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What M&A trends will transform the 2024 insurance landscape?
It is widely accepted that 2023 was one of the worst years in recent memory for M&A activity.
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Canada | Publication | December 6, 2021
The TSX Venture Exchange (TSXV) has amended its policies regarding securities-based compensation, providing for more options and greater flexibility for issuers. The most significant changes include that the policy now:
The key differences between the old securities-based compensation rules and the new rules are highlighted below.
The former TSXV policy only addressed stock options. It has now been amended to cover a variety of types of security-based compensation, such as deferred share units, performance share units, restricted share units and stock appreciation rights. It should be noted that capital pool companies and issuers listed on the NEX may only grant stock options and no other types of security-based compensation.
The former TSXV policy permitted only two types of stock option plan:
(a) a “rolling up to 10%” plan where the maximum number of options at any time is equal to 10% of the issued shares; and
(b) a “fixed up to 20%” plan reserving for issuance a specified number of shares, up to a maximum of 20% of the issued shares.
The amended policy now permits four types of plan – both (a) and (b) above (but expanded to include additional types of security-based compensation, not just stock options) plus:
(c) a hybrid “rolling stock option plan up to 10% and other fixed up to 10%” category under which the “rolling” stock option plan provides that the maximum number of options issuable is 10% of the issued shares and the “fixed” security-based compensation plan provides a fixed specified number of shares up to a maximum of 10% of the issued shares; and
(d) a “fixed stock option plan up to 10%” plan that permits a fixed specified number of shares up to 10% of the issued shares and is limited to stock options only, but does not require shareholder approval for implementation.
The policies regarding these new rules became effective November 24, 2021. All security-based compensation plans filed with the TSXV prior to such date remain in force in accordance with their existing terms. Any such plan to be placed before shareholders for approval or any plan that is implemented or amended after November 23, 2021, must comply with the new security-based compensation policy.
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