TSX amends Form 11 - Notice of Private Placement
Effective November 27, 2009, the Toronto Stock Exchange has adopted amendments to Form 11 - Notice of Private Placement pursuant to which additional details are required concerning broker warrants and anti-dilution provisions as well as identification of any newly created insiders. The form also requires certification by a director or senior officer of the issuer.
Specifically, Form 11 has been amended to add a new section 3(j), which requires a description of any broker warrants (or options), including the number, exercise price, term to expiry and other significant terms. A new section 3(k) now requires a description of any anti-dilution provisions that provide an adjustment for events for which not all securities holders are compensated. With respect to insiders, the form now requires that any new insiders created as a result of the private placement be identified and specifically notes that the TSX may require the new insiders to complete and clear a Personal Information Form prior to the closing of the private placement. A director or officer of the issuer will also have to certify that the notice is complete and accurate and that it does not contain any misrepresentations.
