RE: RE: RE: RE: RE: RE: How do you explain Peter stated that there will be no more private placements so new buyers out of the US will have to purchase in the market. He did not say they would no longer be issuing options.
I just cut and pasted a number of interesting bits from the guide to Security Based Compensation (for the TSX)
Inducements to senior officers
Security holder approval will not be required for an arrangement used as an inducement to a person (not previously an insider of the listed issuer) to enter into a contract of full time employment as an officer of the listed issuer, provided that the securities issuable to such individual do not exceed 2% of issued and outstanding securities prior to the date of the arrangement.
2. a person or company who is neither an employee nor an insider of the listed issuer may be granted options at a price set when the material information is still undisclosed if the grant relates to the undisclosed event (such as an acquisition by a listed issuer of another company or the appointment of a new senior officer not previously employed by the listed issuer).
Black out periods
Many listed issuers have adopted trading policies whereby they are under self imposed black out periods from time to time, during which officers, directors and employees cannot exercise options or trade in securities of the issuer.
Change of control provisions
Listed issuers may consider it appropriate to include certain provisions in the event that there is a change of control, for example, as a result of a take-over bid for the listed issuer. Most change of control provisions provide for, or permit the board of directors (or authorized board committee) to authorize, the accelerated vesting of all options or other entitlements. This allows participants to tender their securities to the bid. Some change of control provisions also provide for the cashless exercise of options upon or following a change of control event. Any such provision should define change of control events.
Termination provisions
Plans should provide for the period of time that the entitlement is valid and remains exercisable when an employee has resigned, has been dismissed (for cause or without cause), has retired, has died or is incapacitated. The period of time may vary depending on the circumstances which led to the termination of the participant’s employment or term (in the case of a directorship). For example, it may be appropriate to grant a longer period of time to a participant to exercise options upon retirement than in the case of a dismissal for cause.
Exercise price
Listed issuers must state the method by which the exercise or purchase price is determined under each arrangement. The plan provides that the exercise price of options may not be lower than the closing price of the common shares on Toronto Stock Exchange on the day preceding the grant.
The plan provides that the exercise price of Options may not be lower that the volume weighted average trading price of the Shares on Toronto Stock Exchange over a period of five days preceding the date of grant.