RE: Genuine Question3 Jan 2024 08:51
From Fasken.con found on Google:
'The threshold for triggering Canadian take-over bid rules is the acquisition of 20% of the voting rights of a corporation. As a result, the purchaser may wish to gain an initial position or ``toehold`` in the company prior to announcing the take-over bid. The level of a toehold will depend on strategic considerations and whether the acquioror wishes to disclose its position before making the bid. In Canada, the level at which a holder of public company shares is first required to disclose its position is 10% as opposed to 5% in the US.
If a purchaser acquires 20% or more of the voting rights – whether alone or working in conjunction with other parties (a purchasing group) – the purchaser will be required to offer to purchase the shares of all of the registered shareholders of the same class unless an exemption is available. For example, a private agreement exemption can be a critical tool for those seeking a creeping acquisition, as opposed to an all-or-nothing acquisition.
Under a private agreement exemption, the consideration for the shares cannot exceed 115% of the 20-day trading average of the company, and there can be no more than five parties tendering their shares to the purchaser. In addition, the normal course purchase exemption allows for open-market purchases not exceeding 5% of the company’s shares in a given 12-month period.'