Ontario Securities Commission

The Filer, Cardinal Resources Limited, applied to the Ontario Securities Commission for an order under the securities legislation that it has ceased to be a reporting issuer in all jurisdictions of Canada in which it is a reporting issuer.

The Filer represented that its outstanding securities are beneficially owned by fewer than 15 security holders 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 set out in the legislation was met and granted the order.

The applicant, a control person of Canada Goose Holdings Inc., applied to the Ontario Securities Commission for an exemption from the prospectus requirement to sell subordinate voting shares under an automatic securities disposition plan (ASDP).

The applicant argued that complying with the standard conditions for control distributions under NI 45-102 would prevent the practical implementation of the ASDP.

The Commission granted the exemption, subject to conditions ensuring the ASDP operates without the applicant's participation or use of material undisclosed information, and granted confidentiality relief until the ASDP's public disclosure.

The Filer, a special purpose acquisition corporation (SPAC), applied for exemptive relief from the requirement to prepare financial statements for its qualifying transaction targets in accordance with IFRS.

The Filer sought to use U.S. GAAP and U.S. PCAOB GAAS instead, as it is an SEC issuer and intends to file its post-transaction financial statements under U.S. GAAP.

The Ontario Securities Commission granted the requested relief, permitting the target financial statements and pro forma financial statements to be prepared in accordance with U.S. GAAP.

Premier Gold Mines Limited applied to the Ontario Securities Commission for an order to cease being a reporting issuer in all jurisdictions of Canada where it is a reporting issuer.

The Commission found that the applicant met the requirements, including having fewer than 15 securityholders in each Canadian jurisdiction and fewer than 51 worldwide, with no securities traded on a marketplace.

The order was granted.

The Manager applied on behalf of the Terminating Fund for approval to merge into the Continuing Fund pursuant to paragraph 5.5(1)(b) of National Instrument 81-102.

The merger did not qualify as a pre-approved reorganization because it would not be a qualifying exchange under the Income Tax Act.

The principal regulator granted the requested exemptive relief, allowing the merger to proceed on a taxable basis.

Purpose Investments Inc. applied for exemptive relief on behalf of existing and future investment funds to permit them to invest up to 10% of their net asset value in certain foreign underlying funds (UCITS and Guernsey funds) that are not subject to NI 81-102 and are not reporting issuers in Canada.

The Ontario Securities Commission granted the requested relief, subject to conditions ensuring the underlying funds are subject to substantially similar regulatory oversight and investment restrictions as Canadian funds.

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

The principal regulator granted the relief, noting that combining the prospectuses would reduce costs and allow investors to more easily compare the features of the funds, and that similar consolidation is already permitted for exchange-traded funds under National Instrument 41-101.

The Filer applied for exemptive relief on behalf of the Evolve FANGMA Index ETF from the concentration restriction in section 2.1(1) of National Instrument 81-102.

The relief was sought to permit the Fund to invest more than 10% of its net asset value in the securities of a single issuer in order to replicate the performance of the Solactive FANGMA Equal Weight Index.

The Ontario Securities Commission granted the requested relief, subject to conditions including that the Fund's portfolio be rebalanced quarterly and that the final prospectus disclose the exemption and associated concentration risks.

The applicant applied for exemptive relief on behalf of an exchange-traded fund and future ETFs.

The applicant sought exemptions from the requirement to include an underwriter's certificate in the ETF's prospectus and from the take-over bid requirements for purchasers of listed securities in the normal course.

The Ontario Securities Commission granted both exemptions, noting that authorized dealers do not perform conventional underwriting services and that applying take-over bid requirements would adversely impact the liquidity of the listed securities.

The applicant applied for exemptive relief on behalf of its mutual funds from the cover requirements in paragraph 2.8(1)(d) and subparagraph 2.8(1)(f)(i) of National Instrument 81-102.

The relief sought to permit the funds to use a right or obligation to sell an equivalent quantity of the underlying interest to cover long positions in forward contracts, standardized futures, or swaps.

The principal regulator granted the exemption, subject to conditions regarding cash cover and limits on the percentage of net asset value made up of such options.

The Filer applied on behalf of two exchange-traded funds for an exemption from section 2.12(1)12 of National Instrument 81-102.

The exemption sought to permit the funds to enter into securities lending transactions where the aggregate market value of loaned securities exceeds 50% of the net asset value of the fund, up to 100%.

The principal regulator granted the exemption, subject to conditions regarding collateral, mark-to-market requirements, and borrower acceptability, noting the funds' passive investment strategies and liquid equity holdings.

The Filer, Horizons ETFs Management (Canada) Inc., applied for exemptive relief on behalf of Horizons ETF Corp. and its exchange traded funds from the Formal Issuer Bid Requirements of Part 2 of National Instrument 62-104.

The relief permits one Horizons Corporate Class ETF to acquire shares of another Horizons Corporate Class ETF in the secondary market without triggering issuer bid requirements.

The Ontario Securities Commission granted the exemption, subject to conditions including compliance with the Fund of Funds Rules and that acquired shares remain outstanding.

Norbord Inc. applied to the Ontario Securities Commission for an order to cease to be a reporting issuer in all jurisdictions of Canada.

Following a plan of arrangement, Norbord became a wholly-owned subsidiary of West Fraser Timber Co. and its common shares were delisted.

Although Norbord still had outstanding debt securities and incentive plans, the Commission was satisfied that the test under the legislation was met and granted the requested order.

The Filers applied for exemptive relief on behalf of certain top funds to permit them to invest in underlying funds managed by the same or affiliated managers.

The relief sought included exemptions from related issuer restrictions, reporting requirements for related party transactions, and the requirement to obtain client consent before purchasing securities of an issuer in which a responsible person has a significant interest.

The Ontario Securities Commission granted the requested relief, subject to conditions ensuring the investments are compatible with the top funds' objectives, effected at an objective price, and subject to appropriate disclosure and fee duplication prohibitions.

Canada Life Investment Management Ltd. applied for exemptive relief to extend the lapse date of the simplified prospectus for several of its funds from May 15, 2021, to August 14, 2021.

The extension was requested to align the renewal of these funds' prospectuses with those of other funds managed by the applicant, thereby reducing costs and streamlining disclosure.

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

The Filer applied to the Ontario Securities Commission for approval of a proposed merger between the Mackenzie Global Credit Opportunities Fund and the Mackenzie North American Corporate Bond Fund under paragraph 5.5(l)(b) of NI 81-102.

The merger did not meet all pre-approval criteria because the fundamental investment objectives were not substantially similar, it would not be completed on a tax-deferred basis, and certain fund facts documents were not sent to unitholders.

The Commission granted the requested exemptive relief, subject to the Filer obtaining prior approval from the unitholders of the terminating fund.

The Filer applied for exemptive relief on behalf of itself, its affiliates, and certain top funds to permit the top funds to invest in underlying funds managed by the Filer.

The relief sought exemptions from restrictions prohibiting an investment fund from knowingly making an investment in a person or company in which it is a substantial securityholder, and from restrictions prohibiting a registered adviser from knowingly causing an investment portfolio to purchase securities of an issuer in which a responsible person is a partner, officer, or director without prior client consent.

The Ontario Securities Commission granted the requested relief, subject to conditions including that the top funds are distributed solely pursuant to prospectus exemptions and that investments are effected at an objective price.

The applicant, Allbanc Split Corp. II, applied to the Ontario Securities Commission for an order that it has ceased to be a reporting issuer in all jurisdictions of Canada.

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.

The Filer, Teranga Gold Corporation, applied to the Ontario Securities Commission for an order that it has ceased to be a reporting issuer in all jurisdictions of Canada in which it is a reporting issuer.

The principal regulator was satisfied that the Filer met the test set out in the legislation, noting that the Filer's outstanding securities are beneficially owned by fewer than 15 securityholders in each Canadian jurisdiction and fewer than 51 worldwide, and are not traded on any marketplace.

The order was granted.

Trichome Financial Corp. applied to the Ontario Securities Commission for an order that it has ceased to be a reporting issuer in all jurisdictions of Canada in which it is a reporting issuer.

The Commission found that the Filer met the requirements, including having fewer than 15 securityholders in each jurisdiction of Canada and fewer than 51 worldwide, and granted the order.