Issuer Bid | Practical Law

Issuer Bid | Practical Law

Issuer Bid

Issuer Bid

Practical Law Canada Glossary 1-575-5069 (Approx. 2 pages)

Glossary

Issuer Bid

Defined in section 1.1 of National Instrument 62-104 – Take-over Bids and Issuer Bids as an "offer to acquire" or redeem securities of an issuer made by the issuer to one or more persons, any of whom is in the local jurisdiction or whose last address as shown on the books of the "offeree issuer" is in the local jurisdiction, and also includes an acquisition or redemption of securities of the issuer by the issuer from those persons, but does not include an "offer to acquire" or redeem, or an acquisition or redemption if:
  • No valuable consideration is offered or paid by the issuer for the securities.
  • The "offer to acquire" or redeem, or the acquisition or redemption is a step in an amalgamation, merger, reorganization or arrangement that requires approval in a vote of security holders.
  • The securities are debt securities that are not convertible into securities other than debt securities.
"Offer to acquire" means:
  • An offer to purchase, or a solicitation of an offer to sell, securities.
  • An acceptance of an offer to sell securities, whether or not the offer has been solicited.
  • Any combination of the above.
"Offeree issuer" means an issuer whose securities are the subject of a take-over bid, an issuer bid or an offer to acquire.
"Offeror" means a person that makes a take-over bid, an issuer bid or an offer to acquire.