Jan. 26, 2024 - Important guidance on “acting jointly or in concert” in a proxy contest was provided by the British Columbia Securities Commission (Commission) in NorthWest Copper Corp. (December 22, 2023). The Commission declined to find a joint actor relationship between a dissident and another...
Multijurisdictional Disclosure System: Offering Securities and Reporting in the United States Using MJDS
The multijurisdictional disclosure system (MJDS) permits eligible Canadian issuers to publicly offer securities in the United States by using a prospectus that is prepared principally in accordance with Canadian disclosure requirements. The MJDS also enables these issuers to substantially satisfy their reporting obligations by using their Canadian continuous disclosure documents under the cover of the applicable MJDS form. As a leading adviser on matters relating to the MJDS, Davies has updated this informative guide, which provides the reader with a general insight into offering securities and reporting in the United States using the MJDS. Topics addressed include the following:
- The preparation and filing of offering documents
- The types of offerings and the applicable forms
- The review and clearance of the offering documents by the applicable securities regulator
- Other U.S. regulation of MJDS offerings
- Annual and periodic U.S. reporting obligations for MJDS filers
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Jan. 10, 2024 - What is a spurned seller’s recourse when a buyer walks away from a deal in breach of the purchase agreement? In private M&A, the answer is reasonably straightforward: sue the buyer to close the deal or to recover damages. In public M&A, however, the answer is murky at best. The problem arises...