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16110.1 To encourage Canadian issuers to extend rights offers to their U.S. shareholders (rather than cash them out in order to avoid U.S. registration), MJDS Form F-7 is available for Securities Act registration in connection with such offers. Form F-7 acts as a wraparound for the relevant Canadian offering documents. No reconciliation to U.S. GAAP is required for financial statements included under cover of that Form.
16110.2 To be eligible, an issuer must:
a.
be incorporated or organized in Canada and be a foreign private issuer;
b.
have been reporting for the preceding 36 months to Canadian securities regulatory authorities;
c.
have been listed for the preceding 12 months on the Montreal or Toronto Stock Exchange or the Senior Board of the Vancouver Stock Exchange ; and
d.
be currently in compliance with its reporting and listing obligations.
In addition:
e.
the rights may not be transferable other than in accordance with Regulation S, and
f.
the rights must be granted to U.S. holders on terms no less favorable than those extended to any other holder of the same class of securities.
14 The Vancouver Stock Exchange is now called the TSX Venture Exchange.
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