The Securities Commission has granted an exemption to Horizons ETFs Management (Canada) Inc. (the Filer) on behalf of Horizons Active Emerging Markets Dividend ETF and Horizons Active US Dividend ETF (the Proposed Merging Funds), allowing for an extension of the prospectus lapse date. This extension aligns with the timing of a proposed merger of the funds into Horizons Active Global Dividend ETF (the Continuing Fund).
Key points include:
– The Filer is a registered investment fund manager and the Proposed Merging Funds are exchange-traded funds (ETFs) under Ontario law and reporting issuers in Canada.
– The prospectus lapse date for the Proposed Merging Funds was January 29, 2021. Without a new prospectus or exemption, securities distribution would cease.
– The Filer plans to merge the Proposed Merging Funds into the Continuing Fund, subject to regulatory and unitholder approval.
– The Independent Review Committee has reviewed the merger for conflict of interest and found it fair and reasonable.
– The Filer intends to continue securities distribution from the lapse date to the merger date, to maintain market operations.
– If the merger does not receive approval, the exemption allows time to file a new prospectus for the Proposed Merging Funds.
– There have been no material changes in the affairs of the Proposed Merging Funds since the last prospectus.
– The exemption will not compromise the accuracy of information in the prospectus or affect public interest.
The decision is based on Section 62(5) of the Securities Act and is supported by the fact that the extension will not be prejudicial to the public interest. The exemption allows the Proposed Merging Funds to continue operations without interruption until the proposed merger is completed.