If the action to be taken is in respect of a significant acquisition as determined under Part 8 of National Instrument 51-102 under which securities of the acquired business are being exchanged for the company’s securities, or in respect of a restructuring transaction under which securities are to be changed, exchanged, issued or distributed, include disclosure for
(a) the company, if the company has not filed all documents required under National Instrument 51-102,
(b) the business being acquired, if the matter is a significant acquisition,
(c) each entity, other than the company, whose securities are being changed, exchanged, issued or distributed, if
(i) the matter is a restructuring transaction, and
(ii) the company’s current securityholders will have an interest in that entity after the restructuring transaction is completed, and
(d) each entity that would result from the significant acquisition or restructuring transaction, if the company’s securityholders will have an interest in that entity after the significant acquisition or restructuring transaction is completed.
The disclosure for the company, business or entity must be the disclosure (including financial statements) prescribed under securities legislation and described in the form of prospectus that the company, business or entity, respectively, would be eligible to use immediately prior to the sending and filing of the information circular in respect of the significant acquisition or restructuring transaction, for a distribution of securities in the jurisdiction.
INSTRUCTION
For the purposes of section 14.2, a securityholder will not be considered to have an interest in an entity after an acquisition or restructuring transaction is completed if the securityholder will only hold a redeemable security that is immediately redeemed for cash.