The Securities Commission granted an order for Norbord Inc. to cease being a reporting issuer following an arrangement where West Fraser Timber Co. acquired all of Norbord’s issued and outstanding common shares. Norbord’s outstanding non-convertible debt securities and convertible securities are owned by more than 15 securityholders in certain Canadian jurisdictions and 51 securityholders worldwide. These securities are either exercisable for West Fraser shares or redeemable based on West Fraser’s share value. Norbord is not obligated to remain a reporting issuer under the terms of these securities. Norbord’s debt securities are traded on U.S. broker-dealer networks.
The decision was based on the fact that Norbord has become a wholly-owned subsidiary of West Fraser, and its shares were delisted from stock exchanges. The company’s securities are not publicly traded in Canada or on any other public marketplace. Norbord is not in default of any securities legislation and has no plans for public financing. The company’s debt securities are not listed on any stock exchange but are traded over-the-counter in the U.S.
The order was granted under section 1(10)(a)(ii) of the Securities Act, R.S.O. 1990, c. S.5, as amended, which outlines the criteria for an issuer to cease being a reporting issuer. The decision was made after considering that Norbord met the necessary conditions and after the company had informed its securityholders of the application for the order.