Order: In the Matter of Michael Pearson and LeadFX Inc.

FILE NO.: 2018-53

IN THE MATTER OF
MICHAEL PEARSON

AND

IN THE MATTER OF
LEADFX INC.

D. Grant Vingoe, Vice-Chair and Chair of the Panel
Frances Kordyback, Commissioner
Lawrence Haber, Commissioner

September 28, 2018

ORDER

WHEREAS on September 28, 2018, the Ontario Securities Commission (Commission) held a hearing at the offices of the Commission, located at 20 Queen Street West, 17th Floor, Toronto, Ontario, with respect to a standing motion and disclosure motion brought by Michael Pearson (Pearson) relating to Pearson’s application seeking relief related to a special meeting of shareholders of LeadFX Inc. called to consider and approve a special resolution to approve a going-private transaction, to be completed via a statutory plan of arrangement under section 192 of the Canada Business Corporations Act ;

ON READING the materials filed by Pearson, LeadFX Inc., Sentient Executive GP III Limited and Sentient Executive GP IV, Limited (collectively, Sentient), InCoR Energy Materials Limited (InCoR) and Staff of the Commission and hearing the submissions of all parties;

IT IS ORDERED, with reasons to follow, that:

1. Sentient and InCoR are each granted full intervenor status; and
2. Pearson’s standing motion is dismissed.