[Last updated: 1 January 2025, unless otherwise noted]

7.1 Compulsory acquisition

If, within 120 days of the commencement of the bid, at least 90% of the shares of the target are tendered to the bid (other than shares held by or on behalf of the offeror or its affiliates or associates), an offeror may, acquire the remaining shares of the target at the same price offered under the bid under the "compulsory acquisition" provisions of the relevant corporate statute (subject only to the remaining shareholders' rights to dissent and demand payment of the fair value for their shares).

7.2 Squeeze-out followed by a merger

If fewer than 90% of the shares of the target are tendered to the bid (other than shares held by or on behalf of the offeror or its affiliates or associates), the offeror may requisition a meeting of the target's shareholders and use its voting power to cause the target to enter into a "second step business combination" transaction that is completed no later than 120 days after the expiry of the bid. The second step business combination might take the form of an amalgamation, plan of arrangement or some other form of reorganization involving the offeror or one of its affiliates.

In addition to obtaining two-thirds approval of votes cast by the target's shareholders entitled to vote thereon (including by the offeror with respect to its shares of the target), as required under corporate law, the completion of the transaction requires the approval of at least 50% of the target's remaining minority shareholders. Shares of the target acquired by an offeror and its joint actors before a takeover bid (and in some circumstances, pursuant to "lock-up" agreements) cannot be voted in connection with this approval of a second step business combination. However, if a certain disclosure is made in the original takeover bid circular, the offeror may vote the shares tendered into the bid as part of the required 50% approval. The shareholders affected by such actions have a right to dissent and be paid fair value for their shares.

7.3 Restrictions on acquiring securities after the takeover bid period

Subject to an exception for "normal course trades", an offeror may not purchase shares of the target after the expiry of the takeover bid until 20 business days thereafter, except by way of a transaction that is generally available to holders of that class of securities on identical terms.