Securities Law & Instruments

Headnote

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

Statutes Cited

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

IN THE MATTER OF THE BUSINESS CORPORATIONS ACT (ONTARIO), R.S.O. 1990, c. B.16, AS AMENDED (the "OBCA") AND IN THE MATTER OF PROBE MINES LIMITED (the "Applicant")

ORDER (Subsection 1(6) of the OBCA)

UPON the application of 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 that:

1. The Applicant is an "offering corporation" as defined in the OBCA, and has an authorized capital consisting of an unlimited number of common shares (the "Common Shares").

2. The head office of the Applicant is located at 56 Temperance Street, Suite 1000, Toronto, ON M5H 3V5.

3. On March 13, 2015, the Applicant completed an arrangement (the "Arrangement") pursuant to section 182 of the Business Corporations Act (Ontario) with Goldcorp Inc. ("Goldcorp"). Pursuant to the Arrangement, Goldcorp acquired all of the issued and outstanding Common Shares not already held, directly or indirectly, by Goldcorp. As a result, the Applicant became a wholly-owned subsidiary of Goldcorp.

4. The Common Shares were delisted from the TSX Venture Exchange on March 16, 2015.

5. No securities of the Applicant, including debt securities, are traded in Canada or another country on a marketplace as defined in National Instrument 21-101 Marketplace Operation or any other facility for bringing together buyers and sellers of securities where trading data is publicly reported.

6. The Applicant is not in default of securities legislation in any jurisdiction.

7. Pursuant to BC Instrument 11-502 Voluntary Surrender of Reporting Issuer Status, the British Columbia Securities Commission confirmed the Applicant's non-reporting issuer status in British Columbia effective March 27, 2015.

8. The Applicant has no intention to seek public financing by way of an offering of securities.

9. On March 17, 2015, the Applicant made an application to the Ontario Securities Commission, as principal regulator on behalf of the securities regulatory authorities in the jurisdictions in Canada in which it was a reporting issuer, for a decision that the Applicant is not a reporting issuer (the "Reporting Issuer Relief Requested").

10. The Reporting Issuer Relief Requested was granted on March 31, 2015. As a result, the Applicant is not a reporting issuer or equivalent in any jurisdiction of 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 purpose of the OBCA.

DATED at Toronto on this 10th day of April, 2015.

"Judith N. Robertson"
Ontario Securities Commission
 
"Mary G. Condon"
Ontario Securities Commission