resource Corp. from April 26, 2025, to October 21, 2025.

The extension was sought to align the Fund's lapse date with that of other funds managed by the Filer, thereby reducing renewal and printing costs.

The Principal Regulator granted the requested exemption, finding it would not prejudice the public interest as there were no material changes to the Fund's affairs.

The applicant, Harvest Portfolios Group Inc., applied on behalf of Harvest Bitcoin Enhanced Income ETF for exemptive relief from paragraphs 2.5(2)(a.1) and 2.5(2)(c) of National Instrument 81-102.

The relief sought to permit the fund to invest up to 100% of its net asset value in shares of iShares Bitcoin Trust ETF (IBIT), which is not subject to NI 81-102 and is not a reporting issuer in Canada.

The Ontario Securities Commission granted the exemption, subject to conditions including that IBIT remains a reporting issuer in the United States and the fund's investment remains consistent with its objectives and NI 81-102 restrictions.

The applicant, Guardian Capital LP, applied to the Ontario Securities Commission for exemptive relief from the borrowing limit in National Instrument 81-102 Investment Funds.

The relief sought to allow its mutual funds to borrow cash up to 10% of their net asset value on a temporary basis to manage liquidity constraints arising from mismatches in settlement cycles (T+1 vs T+2) for portfolio securities and fund securities.

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

The Filer, Softchoice Corporation, applied to the Ontario Securities Commission for an order to cease being a reporting issuer in all applicable Canadian jurisdictions.

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

The principal regulator was satisfied that the test under the legislation was met and granted the requested order.

The Filer applied for exemptive relief from the matching and timing requirements for performance ratings in sales communications under paragraphs 15.3(4)(c) and 15.3(4)(f) of National Instrument 81-102.

The relief was sought to permit the Filer's mutual funds to reference FundGrade A+ Awards, FundGrade Ratings, Lipper Awards, and Lipper Leader Ratings in their sales communications.

The Ontario Securities Commission granted the exemption, subject to specific disclosure conditions and time limits on the use of the awards.

The Filer applied for exemptive relief from the margin deposit restrictions in subsections 6.8(1) and 6.8(2)(c) of National Instrument 81-102.

The relief sought to permit the Funds to deposit up to 35% of their net asset value as margin with a single dealer, and up to 70% in aggregate across all dealers, for transactions involving exchange traded specified derivatives.

The principal regulator granted the requested relief, finding it would not be prejudicial to the public interest and would allow the Funds to pursue their investment strategies more efficiently.