The Ontario Securities Commission (OSC) has published proposed amendments (Proposed Amendments) to Ontario Securities Commission Rule 48-501 Trading during Distributions, Formal Bids and Share Exchange Transactions (Rule 48-501) and consequential changes (Proposed Changes)to the Companion Policy to Rule 48-501 (48-501CP) for a 90-day comment period, ending September 3, 2025.
The Proposed Amendments prohibit any person or company who made a short sale (described below) of a security during the period commencing five business days before pricing of a prospectus offering or private placement of the same class of securities sold short from buying securities in the offering unless an exemption is available. The purchase of securities in the offering is prohibited even if:
- the short seller had no prior knowledge of the offering;
- or the offering did not constitute a “material fact” or “material change” (either, material information) concerning the issuer; and,
- the short sales had no impact on the market price of the securities sold.
The Proposed Amendments are available for download from the websites of the Ontario Securities Commission.
For more information, please call Barbara Hendrickson at BAX Securities Law (647) 403-4606.
This publication is not intended to constitute legal advice. No one should act on it or refrain from acting on it without consulting with a lawyer. BAX does not warrant or guarantee the accuracy or currency or completeness of the publication. No part of this publication may be reproduced without the prior written permission of BAX Securities Law.