The Ontario Securities Commission (OSC) consented to the continuance of Akumin Inc. (the Applicant) from Ontario to Delaware. This decision is based on the Business Corporations Act (Ontario) and its Regulation 398/21, specifically section 181 of the Act and subsection 21(b) of the Regulation.
Key facts include:
– Akumin Inc. is an offering corporation under the OBCA with common shares listed on the TSX and NASDAQ.
– The company intends to continue under the Delaware General Corporation Law (DGCL) to reduce operating expenses and improve capital raising capabilities.
– Shareholders approved the continuance with a 99.9% vote in favor, and no dissenting rights were exercised.
– Akumin Inc. will remain a reporting issuer in Ontario and other Canadian provinces and territories, except Quebec.
– The company is not in default of any provisions of the OBCA, the Securities Act, or any rules of the TSX and NASDAQ, nor is it subject to any proceedings.
– Rights, duties, and obligations under the DGCL are substantially similar to the OBCA, with material differences disclosed to shareholders.
– The OSC consented to the continuance as it is not prejudicial to the public interest.
The Applicant also provided an undertaking to the OSC to file a Submission to Jurisdiction Form through SEDAR upon ceasing to maintain a corporate office in Canada after the continuance. The OSC’s consent was given on September 23, 2022, allowing Akumin Inc. to continue as a corporation under Delaware law.