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Gamesys Group Limited

2022-07-19 | Order | Securities Act | Issuers | https://www.osc.ca/en/securities-law/orders-rulings-decisions/gamesys-group-limited

Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10)(a)(ii).


The Securities Commission granted an order for Gamesys Group Limited to cease being a reporting issuer under applicable securities laws. This decision was based on the company’s application and the following key points:

1. Gamesys Group Limited is incorporated in England and Wales and is a reporting issuer in Ontario, British Columbia, Alberta, Quebec, and New Brunswick.
2. The company’s Canadian head office is in Toronto, Ontario.
3. Bally’s Corporation acquired all issued and outstanding shares of Gamesys through an arrangement that became effective on October 1, 2021, making Bally’s the sole securityholder.
4. Gamesys shares were removed from the London Stock Exchange on October 4, 2021.
5. The company’s securities are owned by fewer than 15 securityholders in each Canadian jurisdiction and fewer than 51 worldwide.
6. No Gamesys securities are traded on any public marketplace.
7. Gamesys does not intend to seek public financing and is not in default of any securities legislation except for continuous disclosure obligations post-Arrangement.
8. The company could not use the simplified procedure for ceasing to be a reporting issuer due to its default in filing continuous disclosure documents.

The order was made under the authority of the Securities Act, R.S.O. 1990, c. S.5, as amended, specifically section 1(10)(a)(ii). The decision was supported by the fact that Gamesys met the legislative requirements for ceasing to be a reporting issuer.