Altus Group Announces Exemptive Relief from the Ontario Securities Commission in connection with its Substantial Issuer Bid
Executive Summary
- The Ontario Securities Commission granted Altus Group an exemptive relief order allowing the company to conduct its ongoing $350 million substantial issuer bid without complying with certain extension‑take‑up, proportionate‑take‑up and disclosure requirements.
- The SIB remains open until 5:00 PM Toronto time on January 8, 2026; Altus Group may extend the offer after assessing tender activity.
- RBC Capital Markets is acting as financial advisor and dealer manager; TSX Trust Company serves as depositary for the bid.
Key Details
- Exemptive Relief Granted (Dec 12 2025):
- Proportionate Take‑Up Relief – permits proportionate tenders without mandatory proportional take‑up.
- Proportionate Take‑Up Disclosure Relief – modifies disclosure obligations in the issuer‑bid circular.
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Extension Take‑Up Relief – allows the bid to be extended without first taking up all deposited shares.
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SIB Structure:
- Modified Dutch auction with three tender options: Auction Tender (price specified), Purchase Price Tender (price set by auction tenders), and Proportionate Tender (maintain proportional ownership).
- Auction price range: C$50.00 – C$57.00 per share, in C$0.25 increments.
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Maximum aggregate purchase price (“Auction Tender Limit Amount”) equals C$350 million less a fraction based on proportionate tenders relative to total outstanding shares.
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Expiration: The bid expires at 5:00 PM (Toronto time) on January 8, 2026, unless Altus Group elects to withdraw, extend, or vary the terms.
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Potential Extension:
- Altus Group will decide on any extension after evaluating the number of shares tendered and other relevant circumstances.
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If extended, a further news release will disclose the new terms.
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Financial Advisors & Depositary:
- RBC Capital Markets – Financial advisor and dealer manager.
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TSX Trust Company – Depositary for share deposits.
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Shareholder Contact Information:
- Depositary: 1‑800‑387‑0825 (toll‑free NA), (416) 682‑3860, [email protected]
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Dealer Manager: [email protected]
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Regulatory Filings: Offer documents (issuer bid circular, letter of transmittal, notice of guaranteed delivery) are filed on SEDAR+ and available to shareholders.
Notable Quotes
(No direct quotes were included in the release.)