Securities Law & Instruments

Headnote

Issuer deemed to have ceased to be offering its securities to the public under the OBCA.

Statute Cited

Business Corporations Act, R.S.O. 1990, c. B.16, as am., s. 1(6).

November 29, 2005

IN THE MATTER OF

THE BUSINESS CORPORATIONS ACT

R.S.O. 1990, c. B.16, AS AMENDED (the "OBCA")

AND

IN THE MATTER OF

LEITCH TECHNOLOGY CORPORATION

 

ORDER

(Subsection 1(6) of the OBCA)

UPON the application of Leitch Technology Corporation (the "Applicant") to the Ontario Securities Commission (the "Commission") for an order pursuant to subsection 1(6) of the OBCA to be deemed to have ceased to be offering its securities to the public;

AND UPON the Applicant representing to the Commission as follows:

1. The head office of the Applicant is located at 150 Ferrand Drive, Suite 700, Toronto, Ontario, M3C 3E5;

2. The authorized capital of the Applicant consists of an unlimited number of common shares and an unlimited number or preference shares, issuable in series, of which, as at the close of business on September 1, 2005, 39,350,922 common shares, and no preference shares, were issued and outstanding. At the close of business on September 1, 2005, there were outstanding options to purchase an aggregate of 3,339,075 common shares;

3. The Applicant is an "offering corporation" as defined in the OBCA;

4. On October 25th, 2005, the Applicant completed a plan of arrangement (the "Plan of Arrangement") whereby 2081259 Ontario Inc., an indirect wholly-owned subsidiary of Harris Corporation (a company existing under the laws of the State of Delaware), acquired all of the common shares of the Applicant;

5. The Plan of Arrangement also effected the cancellation of all outstanding options to acquire common shares of the Applicant;

6. The outstanding securities of the Applicant, including debt securities, are beneficially owned by less than 15 security holders in each of the jurisdictions in Canada and less than 51 security holders in total in Canada;

7. No securities of the Applicant are traded on a marketplace as defined in National Instrument 21-101 Marketplace Operation;

8. The Applicant has no plans to seek public financing by offering its securities in Canada;

9. The Applicant is not in default of any of its obligations as a reporting issuer under the Securities Act (Ontario) (the "Act") or the rules and regulations made thereunder; and

10. The Applicant is not a reporting issuer under the Act in any jurisdiction in Canada;

AND UPON the Commission being satisfied that to do so would not be prejudicial to the public interest;

IT IS HEREBY ORDERED by the Commission pursuant to subsection 1(6) of the OBCA that the Applicant be deemed to have ceased to be offering its securities to the public for the purposes of the OBCA.

"Paul M. Moore"

"Carol S. Perry"