The Ontario Securities Commission (OSC) has approved an application by ICPEI Holdings Inc. (the Filer) to cease being a reporting issuer in all Canadian jurisdictions. This decision follows the Filer’s arrangement agreement, which resulted in a change of ownership where key management and certain shareholders acquired all outstanding common shares of the Filer. The arrangement was approved by the Filer’s shareholders and the Ontario Superior Court of Justice.
The Filer is a venture issuer in the Canadian property and casualty insurance industry, operating through its subsidiary, The Insurance Company of Prince Edward Island (ICPEI). As part of the arrangement, the Filer’s shares were delisted from the TSX Venture Exchange, and the Filer has no intention of seeking public financing in the future.
Despite having more than 15 securityholders in Quebec, which typically precludes the use of a simplified procedure for ceasing to be a reporting issuer, the OSC granted the order based on the Filer’s circumstances and representations. The Filer is now no longer a reporting issuer in any Canadian jurisdiction, in accordance with the relevant securities legislation, including the Securities Act (Ontario) and National Policy 11-206.