On July 15, 2009, the BCSC released BC Notice 2009/09 Pre-Filing Review of Mining Technical Disclosure for Short Form Offerings, outlining a new program to allow issuers in the mining sector intending to complete a short form prospectus offering to request a review of their mining technical disclosure prior to filing their preliminary short form prospectus. The purpose of the review is to identify in advance any regulatory concerns with the issuer’s current disclosure that might otherwise be raised in connection with the prospectus review and potentially delay the issuance of the final receipt.
Effective September 1, 2009, an issuer may confidentially request a pre-filing review by sending an email to email@example.com at least 10 days prior to the date it expects to file its preliminary short form prospectus. On receipt of a request, staff of the BCSC will contact the issuer to discuss their expected response time. Upon completion of the pre-filing review, staff will provide a written response raising any technical issues identified or confirm that they have no comments.
The program will be available to issuers for which the BCSC is the principal regulator. It remains to be seen if other members of the Canadian Securities Administrators will adopt similar practices.
This program may provide a valuable opportunity for issuers to identify potential regulatory concerns with their existing technical disclosure. By allowing any such concerns to be resolved in advance, an issuer will increase its certainty of being able to take advantage of narrow market windows for completing an offering at the best price.
The notice, together with a Q&A, is available on the BCSC website here1.