IIROC approves change of control of GAIN Capital – FOREX.com Canada

Maria Nikolova

INTL FCStone Inc., the parent company of INTL FCstone Financial (Canada) Inc., will indirectly acquire all of the issued and outstanding securities of GAIN Canada.

The Ontario District Council of the Investment Industry Regulatory Organization of Canada (IIROC) has approved the change of control of GAIN Capital – FOREX.com Canada Ltd. (GAIN Canada), whereby INTL FCStone Inc., the parent company of INTL FCstone Financial (Canada) Inc. (INTL FCstone Canada), will indirectly acquire all of the issued and outstanding securities of GAIN Canada.

The effective date of this transaction is July 1, 2020, IIROC says. As a result of the transaction, GAIN Canada and INTL FCstone Canada have become related companies.

As FinanceFeeds has reported, on June 5, 2020, shareholders of Gain Capital Holdings Inc (NYSE:GCAP) backed the proposed acquisition of the online trading major by INTL FCStone Inc. Approximately 71.2% of GAIN’s shares issued and outstanding as of the close of business on the record date voted in favor of the proposal to adopt the merger agreement, representing approximately 85.7% of votes cast (excluding abstentions).

GAIN anticipates that the merger will be completed during the third quarter of 2020, subject to the satisfaction or waiver of the remaining customary conditions to closing, including among other things, receipt of other required regulatory approvals.

On February 26, 2020, GAIN entered into a definitive merger agreement with INTL FCStone and its wholly owned subsidiary, Golf Merger Sub I Inc.. Pursuant to the terms of the merger agreement, Merger Sub will be merged with and into GAIN, with GAIN surviving the merger as a wholly owned subsidiary of INTL FCStone.

If the merger is completed, GAIN stockholders will have the right to receive $6.00 in cash, without interest and less any applicable withholding taxes, for each share of common stock, par value $0.00001 per share, of GAIN that they own immediately prior to the effective time of the merger unless they have properly demanded appraisal rights for such shares in accordance with Delaware law.

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