The Securities Commission has granted Aurinia Pharmaceuticals Inc. an exemption from certain issuer bid requirements under National Instrument 62-104 Take-Over Bids and Issuer Bids (NI 62-104). This exemption allows the company to purchase up to 15% of its outstanding common shares through the NASDAQ within a 12-month period, exceeding the 5% limit typically allowed under the Other Published Markets Exemption.
The company’s shares are not listed on any Canadian exchange but are traded on the NASDAQ. The decision is based on the understanding that the repurchase programs are in the best interests of the company and its shareholders, and will not adversely affect the company or materially change its control.
The exemption is subject to conditions, including compliance with U.S. securities laws and NASDAQ rules, and the shares acquired under this exemption and the Other Published Markets Exemption within a 12-month period do not exceed 15% of the outstanding shares at the beginning of that period. The exemption is valid for 36 months from the date of the decision, and the company must disclose the terms of the exemption and its conditions in a press release prior to purchasing shares under this decision.
The decision is supported by the Alberta Securities Commission as the principal regulator and is recognized by the Ontario securities regulatory authority. The exemption is made under the legislative framework of the securities legislation of Alberta and Ontario, Multilateral Instrument 11-102 Passport System, and National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions.